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                                                                     EXHIBIT 3.1

                              ARTICLES OF AMENDMENT
                                       TO
                            THE AMENDED AND RESTATED
                            ARTICLES OF INCORPORATION
                                       OF
                              E COM VENTURES, INC.

         Pursuant to the provisions of Section 607.10025 of the Florida Business
Corporation Act (the "Act"), the undersigned corporation adopts the following
Articles of Amendment to its Amended and Restated Articles of Incorporation:

         1. The name of the corporation is E COM VENTURES, INC. (the
"Corporation"), Charter #P00000007850, filed on January 25, 2000.

         2. This Amendment to the Amended and Restated Articles of Incorporation
is effective as of March 21, 2002 (the "Effective Date").

         3. The following Amendment to the Amended and Restated Articles of
Incorporation was adopted by the Board of Directors of the Corporation on
February 20, 2002 in the manner prescribed by Section 607.0821 of the Act
providing approval for a one-for-four reverse stock split of the Corporation's
outstanding shares of Common Stock:

         RESOLVED, that the Corporation's Amended and Restated Articles of
         Incorporation shall be amended by deleting the first paragraph of
         Article III which reads as follows:

                                  "ARTICLE III

                                  CAPITAL STOCK

                  The aggregate number of shares of all classes of capital stock
                  that the Corporation shall have authority to issue is twenty
                  six million (26,000,000) shares, consisting of (i) twenty five
                  million (25,000,000) shares of common stock, par value $0.01
                  per share (the "Common Stock"), and (ii) one million
                  (1,000,000) shares of preferred stock, par value $0.01 per
                  share (the "Preferred Stock")."

         RESOLVED, that the first paragraph of Article III of the Corporation's
         Amended and Restated Articles of Incorporation shall be replaced by the
         following:

                                  "ARTICLE III

                                  CAPITAL STOCK

                  "Prior to the effective time of this Amendment, the aggregate
                  number of shares of all Common Stock of the company consisted
                  of 25,000,000 shares of Common Stock, par value $0.01 per
                  share. On February 20, 2002, the Board of Directors of the
                  Corporation approved a 1-for-4 reverse stock split of the
                  Corporation's Common Stock. All of the shares of Common Stock
                  of the Corporation issued and outstanding, immediately prior
                  to the Effective Date shall be and are by this means



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                  automatically changed (without further act) into a number of
                  fully paid and nonassessable shares of Common Stock determined
                  by dividing (i) 8,831,013, the total number of shares of
                  Common Stock issued and outstanding immediately prior to the
                  Effective Date, by (ii) four (4). All of the shares of Common
                  Stock of the Corporation authorized for issuance, immediately
                  prior to the Effective Date shall be and are by this means
                  automatically changed (without further act) into a number of
                  fully paid and nonassessable shares of Common Stock determined
                  by dividing (i) 25,000,000, the total number of shares of
                  Common Stock authorized for issuance immediately prior to the
                  Effective Date by (ii) four (4). The following change shall
                  constitute a one-for-four reverse stock split and shall result
                  in an aggregate of approximately 6,250,000 shares of Common
                  Stock authorized for issuance and approximately 2,207,754
                  shares of Common Stock issued and outstanding. Shareholders
                  who would receive fractional shares shall receive the next
                  highest whole number of shares of the Corporation. As a result
                  of the reverse stock split, the Corporation shall have
                  6,250,000 authorized shares of Common Stock available for
                  issuance and 1,000,000 authorized shares of Preferred Stock
                  available for issuance."

         4. Except as hereby amended, the Amended and Restated Articles of
Incorporation of the Corporation shall remain the same.



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         IN WITNESS WHEREOF, the undersigned being the Chairman and Chief
Executive Officer of the Corporation, has executed these Articles of Amendment
to Amended and Restated Articles of Incorporation of E COM VENTURES, INC. this
_____ day of March, 2002.

                     E COM VENTURES, INC.,
                     a Florida corporation

                     By:
                        -------------------------------------------------------
                           Ilia Lekach, Chairman and Chief Executive Officer










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