EXHIBIT 3.2

                                 Revised 2/28/97

                                     BY-LAWS
                                       OF
                              PROVIDIAN CORPORATION


                                    ARTICLE I

                                  Stockholders

         Section 1.1 Annual Meetings. An annual meeting of stockholders shall be
held for the  election of the  directors  at such date,  time and place,  either
within or without the State of Delaware,  as may be  designated by resolution of
the Board of  Directors  from time to time.  Any other  proper  business  may be
transacted at the annual meeting.

         Section 1.2 Special  Meetings.  (a) Any action required or permitted to
be taken by the  stockholders  of the  Corporation  must be  effected  at a duly
called annual or special  meeting of stockholders of the Corporation and may not
be effected by any consent in writing by such stockholders.  Except as otherwise
required  by law and subject to the rights of the holders of any class or series
of stock  having a  preference  over the Common  Stock as to  dividends  or upon
liquidation,  special  meetings of stockholders of the Corporation may be called
only by the Board of Directors pursuant to a resolution adopted by a majority of
the total  number  of  authorized  directors  (whether  or not  there  exist any
vacancies in previously authorized directorships at the time any such resolution
is presented to the Board for adoption).

         (b) Special meetings of the stockholders of the Corporation may be held
at such time and at such place within or without the State of  Delaware,  as may
be stated in the call.

         Section   1.3.   Notice  of  Meetings;   Waiver  of  Notice.   Whenever
stockholders  are  required  or  permitted  to take any action at a  meeting,  a
written  notice of the meeting shall be given which shall state the place,  date
and hour of the meeting,  and, in the case of a special meeting,  the purpose or
purposes  for which the meeting is called.  No business  may be  conducted  at a
special  meeting  except such  business as has been  brought  before the meeting
pursuant to the Corporation's  notice of meeting.  Unless otherwise  provided by
law, the written notice of any meeting shall be given not less than ten (10) nor
more than fifty (50) days  before  the date of the  meeting to each  stockholder
entitled to vote at such meeting.  If mailed,  such notice shall be deemed to be
given when deposited in the United States mail, postage prepaid, directed to the
stockholder  at his address as it appears on the records of the  Corporation.  A
written  waiver of notice,  signed by the person or  persons  entitled  thereto,
whether before or after the time stated therein,  shall be deemed  equivalent to
notice.  Attendance of a person at a meeting of stockholders  shall constitute a
waiver of notice of such meeting,  except when the stockholder attends a meeting
for the express  purpose of objecting,  at the beginning of the meeting,  to the
transaction  of any  business  because  the  meeting is not  lawfully  called or
convened.  Neither  the  business to be  transacted  at, nor the purpose of, any
regular or special meeting of the stockholders  need be specified in any written
waiver of notice.

         Section 1.4.  Adjournments.  At any meeting of stockholders,  annual or
special,  the Chairman of the meeting may,  without a  stockholder  vote, or the
stockholders  present  may,  by  majority  vote,  adjourn  from  time to time to
reconvene at the same or some other  place,  and notice need not be given of any
such  adjourned  meeting  if the time and place  thereof  are  announced  at the
meeting  at which  the  adjournment  is  taken.  At the  adjourned  meeting  the
Corporation  may transact any business  which might have been  transacted at the
original  meeting.  If the  adjournment is for more than thirty (30) days, or if
after the  adjournment a new record date is fixed for the adjourned  meeting,  a
notice of the  adjourned  meeting shall be given to each  stockholder  of record
entitled to vote at the meeting.

         Section  1.5.  Quorum.  At each meeting of  stockholders,  except where
otherwise  provided by law or the Certificate of Incorporation or these By-laws,
the  holders  of a  majority  of the  outstanding  shares of each class of stock
entitled to vote at the meeting, present in person or by proxy, shall constitute
quorum.  In the absence of a quorum,  the Chairman of the meeting may, without a
stockholder vote, or the stockholders so present may, by majority vote,  adjourn
the  meeting  from time to time in the manner  provided  by Section 1.4 of these
By-laws until a quorum shall attend.

         Section 1.6.  Organization.  Meetings of stockholders shall be presided
over by the Chairman of the Board or in the Chairman's  absence by the President
or in their absence by a chairman chosen at the meeting. The Secretary shall act
as secretary of the meeting,  but in his absence the chairman of the meeting may
appoint any person to act as secretary of the meeting.

