Exhibit 3.6

                               AMENDED CERTIFICATE
             TO SET FORTH DESIGNATIONS, VOTING POWERS, PREFERENCES,
                LIMITATIONS, RESTRICTIONS, AND RELATIVE RIGHTS OF
                       SERIES C 8% CUMULATIVE CONVERTIBLE
                   PREFERRED STOCK, $.001 PAR VALUE PER SHARE

                                       of

                       BESTNET COMMUNICATIONS CORPORATION


 Pursuant to Title 7, Chapter 78, Section 78.1955 of the Nevada Revised Statutes

     BestNet Communications Corporation, a corporation organized and existing
under the laws of the State of Nevada, in accordance with the requirements of
Title 7, Chapter 78, Section 78.1955 of the Nevada Revised Statutes, does hereby
submit this Amended Certificate of Designations as follows:

     1. The name of the corporation is BestNet Communications Corporation (the
"Corporation").

     2. A Certificate to Set Forth Designations, Voting Powers, Preferences,
Limitations, Restrictions, and Relative Rights of Series C 8% Cumulative
Convertible Preferred Stock, $.001 Par Value Per Share ("Series C Preferred
Stock") was filed in the office of the Secretary of State of Nevada on October
15, 2001.

     3. No shares of the Series C Preferred Stock are issued or outstanding as
of the date hereof.

     4. That the Board of Directors of the Corporation, at a special meeting
duly called and held on April 24, 2003, at which a quorum was present and acting
throughout, adopted a resolution providing for a decrease in the number of
authorized shares of the Corporation's Series C Preferred Stock of Ten Thousand
(10,000) shares, par value $0.001 per share, so that the number of such
authorized shares shall be zero (0) shares. Such Ten Thousand (10,000) shares
shall resume the status as authorized but unissued shares of Preferred Stock,
not allocated to any series. A copy of the authorizing resolution is attached
hereto as Exhibit A.

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<PAGE>


     WE, THE UNDERSIGNED, being the President and Secretary, respectively, of
the Corporation, for the purpose of amending a series of the preferred stock of
the Corporation and setting forth the designations, rights, preferences and
limitations thereof pursuant to the requirements of Title 7, Chapter 78, Section
78.1955 of the Nevada Revised Statutes, do make this certificate hereby
declaring and certifying that this is our act and deed and that the facts herein
stated are true, and accordingly have hereunto set our hands as of this 24th day
of April 2003.



                                            /s/  Robert A. Blanchard
                                            -----------------------------------
                                                 Robert A. Blanchard, President


                                            /s/  Paul H. Jachim
                                            -----------------------------------
                                                 Paul H. Jachim, Secretary



STATE OF MICHIGAN          )
                           )ss.
COUNTY OF KENT             )

     On this 24th day of April 2003, before me, a Notary Public, personally
appeared Robert A. Blanchard, President of BestNet Communication Corporation, a
Nevada corporation, who acknowledged that he executed the above instrument on
behalf of the corporation.


                                            -----------------------------------
                                            Notary Public

My Commission Expires:


--------------------

                                       2

<PAGE>


STATE OF MICHIGAN          )
                           )ss.
COUNTY OF KENT             )

     On this 24th day of April 2003, before me, a Notary Public, personally
appeared Paul H. Jachim, Secretary of BestNet Communication Corporation, a
Nevada corporation, who acknowledged that he executed the above instrument on
behalf of the corporation.


                                            -----------------------------------
                                            Notary Public

My Commission Expires:


--------------------

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<PAGE>


                                    EXHIBIT A
                                    ---------

                        Certified Copy of the Resolution
                          of the Board of Directors of
            BestNet Communications Corporation, a Nevada corporation



     RESOLVED, that the Board of Directors hereby authorizes and directs that
     the number of authorized shares of Series C 8% Cumulative Convertible
     Preferred Stock, $.001 Par Value Per Share of BestNet Communications
     Corporation be decreased by Ten Thousand (10,000) so that the number of
     authorized shares of Series C 8% Cumulative Convertible Preferred Stock be,
     and hereby is, reduced to Zero (0) shares and that such Ten Thousand
     (10,000) shares shall resume the status of authorized but unissued shares
     of Preferred Stock not allocated to any series.


     I, Paul H. Jachim, the Secretary of BestNet Communications Corporation, a
Nevada corporation, do hereby certify that the foregoing is a true and correct
copy of the resolution adopted by the action of the Board of Directors of
BestNet Communications Corporation on April 24, 2003.


                                            /s/  Paul H. Jachim
                                            -----------------------------------
                                                 Paul H. Jachim, Secretary

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