Exhibit 3.1(3)

                     AMENDMENT TO ARTICLES OF INCORPORATION

                                       OF

                               IKON VENTURES, INC.

         FIRST:  The name of this corporation is IKON VENTURES, INC.

         SECOND: The corporation wishes to amend Article IV of the corporation's
articles of incorporation to implement a one for one hundred reverse stock split
of the issued and oustanding  shares of Common Stock.  Accordingly,  as amended,
said Article shall read in its entirety as follows:

         "Article IV. The Corporation shall have authority to issue an aggregate
         of One Hundred  Million  (100,000,000)  shares of common  voting equity
         stock of par value one mil  ($0.001)  per share,  and no other class or
         classes  of  stock,  for  a  total  capitalization  of  $100,000.   The
         Corporation's  capital  stock  may be sold  from  time to time for such
         consideration as may be fixed by the Board of Directors,  provided that
         no consideration so fixed shall be less than par value. Each 100 shares
         of Common Stock  outstanding at 9:00 a.m. on February 20, 2001 shall be
         deemed to be one share of Common  Stock of the  Corporation,  par value
         one mil ($0.001) per share."

                  SECOND: That by a vote of the stockholders  holding a majority
of the  outstanding  shares of stock entitled to vote on the amendment  approved
said  amendment  in  accordance  with the  provisions  of Section  78.390 of the
General  Corporation  Law of  the  State  of  Nevada  at a  Special  Meeting  of
Shareholders  held on February 16, 2001. The number of shares of the Corporation
outstanding   and  entitled  to  vote  on  the  amendment  to  the  Articles  of
Incorporation was 31,089,000;  and the foregoing changes and amendment have been
consented  to and  approved by the  affirmative  vote of  16,000,500  shares,  a
majority vote of 51.48% of each class of stock  outstanding and entitled to vote
thereon, at a Meeting of Shareholders duly called upon notice.

                  IN WITNESS WHEREOF, the undersigned, being the Chairman of the
Board, President and Chief Executive Officer of the corporation, for the purpose
of amending the Articles of  Incorporation  pursuant to the General  Corporation
Law of Nevada, does hereby make and file these Articles of Amendment.

Dated : February 21, 2001

ATTEST:


  /s/ Louis A. Brilleman                   /s/ Ian Rice
------------------------                 ---------------------------------------
Louis A. Brilleman                       Ian Rice
Assistant Secretary                      Chairman, President and Chief Executive
                                           Officer


<PAGE>

STATE OF NEW YORK )
                                    )ss:
NEW YORK COUNTY   )

         On the 21st day of February, 2001, before me, the undersigned, a Notary
Public in and for the said  State,  appeared  Ian Rice and  Louis A.  Brilleman,
personally known to me or proved to me on the basis of satisfactory  evidence to
be the  individuals  whose names are  subscribed to the within  instrument,  and
acknowledged  to me that they executed the same in their  capacity,  and that by
their signatures on the instrument, the individuals,  or the persons upon behalf
of which the individuals acted, executed the instrument.


                                           /s/ Carla Meyer Lois
                                         ---------------------------------------
                                         Notary Public, State of New York
                                         No. 4694406
                                         Qualified in Rockland County
                                         Commission Expires July 31, 2001