Exhibit 3.4


                           ARTICLES OF AMENDMENT 
                                  TO THE
                         ARTICLES OF INCORPORATION
                            OF LYRIC ENERGY, INC.


           Pursuant to the provisions of the Colorado Business Corporation
Act, the undersigned corporation adopts the following Articles of Amendment to
its Articles of Incorporation:

Article I shall be changed to read in its entirety as follows:

                                    Name

     The name of the corporation shall be: Lyric International, Inc.

Article IV shall be deleted in its entirety and substituted with the
following: 


                                 ARTICLE IV

                                Capital Stock

     The aggregate number of shares which this corporation shall have
authority to issue is two hundred fifty million (250,000,000) shares of $.01
par common stock ("Common Stock") and ten million (10,000,000) share of no par
value preferred stock ("Preferred Stock").

     1.     Preferred Stock.

     All shares of Preferred Stock may be issued from time to time in one or
more series and for such consideration as the Board of Directors shall
determine.  Subject to the limitations set forth herein and any limitations
then prescribed by law, authority is hereby expressly granted to the Board of
Directors to fix by resolution from time to time the designation of such
series and the powers, preferences and rights of the shares of such series,
and the qualifications, limitations or restrictions thereof, including,
without limitation, the following:

          (a)     the designation and number of shares comprising such series,
which number may from time to time be decreased by the Board of Directors (but
not below the number of such shares then outstanding) or may be increased
(unless prohibited by action of the Board of Directors in resolutions creating
such series);

          (b)     the rate, amount and times at which, and the preferences and
conditions under which, dividends shall be payable on shares of such series,
including, without limitation, whether such dividends are cumulative or
noncumulative and whether the shares of such series participate or do not
participate in additional dividends after the payment of preferential
dividends with respect to such shares;

          (c)     any rights and preferences of the holders of shares of such
series upon the liquidation, dissolution or winding up of the affairs of, or
upon any distribution of the assets of, the corporation, and whether such
amounts vary depending upon whether such liquidation, dissolution or winding
up is voluntary or involuntary;

          (d)     the full or limited voting rights, if any, of the shares of
any such series, in addition to voting rights provided by law; and whether or
not, under what conditions and with respect to what subject matters, the
shares of such series shall be entitled to vote separately as a class;

          (e)     any times, terms and conditions upon which the shares of
such series may be subject to redemption and the amount, terms, conditions and
manner of operation of any purchase, retirement or sinking fund to be provided
with respect to the redemption of such shares;

          (f)     any rights to convert such shares into, or to exchange such
shares for, shares of any other class or classes or of any other series of the
same class, including, without limitation, the prices, rates, conversion or
exchange and any other terms or conditions applicable to such conversion or
exchange;

          (g)     any limitations upon the payment of dividends or the making
of distributions on or the acquisition or redemption of common stock of any
other class of shares subordinate to the shares of such series with respect to
the payment of dividends;

          (h)     any conditions or restrictions upon the issue of any
additional shares on a parity with or superior to the shares of such series;
and

          (i)     any other relative powers, preferences or rights and any
other qualifications, limitations or restrictions with respect to the shares
of such series as the Board of Directors may deem advisable and as shall not
be inconsistent with the provisions hereof.

     2.     Common Stock

          (a)     Dividends.  Dividends in cash, property or shares of the
corporation may be paid upon the Common Stock, as and when declared by the
Board of Directors, out of funds of the corporation to the extent and in the
manner permitted by law.

          (b)     Distribution in Liquidation.  Upon any liquidation,
dissolution or winding up of the corporation, and after paying or adequately
providing for the payment of all its obligations, and subject to the rights
and preferences of any outstanding Preferred Stock, the remainder of the
assets of the corporation shall be distributed, either in cash or in kind, pro
rata to the holders of the Common Stock.

          (c)     Voting Rights; Cumulative Voting.  Each outstanding share of
Common Stock shall be entitled to one vote and each fractional share of Common
Stock shall be entitled to a corresponding fractional vote on each matter
submitted to a vote of shareholders.  Cumulative voting shall not be allowed
in the election of Directors of the corporation.

          (d)     Denial of Preemptive Rights.  No holder of any shares of
Common Stock of the corporation, whether now or hereafter authorized, shall
have any preemptive or preferential right to acquire any shares or securities
of the corporation, including shares or securities held in the treasury of the
corporation.


Article VIII shall be deleted in its entirety and substituted with the
following:

                                 ARTICLE VIII

                                     Quorum

     At all meetings of shareholders, one-third of the shares of a voting
group entitled to vote at such meeting, represented in person or by proxy,
shall constitute a quorum of that voting group.


Article XIII shall be added in its entirety as follows:

                                  ARTICLE XIII

                 Limitation of Liability for Directors and Officers

     No Director or Officer of the corporation shall have any personal
liability to the corporation or its shareholders for monetary damages for
breach of fiduciary duty as a Director or Officer; provided that Directors and
Officers shall not be exonerated from liability for monetary damages for (a)
any breach of the Director's or Officer's duty of loyalty to the corporation
or to its shareholders; (b) acts or omissions not in good faith or which
involve intentional misconduct or a knowing violation of law; (c) the payment
of distributions in violation of section 7-108-403 of the Colorado Business
Corporation Act or (d) any transaction from which the Director or Officer
directly or indirectly derived an improper personal benefit.


Article XIV shall be added in its entirety as follows:

                                    ARTICLE XIV

                             Certain Voting Requirements

     With respect to any action to be taken by shareholders of this
corporation which pursuant to the Business Corporation Act requires the vote
of two-thirds of the outstanding shares of each voting group entitled to vote
thereon as a result of the corporation having been in existence on June 30,
1994, the vote required to approve such action shall be the same as the vote
which would be required under the Colorado Business Corporation Act to approve
such action if the corporation were formed on or after July 1, 1994.