         Section 1.7. Voting;  Proxies. Each stockholder entitled to vote at any
meeting of  stockholders  shall be  entitled to one vote for each share of stock
held by such  stockholder  which has voting  power upon the matter in  question.
Each  stockholder  entitled to vote at a meeting of  stockholders  may authorize
another  person or persons  to act for such  stockholder  by proxy,  but no such
proxy  shall be voted or acted  upon more  than  eleven  months  after its date.
Voting at meetings of stockholders  need not be by written ballot or need not be
conducted  by  inspectors  unless the holders of a majority  of the  outstanding
shares of all classes of stock entitled to vote thereon  present in person or by
proxy at such meeting shall so determine.  At all meetings of  stockholders  for
election  of  directors  a plurality  of the votes cast shall be  sufficient  to
elect. All other elections and questions shall, unless otherwise provided by law
or by the Certificate of  Incorporation  or by these By-laws,  be decided by the
vote of the  holders of a majority of the  outstanding  shares of all classes of
stock  entitled to vote  thereon  present in person or by proxy at the  meeting,
provided  that (except as  otherwise  required by law or by the  Certificate  of
Incorporation  or by these  By-laws) the Board of Directors may require a larger
vote upon any election or question.

         Section 1.8. Fixing Date for  Determination  of Stockholders of Record.
In order that the Corporation may determine the stockholders  entitled to notice
of or to vote at any meeting of  stockholders  or any  adjournment  thereof,  or
entitled to receive  payment of any dividend or other  distribution or allotment
of any rights,  or  entitled  to  exercise  any rights in respect of any change,
conversion  or exchange of stock or for the purpose of any other lawful  action,
the Board of Directors  may fix, in advance,  a record date,  which shall not be
more  than  sixty  (60) nor less  than ten  (10)  days  before  the date of such
meeting,  nor more than sixty (60) days prior to any other action.  If no record
date is fixed:  (1) the record  date for  determining  stockholders  entitled to
notice  of or to vote at a  meeting  of  stockholders  shall be at the  close of
business  on the day next  preceding  the day on which  notice is given,  or, if
notice is waived,  at the close of business on the day next preceding the day on
which the meeting is held; and (2) the record date for determining  stockholders
for any other  purpose shall be at the close of business on the day on which the
Board of Directors adopts the resolution  relating  thereto.  A determination of
stockholders  of  record  entitled  to  notice  of or to  vote at a  meeting  of
stockholders shall apply to any adjournment of the meeting;  provided,  however,
that the Board of Directors may fix a new record date for the adjourned meeting.

         Section 1.9. List of Stockholders Entitled to Vote. The Secretary shall
prepare and make, at least ten (10) days before every meeting of stockholders, a
complete list of the stockholders  entitled to vote at the meeting,  arranged in
alphabetical  order,  and showing the address of each stockholder and the number
of shares registered in the name of each stockholder. Such list shall be open to
the  examination  of any  stockholder,  for any purpose  germane to the meeting,
during ordinary  business hours, for a period of at least ten (10) days prior to
the  meeting,  either at a place within the city where the meeting is to beheld,
which  place  shall be  specified  in the notice of the  meeting,  or, if not so
specified,  at the place where the meeting is to be held. The list shall also be
produced  and kept at the time and place of the  meeting  during  the whole time
thereof and may be inspected by any stockholder who is present. Upon the willful
neglect or refusal of the  directors  to produce  such a list in any meeting for
the election of directors,  they shall be ineligible  for election to any office
at such  meeting.  The stock ledger shall be the only evidence as to who are the
stockholders  entitled to examine the stock ledger,  the list of stockholders of
the books of the Corporation, or to vote in person or by proxy at any meeting of
stockholders.

