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                                                                     EXHIBIT 4.2

                        BUSINESS CORPORATIONS ACT (YUKON)
                               (SECTION 30 OR 179)
                                                                       FORM 5-01

                              ARTICLES OF AMENDMENT

1.       Name of Corporation:   PLC SYSTEMS INC.

2.       Corporate Access Number:   27034

3.       The Articles of the above named Corporation are amended pursuant to a
         court order:

         Yes _______                No ___X___


4.       The Articles of the above named Corporation are amended as follows:

         1.       Paragraph (3) of Appendix 2 attached to the Corporation's
                  Articles of Continuance be deleted and replaced with the
                  following:

                  (3)      At each annual meeting of the Corporation, the
                           Corporation shall, subject to subparagraphs (4) and
                           (5) below, elect directors to the Board of Directors
                           as may be required to fill any positions vacated by
                           reason of the expiration of the term of office of one
                           or more of the directors. A director may be elected
                           for a term of office of one or more years of office
                           as may be specified in the resolution by which he is
                           elected. In this part, "year of office" means the
                           period of time commencing on the date of an annual
                           general meeting of the Corporation and ending on the
                           date of the annual general meeting held in the next
                           subsequent calendar year. If in any calendar year the
                           Corporation does not hold an annual general meeting,
                           the directors whose terms of office would have
                           expired in such calendar year shall be deemed to have
                           been elected as directors on the last date on which
                           the annual general meeting could have been held in
                           such calendar year pursuant to the BUSINESS
                           CORPORATIONS ACT (Yukon) and each director so deemed
                           elected may hold office until the next annual general
                           meeting is held and other directors are elected.

                  (4)      The directors or the shareholders may fix the number
                           of directors on the Board of Directors from time to
                           time as long as the total number of directors is
                           neither greater than the maximum nor less than the
                           minimum number of directors fixed pursuant to
                           paragraph 4 of the Articles of Continuance and
                           provided that the shareholders or directors are not
                           varying the term of office of any director whose
                           office has not expired. The directors or the
                           shareholders, by special resolution, may vary the
                           term of office of any director.


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                  (5)      A vacancy on the Board of Directors shall not exist
                           where the directors or the shareholders decrease the
                           number of directors upon the expiration of the term
                           of office of one or more of the directors as long as
                           the total number of directors is not less than the
                           minimum number of directors fixed pursuant to
                           paragraph 4 of the Articles of Continuance.

         2.       For greater certainty, Appendix 2, as amended, is attached
                   hereto in its entirety.

5.       Date                Signature                           Title

           6-14-02           /s/ JAMES G. THOMASCH               CFO
         -----------         -------------------------           ---





                                      -2-


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                                  APPENDIX "2"
                  ATTACHED TO AND FORMING PART OF THE FORM 3-01
                           ARTICLES OF CONTINUANCE OF
                                PLC SYSTEMS INC.
                               (THE "CORPORATION")

(1)  The Directors of the Corporation may, between annual general meetings of
     the Corporation, appoint one or more additional directors to serve until
     the next annual general meeting but the number of additional directors
     shall not at any time exceed one third of the number of directors who held
     office at the expiration of the last annual general meeting, and in no
     event shall the total number of directors exceed the maximum number of
     directors fixed pursuant to paragraph 4 of the Articles of Continuance.

(2)  Meeting of Shareholders shall be held in the Cities of Boston, in the State
     of Massachusetts, New York, in the State of New York, Vancouver in the
     Province of British Columbia or such other place or places as the directors
     in their absolute discretion may determine from time to time.

(3)  At each annual meeting of the Corporation, the Corporation shall, subject
     to subparagraphs (4) and (5) below, elect directors to the Board of
     Directors as may be required to fill any positions vacated by reason of the
     expiration of the term of office of one or more of the directors. A
     director may be elected for a term of office of one or more years of office
     as may be specified in the resolution by which he is elected. In this part,
     "year of office" means the period of time commencing on the date of an
     annual general meeting of the Corporation and ending on the date of the
     annual general meeting held in the next subsequent calendar year. If in any
     calendar year the Corporation does not hold an annual general meeting, the
     directors whose terms of office would have expired in such calendar year
     shall be deemed to have been elected as directors on the last date on which
     the annual general meeting could have been held in such calendar year
     pursuant to the BUSINESS CORPORATIONS ACT (Yukon) and each director so
     deemed elected may hold office until the next annual general meeting is
     held and other directors are elected.

