**EXHIBIT
      3.0(i)**




**CERTIFICATE
      OF AMENDMENT**


**OF**


**THE
      CERTIFICATE OF INCORPORATION**


**OF**


**VIKING
      SYSTEMS, INC.**




Under
      Section 242 of the General Corporation Law







The
      following Certificate of Amendment to Certificate of Incorporation was
      recommended and approved by the Board of Directors of Viking Systems, Inc.,
      and
      was approved by the holders of a majority of the issued and outstanding shares
      of common stock of Viking Systems, Inc. pursuant to the written consent of
      such
      majority holders. Such written consent was obtained pursuant to Section 228
      of
      the General Corporation Law of the State of Delaware. Such amendment to
      Certificate of Incorporation was adopted pursuant to Section 242 of the General
      Corporation Law of the State of Delaware. It is hereby certified that:




**FIRST:** The name
      of the corporation is VIKING SYSTEMS, INC. (the “Corporation).




**SECOND:** The
      certificate of incorporation of the Corporation is hereby amended by striking
      out Article IV its entirety, and the following new Article IV is substituted
      in
      lieu thereof:




(A)
      The
      Corporation is authorized to issue two classes of stock to be designated,
      respectively, “Common Stock” and “Preferred Stock.” The total number of shares
      which the Corporation is authorized to issue is Four Hundred Twenty-Five Million
      (425,000,000) shares, each with a par value of $0.001 per share. Four Hundred
      Million (400,000,000) shares shall be Common Stock and Twenty-Five Million
      (25,000,000) shares shall be Preferred Stock.





(B)
      The
      Preferred Stock may be issued from time to time in one or more series. The
      Board
      of Directors is hereby authorized, by filing a certificate pursuant to the
      applicable law of the State of Delaware and within the limitations and
      restrictions stated in this Certificate of Incorporation, to determine or alter
      the rights, preferences, privileges and restrictions granted to or imposed
      upon
      any wholly unissued series of Preferred Stock and the number of shares
      constituting any such series and the designation thereof, or any of them; and
      to
      increase or decrease the number of shares of any series subsequent to the
      issuance of shares of that series, but not below the number of shares of such
      series then outstanding. In case the number of shares of any series shall be
      so
      decreased, the shares constituting such decrease shall resume the status which
      they had prior to the adoption of the resolution originally fixing the number
      of
      shares of such series.





(C)
      The
      holders of shares of Common Stock shall not have cumulative voting
      rights.





(D)
      No
      holder of shares of Common Stock shall be entitled to preemptive or subscription
      rights.









(E)
      The
      Certificate of Designation of Series B Preferred Stock filed June 8, 2006,
      shall
      not be revised, amended, or effected by this Certificate of Amendment to the
      Corporation’s Certificate of Incorporation.





**THIRD:**  The
      amendment of the Certificate of Incorporation herein certified has been duly
      adopted in accordance with the provisions of Section 242 of the General
      Corporation Law of the State of Delaware.







Signed
      and attested to on May 14, 2007.







/s/
                Donald E.
                Tucker
              *Donald
                E. Tucker*
              *Chief
                Executive Officer*





ATTEST:







/s/
      Gregory
      Decker


*Gregory
      Decker, Chief Financial Officer*