         Section 1.10. Notice of Stockholder  Business.  At an annual meeting of
the  stockholders,  only such  business  shall be  conducted  as shall have been
properly  brought  before the meeting.  To be properly  brought before an annual
meeting  business  must  be (a)  specified  in the  notice  of  meeting  (or any
supplement thereto) given by or at the direction of the Board of Directors,  (b)
otherwise  properly  brought  before the meeting by or at the  direction  of the
Board of Directors,  or (c) otherwise  properly  brought before the meeting by a
stockholder.  For business to be properly  brought before an annual meeting by a
stockholder, the stockholder must have given timely notice thereof in writing to
the Secretary of the Corporation.  To be timely, a stockholder's  notice must be
delivered to or mailed and received at the  principal  executive  offices of the
Corporation,  not less than sixty (60) days nor more than ninety (90) days prior
to the meeting; provided, however, that in the event that less than seventy (70)
days' notice or prior public  disclosure  of the date of the meeting is given or
made to stockholders, notice by the stockholder to be timely must be so received
not later than the close of business on the tenth day following the day on which
such  notice  of the  date of the  annual  meeting  was  mailed  or such  public
disclosure was made. A stockholder's  notice to the Secretary shall set forth as
to each matter the stockholder proposes to bring before the annual meeting (a) a
brief  description  of the  business  desired  to be  brought  before the annual
meeting and the reasons for conducting such business at the annual meeting,  (b)
the  name  and  address,  as they  appear  on the  Corporation's  books,  of the
stockholder  proposing such business,  (c) the class and number of shares of the
Corporation  which  are  beneficially  owned  by the  stockholder,  and  (d) any
material interest of the stockholder in such business.  Notwithstanding anything
in these  By-laws to the contrary,  no business  shall be conducted at an annual
meeting except in accordance with the procedures set forth in this Section 1.10.
The Chairman of an annual  meeting shall,  if the facts  warrant,  determine and
declare to the meeting that business was not properly brought before the meeting
and in accordance  with the provisions of this Section 1.10, and if the Chairman
should so determine,  the Chairman  shall so declare to the meeting and any such
business not properly brought before the meeting shall not be transacted.


                                   ARTICLE II

                               Board of Directors

     Section  2.1.  General  Powers.  The Board of  Directors  shall  manage the
business  and  affairs of the  Corporation,  and,  subject  to any  restrictions
imposed by law, the Articles of Incorporation or these By-laws, may exercise all
powers of the Corporation.

         Section  2.2.  Number and Term of  Directors.  (a) Except as  otherwise
fixed by or pursuant to the provisions of Article  FOURTH of the  Certificate of
Incorporation  relating  to the rights of the  holders of any class or series of
stock  having  a  preference  over the  Common  Stock  as to  dividends  or upon
liquidation to elect  additional  directors under specified  circumstances,  the
number of directors shall be fixed from time to time exclusively by the Board of
Directors  pursuant to  resolution  adopted by a majority of the total number of
authorized  directors  (whether or not there exists any  vacancies in previously
authorized  directorships  at the time any such  resolutions is presented to the
Board for adoption), but shall be not less than the minimum number prescribed by
law nor more than twenty-five  (25). The directors,  other than those who may be
elected by the holders of any class or series of stock having a preference  over
the Common Stock as to dividends or upon liquidation,  shall be classified, with
respect to the time for which they severally hold office, into three classes, as
nearly equal in number as possible,  as  determined by the Board of Directors of
the Corporation,  one class to be originally  elected for a term expiring at the
annual  meeting  of  stockholders  to be  held  in  1986,  another  class  to be
originally  elected for a term expiring at the annual meeting of stockholders to
be held in 1987, and another class to be originally  elected for a term expiring
at the annual  meeting of  stockholders  to be held in 1988,  with each class to
hold office until its successor is elected and qualified. At each annual meeting
of the stockholders of the Corporation, the successors of the class of directors
whose term  expires at that  meeting  shall be elected to hold office for a term
expiring at the annual meeting of stockholders  held in the third year following
the year of their election.

         (b)  Advance  notice of  stockholder  nominations  for the  election of
directors  shall be given in the manner provided in Section 2.9 of Article II of
these By-laws.

         (c) No person shall be eligible to serve as a director after the annual
meeting of stockholders next after such person reaches seventy-two (72) years of
age. When the employment status of a director  changes,  that person shall offer
his or her resignation from the Board of Directors.