(4)  The directors or the shareholders may fix the number of directors on the
     Board of Directors from time to time as long as the total number of
     directors is neither greater than the maximum nor less than the minimum
     number of directors fixed pursuant to paragraph 4 of the Articles of
     Continuance and provided that the shareholders or directors are not varying
     the term of office of any director whose office has not expired. The
     directors or the shareholders, by special resolution, may vary the term of
     office of any director.

(5)  A vacancy on the Board of Directors shall not exist where the directors or
     the shareholders decrease the number of directors upon the expiration of
     the term of office of one or more of the directors as long as the total
     number of directors is not less than the minimum number of directors fixed
     pursuant to paragraph 4 of the Articles of Continuance.


                                      -3-

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                         YUKON BUSINESS CORPORATIONS ACT
                                  (SECTION 190)

                                                                       FORM 3-01
                             ARTICLES OF CONTINUANCE
--------------------------------------------------------------------------------

1.       NAME OF CORPORATION:

         PLC SYSTEMS INC.
--------------------------------------------------------------------------------

2.       THE CLASSES AND ANY MAXIMUM NUMBER OF SHARES THAT THE CORPORATION IS
         AUTHORIZED TO ISSUE:

         The Corporation is authorized to issue an unlimited number of common
         shares and an unlimited number of preferred shares, issuable in series,
         having the special rights and restrictions set forth in Appendix "1"
         hereto.
--------------------------------------------------------------------------------

3.       RESTRICTIONS, IF ANY, ON SHARE TRANSFERS:

         None.
--------------------------------------------------------------------------------

4.       NUMBER (OR MINIMUM OR MAXIMUM NUMBER) OF DIRECTORS:

         Minimum of 3      Maximum of 20
--------------------------------------------------------------------------------

5.       RESTRICTIONS, IF ANY, ON BUSINESS THE CORPORATION MAY CARRY ON:

         The Corporation is restricted from carrying on the business of a
         railway, steamship, air transport, canal, telegraph or irrigation
         company.
--------------------------------------------------------------------------------

6.       IF CHANGE OF NAME EFFECTED, PREVIOUS NAME:

         Not applicable.
--------------------------------------------------------------------------------

7.       DETAILS OF INCORPORATION:

         The Corporation was incorporated on March 3, 1987 under the name "Videx
         Communication Systems Inc." by registration of memorandum pursuant to
         the COMPANY ACT (British Columbia) under Certificate of Incorporation
         No. 322734. The Corporation changed its name on May 20, 1987 to PLC
         Systems Inc.
--------------------------------------------------------------------------------


                                      -4-


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8.       OTHER PROVISIONS, IF ANY:

         See attached Appendix "2" hereto.
--------------------------------------------------------------------------------

9.       DATE: March 4, 1999 SIGNATURE: /s/ Jennifer T. Miller  TITLE: Secretary


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

                                  APPENDIX "1"
                    ATTACHED TO AND FORMING PART OF FORM 3-01

                           ARTICLES OF CONTINUANCE OF
                                PLC SYSTEMS INC.
                               (THE "CORPORATION")

The following special rights and restrictions shall be attached to the preferred
shares ("preferred shares"):

     (i)  The preferred shares as a class shall have attached thereto the
          special rights and restrictions specified in this Appendix "1";

