EXHIBIT 3(i).3
                             Articles of Amendment

[LOGO] Industry Canada
Canada Business Corporation Act

RADIANT ENERGY CORPORATION

                                                                       323036-8
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             Name of corporation

I hereby certify that the articles of the above-named corporation were amended:

a) under section 13 of the Canada Business  Corporations  Act in
   accordance with the attached notice;                             ____________

b) under section 27 of the Canada  Business  Corporations  Act as
   set out in the attached articles of amendment designating a
   series of shares;                                                ____________

c) under section 179 of the Canada Business  Corporations  Act as set out in the
attached articles of reorganization;                                ____________

d) under section 191 of the Canada Business  Corporations  Act as set out in the
attached article of reorganization;                                 ____________


                                              [Illegible signature of Director]
                                              ----------------------------------
                                              Director

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[LOGO] Industry Canada
Canada Business Corporations Act

                                                                          FORM 4

                              ARTICLES OF AMENDMENT
                               (SECTION 27 OR 177)

1 -      Name of Corporation                 2 -     Corporation No.
         RADIANT ENERGY CORPORATION                  323036-8

3 -      The articles of the above-named corporation are amended as follows:

          (a) by increasing  the maximum  number of directors to eleven (11) and
     deleting section 5 in its entirety and inserting therefor the following:

               "A minimum of three (3)  directors  and a maximum of eleven  (11)
               directors; and

          (b) by deleting  section 8 in its entirety and inserting  therefor the
     following:

               "The  directors  may  appoint one or more  additional  directors,
               which  directors  shall hold office for a term expiring not later
               than the  close  of the  next  annual  meeting  of  shareholders,
               between  annual  meetings  of  shareholders  of  the  Corporation
               provided  that the total number of directors so appointed may not
               exceed  one-third  of the  number  of  directors  elected  at the
               previous annual meeting of shareholders."

Date:
May 15, 2000
                    Signature                           Title
                    [Illegible signature]               Chief Operating Officer

                                                      FOR DEPARTMENTAL USE ONLY
                                                      Filed -
                                                                   May 24, 2000

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                        Canada Business Corporations Act

                              Articles of Amendment

                                     FORM 4
                                  INSTRUCTIONS

Format

Documents  required to be sent to the Director  pursuant to the Canada  Business
Corporation  Act  must  conform  to  sections  5 to 10 of  the  Canada  Business
Corporations Regulations.

General

(1) Any change in the  articles of the  corporation  must be made in  accordance
with  sections  27 or 177 of the Act.  If an  amendment  involves  a  change  of
corporate  name,  the new name must comply  with  sections 10 and 12 of the Act.
Articles of amendment must be accompanied by a Canada-biased NUANS search report
dated not more than ninety (90) days prior to the receipt of the articles by the
Director.  On request,  a number name may be assigned under  subsection 11(2) of
the Act, without a search.

(2) Each amendment must correspond to the paragraph and subparagraph  references
of the articles being amended.

(3) A Director or authorized officer of the corporation shall sign the articles.

Other Notices

If  applicable,  the  articles  must be  accompanied  by a Notice  of  Change of
Registered Office (Form 3) and Notice of Change of Directors (Form 5).

Completed documents in duplicate and fees payable to the Receiver General are to
be sent to:

The Director, Canada Business Corporations Act
9th Floor, Journal Tower South
365 Laurier Ave. West
Ottawa, Ontario K1A OC6