         (d) Except as  otherwise  provided  for or fixed by or  pursuant to the
provisions of Article FOURTH of the Certificate of Incorporation relating to the
rights of the holders of any class or series of stock having a  preference  over
the  Common  Stock as to  dividends  or upon  liquidation  to  elect  additional
directors under specified  circumstances,  newly created directorships resulting
from any increase in the authorized  number of directors or any vacancies in the
Board   of   Directors   resulting   from   death,   resignation,    retirement,
disqualification,  remove  from  office or other cause may be filled only by the
affirmative vote of a majority of the remaining  directors then in office,  even
though less than a quorum of the Board of  Directors.  Any  director  elected in
accordance  with the preceding  sentence  shall hold office for the remainder of
the full  term of the  class of  directors  in which  the new  directorship  was
created or the vacancy  occurred and until such director's  successor shall have
been elected and qualified.  No decrease in the number of directors constituting
the Board of Directors shall shorten the term of any incumbent director.

         (e)  Subject  to the  rights of the  holders  of any class or series of
stock  having  a  preference  over the  Common  Stock  as to  dividends  or upon
liquidation to elect  additional  directors under specified  circumstances,  any
director,  or the entire Board of  Directors,  may be removed from office at any
time, but only for cause and only by the  affirmative  vote of the holders of at
least  eighty (80)  percent of the voting  power of all of the then  outstanding
shares of the stock  entitled to vote  generally in the  election of  directors,
voting together as a single class.

         Section  2.3.  Regular  Meetings.  Regular  meetings  of the  Board  of
Directors may be held at such places within or without the State of Delaware and
at such times as the Board of Directors may from time to time determine,  and if
so determined notices thereof need not be given.

         Section  2.4.  Special  Meetings.  Special  meetings  of the  Board  of
Directors  may be held at any time or  place  within  or  without  the  State of
Delaware  whenever  called by the  Chairman of the Board or by a majority of the
Board of Directors.  Reasonable notice thereof shall be given by the Chairman of
the Board or the  Secretary,  or by the directors  calling the meeting,  to each
director who has not waived such notice, unless all directors are present.

         Section 2.5. A majority of the directors qualified and in office at any
time shall constitute a quorum for the transaction of business at any meeting of
the Board except that if there is an event number of directors  qualified and in
office,  one-half of the members of the Board shall constitute a quorum. Whether
or not a quorum is present,  a majority of the directors  present at any meeting
of the Board may  adjourn  the  meeting to some  later  time.  Unless  otherwise
provided in the Certificate of Incorporation or elsewhere in these By-laws, when
a quorum is  present,  the vote of a majority  of the  directors  present  shall
decide any question.

         Section 2.6. Organization.  Meetings of the Board of Directors shall be
presided over by the Chairman of the Board or in his absence by the President or
in their absence by a chairman chosen at the meeting. The Secretary shall act as
secretary  of the  meeting,  but in his absence the  chairman of the meeting may
appoint any person to act as secretary of the meeting.

         Section  2.7.  Informal  Action by  Directors.  Any action  required or
permitted  to be taken at any  meeting  of the  Board  of  Directors,  or of any
committee thereof, may be taken without a meeting if all members of the Board of
Directors or of such committee,  as the case may be, consent thereto in writing,
and the writing or writings  are filed with the  minutes or  proceedings  of the
Board of Directors or committee.

     Section 2.8.  Compensation.  Fees for service as a director and/or fees and
reimbursement  for  expenses  for  attendance  at  meetings  of the Board or any
committee thereof may be fixed by resolution of the Board.

         Section  2.9.  Notice of  Stockholder  Nominees.  Only  persons who are
nominated in accordance  with the procedures set forth in this Section 2.9 shall
be eligible for election as  directors.  Nominations  of persons for election to
the  Board  of  Directors  of  the  Corporation  may be  made  at a  meeting  of
stockholders of the  Corporation  entitled to vote for the election of directors
at the meeting who complied with the notice procedures set forth in this Section
2.9. Such nominations, other than those made by or at the direction of the Board
of  Directors,  shall be made  pursuant  to  timely  notice  in  writing  to the
Secretary of the Corporation.  To be timely,  a stockholder's  notice shall meet
the timeliness requirements of Section 1.10 of these By-laws. Such stockholder's
notice  shall set forth (a) as to each person whom the  stockholder  proposes to
nominate for election or re-election as a director,  (i) the name, age, business
address and residence address of such person,  (ii) the principal  occupation or
employment  of such  person,  (iii)  the  class  and  number  of  shares  of the
Corporation  which  are  beneficially  owned by such  person  and (iv) any other
information  relating  to  such  person  that is  required  to be  disclosed  in
solicitations of proxies for election of directors, or is otherwise required, in
each case pursuant to Regulation 14A under the Securities  Exchange Act of 1934,
as amended  (including without limitation such person's written consent to being
named in the proxy  statement  as a nominee  and to  serving  as a  director  if
elected);  and (b) as to the  stockholder  giving the notice of (i) the name and
address, as they appear on the Corporation's books, of such stockholder and (ii)
the class and number of shares of the Corporation  which are beneficially  owned
by such  stockholder.  At the  request  of the  Board of  Directors  any  person
nominated by the Board of Directors for election as a director  shall furnish to
the Secretary of the Corporation that information  required to be set forth in a
stockholder's  notice of  nomination  which  pertains to the nominee.  No person
shall be eligible for election as a director of the Corporation unless nominated
in accordance with the procedures set forth in this Section 2.9. The Chairman of
the meeting shall,  if the facts  warrant,  determine and declare to the meeting
that a nomination was not made in accordance  with the procedures  prescribed by
these By-laws,  and if the Chairman  should so determine,  the Chairman shall so
declare to the meeting and the defective nomination shall be disregarded.


