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AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FARGO ELECTRONICS, INC.

Fargo Electronics, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the
"Corporation"), does hereby certify as follows:

FIRST:
The original Certificate of Incorporation of the Corporation was filed with the office of the Secretary of State of Delaware on December 2, 1999.

SECOND:
The Amended and Restated Certificate of Incorporation of Fargo Electronics, Inc., in the form set forth below, has been duly adopted in accordance with the provisions
of Sections 228, 242 and 245 of the General Corporation Law of the State of Delaware by the directors and stockholders of the Corporation.

THIRD:
The Corporation's Certificate of Incorporation is amended and restated in its entirety to read as follows:

ARTICLE I.

The name of this corporation is Fargo Electronics, Inc.

ARTICLE II.

The address of its registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle. The name of its
registered agent is The Corporation Trust Corporation.

ARTICLE III.

The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of
Delaware.

ARTICLE IV.

The aggregate number of shares of stock that the Corporation has the authority to issue is sixty million thirty-eight thousand (60,038,000) shares, consisting
of fifty million (50,000,000) shares of common stock, $0.01 par value (the "Common Stock"), 8,000 shares of Series B Convertible Preferred Stock
(as hereinafter defined) and 30,000 shares of Series B Redeemable Preferred Stock (as hereinafter defined) and ten million (10,000,000) shares of undesignated stock, $0.01 par value (the
"Undesignated Stock"). The Board of Directors is authorized to establish, from the authorized shares of Undesignated Stock, one or more classes or
series of shares, to designate each such class and series, and to fix the rights and preferences of each such class and series, including without limitation such voting powers (full or limited or no
voting powers), such preferences and relative, participating, optional or other special rights, and such qualifications, limitations or restrictions as shall be stated and expressed in the resolution
or resolutions providing for the issue of such class or series as may be adopted from time to time by the Board of Directors prior to the issuance of any shares thereof.

A.  SERIES
B CONVERTIBLE PARTICIPATING PREFERRED STOCK

1.Designation.A total of 10,000 shares of the Corporation's Preferred Stock shall be designated as
Series B Convertible Participating Preferred Stock, par value $.01 per share (the "Series B Convertible Preferred Stock").

2.Election of Directors; Voting.



3.Dividends.The Corporation may at any time and from time to time pay dividends on the Common Stock,
and the holders of Series B Convertible Preferred Stock shall be entitled to participate in such dividends with each holder of shares of Series B Convertible Preferred Stock entitled to
receive such dividends based on the number of shares of Common Stock into which such shares of Series B Convertible Preferred Stock are then convertible pursuant to Section A.6 hereof (the
"Series B Convertible Residual Dividends").

4.Liquidation.



5.Redemption.



The
aggregate amount of consideration that a purchaser would pay for the Corporation shall be considered the fair market value of the Corporation. In connection with any redemption,
the Corporation and the holders of the Series B Convertible Preferred Stock shall in good faith seek to reach agreement as to the fair market value of the Corporation within thirty (30) days.
If the Corporation and the holders of the Series B Convertible Preferred Stock are unable to reach agreement within such time frame, the fair market value of the Corporation shall he determined
by appraisal process and the Corporation and the holders of the Series B Convertible Preferred Stock shall each select an independent, non-affiliated investment banking firm of recognized
national standing (each, an "Independent Appraiser"). Within thirty (30) days after selection, each Independent Appraiser shall prepare and deliver to the Corporation and the holders of the
Series B Convertible Preferred Stock an appraisal of the fair market value of the Corporation in accordance with the terms set forth below and, in the absence of manifest error, gross
negligence or fraud, the two appraisals shall be averaged and the result shall be the fair market value of the Corporation. All appraisals hereunder will appraise the fair market value of the
Corporation (i) as a going concern and valued as if debt-free and without any discount for lack of liquidity, or other considerations relating to the non-public status of the Corporation's
securities, (ii) exclusive of all accounts receivable, cash and cash equivalents held by the Corporation, and (iii) on the valuation for which a willing buyer, with recourse to any
necessary financing would pay to a willing seller who is under no compunction to sell.

