EXHIBIT 3(i).3

                                                             8900380508      9AM
                                                                           FILED
                                                                     FEB  7 1989

                            CERTIFICATE OF AMENDMENT
                                     TO THE
                          CERTIFICATE OF INCORPORATION
                                       OF
                               EQUITY GOLD, INC.

Pursuant to the provisions of the Delaware General Corporation Law, EQUITY GOLD,
INC.  adopts the  following  Certificate  of  Amendment  to its  Certificate  of
Incorporation:

     FIRST: The name of the Corporation is EQUITY GOLD, INC.

     SECOND: The following  amendment to the Certificate of Incorporation of the
Corporation  was adopted by resolution  provided by the  shareholder on the 19th
day of  January  1989,  in  the  manner  prescribed  by  the  Delaware  General
Corporation Law:

     Paragraph 1 of the  Certificate  of  Incorporation,  as amended,  of EQUITY
GOLD,  INC. is hereby  repealed  and amended by  substitution  of the  following
paragraph 1:

              "1. The name of the corporation is EQUITY AU, INC."

     THIRD:  The date of  adoption  of the  amendment  by the  shareholders  was
January  19,  1989.  The  date of  adoption  of the  amendment  by the  Board of
Directors was January 19, 1989.

     FOURTH:  The number of shares voted for the amendment by the holders of the
outstanding  shares  of common  stock was  sufficient  for the  approval  of the
amendment.

     FIFTH: The manner in which any exchange,  reclassification  or cancellation
of issued shares  provided for in the  amendments  shall be effected as follows:
NONE.

     SIXTH: The manner in which such amendment effects a change in the amount of
stated capital and the amount of stated capital  changed by such amendment is as
follows: NONE.


<PAGE>

IN WITNESS WHEREOF the  Corporation has caused this  Certificate of Amendment to
the  Certificate  of  Incorporation  to be executed  this 14th day of February ,
1992.

                                EQUITY GOLD, INC.
                                a Delaware Corporation

                                By:/s/ Gail Holderman
                                --------------------------------
                                Gail W. Holderman
                                President


ATTEST:

/s/WM Allison
--------------------------------
William Allison
Secretary


THE STATE OF OHIO  )
                   )
COUNTY OF Franklin )

BEFORE ME, the  undersigned  authority,  a Notary Public in and for the State of
Ohio, on this day  personally  appeared Gail W.  Holderman,  President of EQUITY
GOLD,  INC.,  a Delaware  corporation,  known to me to be the person and officer
whose name is subscribed to the foregoing  instrument,  and  acknowledged  to me
that he executed the same as a duly authorized officer of such corporation,  and
as the act and  deed of such  corporation,  fo the  purposes  and  consideration
therein expressed, and in the capacity therein stated.

GIVEN UNDER MY HAND AND SEAL OF OFFICE, this 20th day of January 1989.

/s/ Kimberly S. Waugh
-----------------------
Notary Public, State of Ohio

My Commission Expires:

                                KIMBERLY S. WAUGH
                                NOTARY PUBLIC, STATE OF OHIO
                                MY COMMISSION EXPIRES MARCH 7, 1990
--------------------            ----------------------
                                Printed Name of Notary