                                   ARTICLE III

                                   Committees

         Section  3.1.  Committees.  The Board of Directors  may, by  resolution
passed by majority of the whole Board,  designate one or more  committees,  each
committee  to consist of two or more of the  directors of the  Corporation.  Any
such committee,  to the extent  provided in the  resolution,  shall have and may
exercise the powers of the Board of Directors in the  management of the business
and affairs of the Corporation, and may authorize the seal of the Corporation to
be affixed to all papers which may require it.


                                   ARTICLE IV

                                    Officers

         Section 4.1.  Executive  Officers;  Election;  Qualifications;  Term of
Office; Resignation;  Vacancies. The Board of Directors shall choose a Chairman,
a President, a Secretary and a Treasurer. The Board of Directors may also choose
one or more Vice Presidents,  one or more Assistant  Secretaries and one or more
Assistant  Treasurers.  Each such  officer  shall  hold  office  until the first
meeting of the Board of Directors after the annual meeting of stockholders  next
succeeding  such  officer's  election,  and until such  officer's  successor  is
elected  and  qualified  or until the  earlier  resignation  or  removal of such
officer.  Any  officer  may  resign  at any  time  upon  written  notice  to the
Corporation.  Any number of offices may be held by the same person.  Any vacancy
occurring in any office of the  Corporation  by death,  resignation,  removal or
otherwise  may be filled for the  unexpired  portion of the term by the Board of
Directors at any regular meeting or special meeting.

         Section  4.2.  Chairman of the Board.  The  Chairman of the Board shall
preside at all meetings of the Board of  Directors  and of the  stockholders  at
which the Chairman shall be present.  The Chairman shall be the chief  executive
officer and shall have  general  charge and  supervision  of the business of the
Corporation;  and, in general, the Chairman shall perform all duties incident to
the office of chairman of a corporation,  and such other duties as, from time to
time, may be assigned by the Board of Directors or as may be provided by law.

         Section  4.3.  President.  In the absence of the Chairman of the Board,
the President shall preside at all meetings of the Board of Directors and of the
stockholders at which the President  shall be present.  The President shall have
and may exercise  such powers as are from time to time  assigned by the Board of
Directors or by the Chairman or as may be provided by law.

     Section 4.4. Vice  Presidents.  The Vice President or Vice Presidents shall
perform  such duties and exercise  such  functions as may be assigned to them by
the Board of  Directors  or the  Chairman  of the Board or as may be provided by
law.

         Section 4.5.  Secretary or Assistant  Secretary.  The Secretary,  or if
there be none, the Assistant Secretary,  shall record all the proceedings of the
meetings of the stockholders and directors and of any committees in a book to be
kept for that  purpose;  shall see that all notices are duly given in accordance
with the  provisions of these By-laws or as required by law;  shall be custodian
of the records of the Corporation;  shall see that the corporate seal is affixed
to all documents the execution of which, on behalf of the Corporation, under its
seal,  is duly  authorized,  and when so affixed  may attest the same;  and,  in
general,  shall  perform  all duties  incident to the office of  Secretary  of a
Corporation, and such other duties as, from time to time, may be assigned by the
Board of Directors or the Chairman or as may be provided by law.