All
costs of any appraisals shall be borne equally by the Corporation and the holders of the Series B Convertible Preferred Stock. If the appraisal process has not been
completed by the Series B Convertible Preferred Redemption Date, the holders of the Series B Convertible Preferred Stock shall be entitled to interest thereafter as set forth in Section
A.5(d) below.



6.Conversion.The holders of the Series B Convertible Preferred Stock shall have the following
conversion rights:



7.Adjustments to Conversion Price.The Conversion Price in effect from time to time shall be subject
to adjustment as follows:



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8.Covenants.So long as any shares of Series B Convertible Preferred Stock (or Series B
Redeemable Preferred Stock, as applicable) shall be outstanding, the Corporation shall not, without first having provided the written notice of such proposed action to each holder of outstanding
shares of Series B Convertible Preferred Stock (or Series B Redeemable Preferred Stock, as applicable) and having obtained the affirmative vote or written consent of the holders of not
less than a majority of the outstanding shares of Series B Convertible Preferred Stock (or Series B Redeemable Preferred Stock, as applicable), voting as a single class, with each share
of Series B Convertible Preferred Stock (or Series B Redeemable Preferred Stock, as applicable) entitling the holder thereof to one vote per share of Series B Convertible
Preferred Stock (or Series B Redeemable Preferred Stock, as applicable) held by such holder:



9.Notice.



10.No Reissuance of Series B Convertible Preferred Stock.No share or shares of Series B
Convertible Preferred Stock acquired by the Corporation by reason of redemption, purchase, conversion or otherwise shall be reissued, and all such shares shall be canceled, retired and eliminated from
the shares which the Corporation shall be authorized to issue in which case the Board of Directors may, without a vote of the stockholders and in accordance with Section 245 of the Delaware General
Corporation Law, cause this Amended and Restated Certificate of Incorporation to be restated as appropriate to reflect the elimination of such shares.

B.  SERIES
B REDEEMABLE PREFERRED STOCK

1.Designation; Ranking.A total of 30,000 shares of the Corporation's Preferred Stock shall be
designated as Series B Redeemable Preferred Stock, par value $.01 per share (the "Series B Redeemable Preferred Stock").

2.Voting.The holders of Series B Redeemable Preferred Stock shall not be entitled to vote on
any matters except to the extent otherwise required under the Delaware General Corporation Law.

3.Dividends.The holders of outstanding shares of Series B Redeemable Preferred Stock shall be
entitled, in preference to the holders of any and all other classes of capital stock of the Corporation, to receive, any of any funds legally available therefor, cumulative mandatory dividends on the
Series B Redeemable Preferred Stock in cash, at the rate per annum of eight percent (8%) of the Series B Redeemable Base Liquidation Amount (as defined in Section B.4 below), or $80 per
share of Series B Redeemable Preferred Stock, subject to proration for partial years on the basis of a 365-day year ("Series B Redeemable Preference
Dividends"). Such dividends will accumulate commencing as of February 18, 1998, will be payable quarterly in arrears on each December 31st, March 31st, June 30th
and September 30th (subject only to any restrictions contained in a Senior Loan Agreement) and will be cumulative, to the extent unpaid, whether or not they have been declared and whether or
not there are profits, surplus or other funds of the Corporation legally available for the payment of dividends. Series B Redeemable Preference Dividends shall also become due and payable with
respect to any share of Series B Redeemable Preferred Stock as provided in Section B.4 and Section B.5. Dividends paid in cash in an amount less than the total amount of such dividends at the
time accumulated and payable on all outstanding shares of Series B Redeemable Preferred Stock, including fractions, shall be allocated pro rata on a share-by-share basis among all such shares
at the time outstanding. The amount of accumulated dividends on any share of Series B Redeemable Preferred Stock, or fraction thereof, at any date, shall be the amount of any dividends payable
thereon to and including such date, whether or not declared, which have not been paid in cash, with additional dividends accumulating on any such accumulated but unpaid dividends until paid at the
rate of eight percent (8%) per annum, compounded semi-annually on January 1 and July 1 of each year, until such dividends are paid. At any time when shares of Series B Redeemable
Preferred Stock are outstanding and the Series B Redeemable Preference Dividends have not been paid in full in cash: (i) no dividend whatsoever shall be paid or declared, and
no distribution shall be made, on any capital stock of the Corporation ranking junior to the Series B Redeemable Preferred Stock; and (ii) no shares of capital stock of the Corporation
ranking junior to the Series B Redeemable Preferred Stock shall be purchased, redeemed or acquired by the Corporation and no monies shall be paid into or set aside or made available for a
sinking fund for the purchase, redemption or acquisition thereof, except as provided in Section A.8(d). All numbers relating to the calculation of dividends pursuant to this Section B.3 shall be
subject to equitable adjustment in the event of any stock split, combination, reorganization, recapitalization, reclassification or other similar event involving a change in the Series B
Redeemable Preferred Stock.