     (ii) Preferred shares may at any time and from time to time be issued in
          one or more series. The directors may from time to time by resolution
          passed before the issue of any preferred shares of any particular
          series, alter the Articles of the Company to fix the number of
          preferred shares of any particular series, alter the Articles of the
          Company to fix the number of preferred shares in, and to determine the
          designation of the preferred shares of, that series and alter the
          Articles to create, define and attach special rights and restrictions
          to the preferred shares of that series including, but without in any
          way limiting or restricting the generality of the foregoing: the rate
          or amount of dividends, whether cumulative, non-cumulative or
          partially cumulative; the dates, places and currencies of payment
          thereof; the consideration for, and the terms and conditions of, any
          purchase for cancellation or redemption thereof, including redemption
          after a fixed term or at a premium; conversion or exchange rights or
          rights of retraction (provided that any such conversion or exchange
          rights or rights of retraction shall be in accordance with the
          provisions existing at the time of creation of such series relating to
          conversion, exchange, or retraction as prescribed by the policies of
          the American Stock Exchange or any other stock exchange on which the
          shares of the Company are then listed); the terms and conditions of
          any share purchase plan or sinking fund; and voting rights and
          restrictions, but no special right or restriction so created, defined
          or attached shall contravene the provisions of subclauses (iii) and
          (iv) of this Appendix "1";

    (iii) Holders of preferred shares shall be entitled, on the distribution of
          assets of the Company or on the liquidation, dissolution or winding-up
          of the Company, whether voluntary or involuntary, or on any other
          distribution of assets of the Company among its shareholders for the
          purpose of winding-up its affairs, to receive before any distribution
          to be made to holders of common shares or any other shares of the
          Company ranking junior to the preferred shares with respect to
          repayment of capital, the amount due to such holders of preferred
          shares in accordance with the Articles with respect to each preferred
          share held by them, together with all accrued and unpaid cumulative
          dividends, (if any and if preferential) thereon, and all declared and


                                      -5-


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          unpaid non-cumulative dividends (if any and if preferential) thereon.
          After payment to holders of preferred shares of the amounts so payable
          to them, such holders shall not be entitled to share in any further
          distribution of the property or assets of the Company except as
          specifically provided in the special rights and restrictions attached
          to any particular series of the preferred shares; and

     (iv) Except for such voting rights as may be attached to any series of the
          preferred shares by the directors, holders of preferred shares shall
          not be entitled as such to vote at, any general meeting of
          shareholders of the Company. Holders of preferred shares shall be
          given notice of and be invited to attend meetings of voting
          shareholders of the Company.

                                  APPENDIX "2"

                  ATTACHED TO AND FORMING PART OF THE FORM 3-01
                           ARTICLES OF CONTINUANCE OF
                                PLC SYSTEMS INC.
                               (THE "CORPORATION")

     (1)  The Directors of the Corporation may, between annual general meetings
          of the Corporation, appoint one or more additional directors to serve
          until the next annual general meeting but the number of additional
          directors shall not at any time exceed one third of the number of
          directors who held office at the expiration of the last annual general
          meeting, and in no event shall the total number of directors exceed
          the maximum number of directors fixed pursuant to paragraph 4 of the
          Articles of Continuance.

     (2)  Meeting of Shareholders shall be held in the Cities of Boston, in the
          State of Massachusetts, New York, in the State of New York, Vancouver
          in the Province of British Columbia or such other place or places as
          the directors in their absolute discretion may determine from time to
          time.

     (3)  At each annual general meeting of the Company, the Company shall elect
          directors to the Board of Directors as may be required to fill any
          positions vacated by reason of the expiration of the term of office of
          one or more of the directors. A director may be elected for a term of
          office of one or more years of office as may be specified in the
          resolution by which he is elected. In this part, "year or office"
          means the period of time commencing on the date of an annual general
          meeting of the Company and ending on the date of the annual general
          meeting held in the next subsequent calendar year. If in any calendar
          year the Company does not hold an annual general meeting, the
          directors whose terms of office would have expired in such calendar
          year shall be deemed to have been elected as directors on the last
          date on which the annual general meeting could have been held in such
          calendar year pursuant to the Yukon Business Corporations Act and each
          director so deemed elected may hold office until the next annual
          general meeting is held and other directors are elected. The
          shareholders may, by special resolution, vary the term of office of
          any director.


                                      -6-