         Section  4.6.  Treasurer.  The  Treasurer  shall have  charge of and be
responsible  for  all  funds,  securities,  receipts  and  disbursements  of the
Corporation,  and shall  deposit  or cause to be  deposited,  in the name of the
Corporation, all moneys or other valuable effects in such banks, trust companies
or other  depositories  as shall,  from time to time,  be  selected  by or under
authority of the Board of Directors; if required by the Board of Directors,  and
shall give a bond for the faithful discharge of the duties,  with such surety or
sureties as the Board of Directors  may  determine and shall keep or cause to be
kept full and accurate records of all receipts and disbursements in books of the
Corporation  and shall  render to the  Chairman  and to the Board of  Directors,
whenever  requested,  an account of the financial  condition of the Corporation;
and,  in  general,  shall  perform  all the  duties  incident  to the  office of
Treasurer  of a  Corporation,  and such other  duties as may be  assigned by the
Board of Directors or the Chairman or as may be provided by law.

     Section 4.7. Other  Officers.  The Board of Directors may from time to time
appoint such other officers,  agents or employees, and may delegate to them such
powers and duties as it may deem desirable.


                                    ARTICLE V

                                      Stock

         Section 5.1.  Certificates.  Every holder of stock shall be entitled to
have a certificate  signed by or in the name of the  Corporation by the Chairman
of the Board of  Directors,  or the  President or a Vice  President,  and by the
Treasurer or an Assistant Treasurer, or the Secretary or an Assistant Secretary,
of the Corporation, certifying the number of shares owned by such stockholder in
the Corporation.  If such  certificate is countersigned  (1) by a transfer agent
other than the Corporation or its employee, or (2) by a registrar other than the
Corporation or its employee,  any other  signature on the  certificate  may be a
facsimile.  In case any officer,  transfer agent, or registrar who has signed or
whose facsimile  signature has been placed upon a certificate  shall have ceased
to be such officer,  transfer  agent,  or registrar  before such  certificate is
issued,  it may be issued  by the  Corporation  with the same  effect as if such
person were such officer, transfer agent, or registrar at the date of issue.

         Section 5.2. Lost, Stolen or Destroyed Stock Certificates;  Issuance of
New  Certificates.  The  Corporation may issue a new certificate of stock in the
place of any  certificate  theretofore  issued by it, alleged to have been lost,
stolen or  destroyed,  and the  Corporation  may  require the owner of the lost,
stolen or destroyed  certificate,  or the legal representative of such owner, to
give the  Corporation  a bond  sufficient to indemnify it against any claim that
may be made against it on account of the alleged loss,  theft or  destruction of
any such certificate or the issuance of such new certificate.


                                   ARTICLE VI

                                    Indemnity

         Section  6.1.  The  officers,  directors,  employees  and agents of the
Corporation  shall have such rights to  indemnification  as are  provided in the
Article ELEVENTH of the Certificate of Incorporation of the Corporation.




<PAGE>


                                   ARTICLE VII

                                  Miscellaneous

     Section  7.1.  Fiscal  Year.  The fiscal year of the  Corporation  shall be
determined by resolution of the Board of Directors.

     Section  7.2.  Seal.  The  corporate  seal  shall  have  the  name  of  the
Corporation  inscribed thereon and shall be in such form as may be approved from
time to time by the Board of Directors.

         Section 7.3. Form of Records. Any records maintained by the Corporation
in the regular  course of its business,  including  its stock  ledger,  books of
account,  and minute  books,  may be kept on, or be in the form of punch  cards,
magnetic tape, photographs,  micro-photographs, or any other information clearly
legible  form within a reasonable  time.  The  Corporation  shall so convert any
records so kept upon the request of any person entitled to inspect the same.

         Section 7.4.  Amendment of By-laws.  Subject to the  provisions  of the
Certificate of Incorporation,  these By-laws may be altered, amended or repealed
at any regular  meeting of the  stockholders  (or at any special meeting thereof
duly called for that purpose) by a majority vote of the shares  represented  and
entitled to vote at such  meeting;  provided  that in the notice of such special
meeting notice or such purpose shall be given.  Subject to the laws of the State
of Delaware,  the Certificate of Incorporation  and these By-laws,  the Board of
Directors may by majority vote of those present at any meeting at which a quorum
is present amend these By-laws, or enact such other By-laws as in their judgment
may be  advisable  for the  regulation  of the  conduct  of the  affairs  of the
Corporation.