4.Liquidation.Upon any Liquidation Event (as defined in Section A.4(a)), each holder of outstanding
shares of Series B Redeemable Preferred Stock shall be entitled to be paid out of the assets of the Corporation available for distribution to shareholders, whether such assets are capital,
surplus or earnings, as follows, and before any amount shall be paid or distributed to the holders of Series B Convertible Preferred Stock, Common Stock or of any other stock ranking on
liquidation junior to the Series B Redeemable Preferred Stock an amount in cash equal to the sum of (a) $1,000 per share (adjusted appropriately for stock splits, stock dividends,
recapitalizations and the like with respect to the Series B Redeemable Preferred Stock) (the "Series B Redeemable Base Liquidation Amount"), plus
(b) any accumulated but unpaid dividends to which such holder of outstanding shares of Series B Redeemable Preferred Stock is entitled pursuant to Section B.3 and B.5(d) hereof
(the sum of (a) and (b) being referred to as the "Series B Redeemable Liquidation Preference Amount"), plus (c) any interest accrued pursuant to Section B.5(c); provided,
however, that if, upon any Liquidation Event, the amounts payable with respect to the Series B Redeemable Preferred Stock are not paid in full, the holders of the Series B Redeemable
Preferred Stock shall share ratably in any distribution of assets in proportion to the full respective preferential amounts to which they are entitled. For purposes of this Section B.4, each of the
events set forth in Section A.4(b) shall be considered Liquidation Events regardless of whether the holders of Series B Convertible Preferred Stock choose to convert their shares in
connection therewith.

5.Redemption.



6.Notice.So long as any shares of Series B Redeemable Preferred Stock shall be outstanding the
provisions of Section A.9 shall apply to all shares of Series B Redeemable Preferred Stock as if such shares were shares of Series B Convertible Preferred Stock.

7.No Reissuance of Series B Redeemable Preferred Stock.No share or shares of Series B
Redeemable Preferred Stock acquired by the Corporation by reason of redemption, purchase, conversion or otherwise shall be reissued, and all such shares shall be canceled, retired and eliminated from
the shares which the Corporation shall be authorized to issue, in which case the Board of Directors may, without a vote of the stockholders and in accordance with Section 245 of the Delaware General
Corporation Law, cause this Amended and Restated Certificate of Incorporation to be restated as appropriate to reflect the elimination of such shares.

8.Covenants.So long as any shares of Series B Redeemable Preferred Stock shall be outstanding
the provisions of Section A.8 shall apply to all shares of Series B Redeemable Preferred Stock as if such shares were shares of Series B Convertible Preferred Stock.

9.Amendments.The provisions of this Section B of Article IV may be amended or waived by the
affirmative vote of the holders of a majority of the outstanding shares of Series B Redeemable Preferred Stock voting separately as a class; provided, however, that any amendment or waiver that
disproportionately affects any holder of Series B Redeemable Preferred Stock shall require the consent of such holder.

ARTICLE V.

