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EXHIBIT 3.1


                               AMENDMENT TO BYLAWS


         By majority vote of the Board of Directors (the "Board") of Kanakaris
Wireless, a Nevada corporation (the "Corporation"), approving resolutions during
a special telephonic meeting of the Board held on June 21, 2001 and in
accordance with Article VIII, Section 2 of the Corporation's Amended and
Restated Bylaws ("Bylaws"):

         Article III, Section 7 of the Corporation's Bylaws has been amended to
read in its entirety as follows:

                  "SECTION 7. SPECIAL MEETINGS. Special meetings of the Board of
         Directors may be called by the Chairman of the Board, the President or
         any Vice President, and shall be called by the President or Secretary
         at the written request of two directors. Written notice of the time and
         place of special meetings shall be given to each director (a)
         personally, by facsimile or by electronic mail, in each case at least
         twenty-four (24) hours prior to the holding of the meeting, or (b) by
         mail, charges prepaid, addressed to him at his address as it is shown
         upon the records of the corporation (or, if it is not so shown on such
         records and is not readily ascertainable, at the place at which the
         meetings of the directors are regularly held) at least seventy-two (72)
         hours prior to the holding of the meeting. Notice by mail shall be
         deemed to have been given at the time a written notice is deposited in
         the United States mail, postage prepaid. Any other written notice shall
         be deemed to have been given at the time it is personally delivered to
         the recipient or twenty-four hours (24) after it is delivered to a
         common carrier for overnight delivery to the recipient or, in the case
         of electronic mail, twenty-four (24) hours after it is successfully
         sent to the recipient. Any notice, waiver of notice or consent to
         holding a meeting shall state the time, date and place of the meeting
         but need not specify the purpose of the meeting.

                  Whenever all parties entitled to vote at any meeting consent
         either by a writing on the records of the meeting or filed with the
         secretary, or by presence at such meeting and oral consent entered on
         the minutes, or by taking part in the deliberations at such meeting
         without objection, the doings of such meetings shall be as valid as if
         had at a meeting regularly called and noticed, and at such meeting any
         business may be transacted which is not excepted from the written
         consent or to the consideration of which no objection for want of
         notice is made at the time, and if any meeting be irregular for want of
         notice or of such consent, provided a quorum was present at such
         meeting, the proceedings of said meeting may be ratified and approved
         and rendered likewise valid and the irregularity or defect therein
         waived by a writing signed by all parties having the right to vote at
         such meeting; and such consent or approval of stockholders may be by
         proxy or attorney, but all such proxies and powers of attorney must be
         in writing.

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                  Whenever any notice whatsoever is required to be given under
         the provisions of Nevada law, of the Articles of Incorporation or of
         these Bylaws, a waiver thereof in writing, signed by the person or
         persons entitled to said notice, whether before or after the time
         stated therein, shall be deemed equivalent thereto."

         The remainder of the Corporation's Bylaws remain in full force and
         effect.

                       |Certificate of Secretary follows|



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                            CERTIFICATE OF SECRETARY
                            ------------------------



The undersigned certifies that:

         (1) The undersigned is the duly elected and acting Secretary of
Kanakaris Wireless, a Nevada corporation (the "Corporation"); and

         (2) The foregoing Amendment to Bylaws constitutes the Amendment to the
Bylaws of the Corporation as duly adopted and approved at a special meeting of
the Board of Directors of the Corporation held on June 21, 2001.

         IN WITNESS WHEREOF, I have hereunto subscribed my name as of the 21st
day of June, 2001.



                                               /s/ Branch Lotspeich
                                               ---------------------------------
                                               Branch Lotspeich, Secretary


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