The number of directors which shall constitute the entire Board of Directors shall not be less than one (1) nor more than nine (9), which number shall
be determined from time to time by the Board of Directors. The Directors shall be divided into three (3) classes, as nearly equal in number as possible. The term of office of the first class
shall expire at the 2001 annual meeting of the stockholders of the Corporation; the term of office of the second class shall expire at the 2002 annual meeting of the stockholders of the Corporation;
and the term of office of the third class shall expire at the 2003 annual meeting of the stockholders of the Corporation. At each annual meeting of the stockholders after such classification, the
number of directors equal to the number of the class whose term expires on the day of such meeting shall be elected for a term of three (3) years. Directors shall hold office until expiration
of the terms for which they were elected and qualified provided, however, that any director may be removed from office as a director at any time by the stockholders, but only for cause, and only by
the affirmative vote of a majority of the outstanding voting power entitled to elect such director. Vacancies and newly created directorships resulting from any increase in the authorized number of
directors may be filled by a majority of the directors then in office, though less than a quorum, or by a sole remaining director, and the directors so chosen shall hold office until the next annual
election and until their successors are duly elected and qualified, or until their earlier resignation or removal. This Article V may not be altered, amended or repealed, in whole or in part,

unless authorized by the affirmative vote of the holders of not less than two-thirds of the outstanding stock entitled to vote.

ARTICLE VI.

Any action required or permitted to be taken at any annual or special meeting of stockholders of the Corporation may be taken without a meeting, without prior
notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by all the holders of outstanding voting stock of the Corporation entitled to vote
thereon and shall be delivered to the Corporation by delivery to its registered office in Delaware, its principal place of business, or an officer or agent of the Corporation having custody of the
book in which proceedings of meetings of stockholders are recorded.

ARTICLE VII.

In furtherance and not in limitation of the powers conferred by statute, the Board of Directors is expressly authorized to adopt, amend or repeal the bylaws of
the Corporation.

ARTICLE VIII.

The Corporation shall indemnify, to the fullest extent authorized or permitted by law, as the same exists or may hereafter be amended, any person who was or is
made or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the
right of the Corporation), by reason of the fact that such person is or was a director or officer of the Corporation, or is or was serving at the request of the Corporation as a director, officer,
employee or agent of any other company, partnership, limited liability company, joint venture, trust, employee benefit plan or other enterprise; provided, however, that the Corporation shall not
indemnify any director or officer in connection with any action by such director or officer against the Corporation unless the Corporation shall have consented to such action. The Corporation may, to
the extent authorized from time to time by the Board of Directors, provide rights to indemnification to employees and agents of the Corporation similar to those conferred in this Article VIII
to directors and officers of the Corporation. No amendment or repeal of this
Article VIII shall apply to or have any effect on any right to indemnification provided hereunder with respect to any acts or omission occurring prior to such amendment or repeal.

ARTICLE IX.

No director of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for any breach of fiduciary duty by such
a director as a director, except to the extent provided by applicable law (i) for any breach of the director's duty of loyalty to the Corporation or its stockholders, (ii) for acts or
omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) pursuant to Section 174 of the General Corporation Law of Delaware, or (iv) for any
transaction from which such director derived an improper personal benefit. If the General Corporation Law of Delaware is amended to authorize corporate action further eliminating or limiting the
personal liability of directors, then the liability of a director of the Corporation shall be eliminated or limited to the fullest extent permitted by the General Corporation Law of Delaware as so
amended. No amendment to or repeal of this Article IX shall apply to or have any effect on the liability or alleged liability of any director of the Corporation for or with respect to any acts
or omissions of such director occurring prior to such amendment or repeal.

ARTICLE X.

The Corporation reserves the right to amend, alter, change, or repeal any provisions contained in this Certificate of Incorporation in the manner now or
hereafter prescribed by statute, and all rights conferred upon stockholders herein are granted subject to this reservation.

ARTICLE XI.

Elections of directors need not be by written ballot unless the bylaws of the Corporation shall so provide.

IN
WITNESS WHEREOF, Fargo Electronics, Inc. has caused this Amended and Restated Certificate of Incorporation to be duly executed by its Chief Executive Officer and attested to
by its Chief Financial Officers this 9th day of February, 2000.



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