EXHIBIT 3.7


                           CERTIFICATE OF AMENDMENT OF
                          CERTIFICATE OF DESIGNATIONS,
                            PREFERENCES AND RIGHTS OF
                            SERIES C PREFERRED STOCK

                                       OF

                         SIMIONE CENTRAL HOLDINGS, INC.


     The undersigned,  R. Bruce Dewey,  President and Chief Executive Officer of
Simione Central Holdings, Inc. (the "Corporation"),  a corporation organized and
existing  under  and by virtue of the  General  Corporation  Law of the State of
Delaware (the "Code"), does hereby certify:

     1. The name of the corporation is Simione Central Holdings, Inc.

     2. Pursuant to the authority  conferred  upon the Board of Directors by the
Certificate  of  Incorporation  and  Section  151(g) of the  Code,  the Board of
Directors  adopted  on  December  21,  1999  a  resolution   setting  forth  the
designations, preferences and relative, participating, optional or other special
rights and  qualifications,  limitations  or  restrictions  of the shares of the
Series  C  Preferred  Stock  (the  "Resolution")  and the  Corporation  caused a
Certificate of Designations,  Preferences and Rights of Series C Preferred Stock
containing the Resolution to be signed and filed.

     3. The Board of Directors adopted on March 7, 2000 the following resolution
regarding the amendment of the Resolution:

     "RESOLVED,  that the entire  Section 3.C. of the resolution of the Board of
Directors   adopted  on  December  1,  1999  setting  forth  the   designations,
preferences  and relative,  participating,  optional or other special rights and
qualifications,  limitations  or  restrictions  of the  shares  of the  Series C
Preferred  Stock be deleted and  replaced in its  entirety  with the  following:
'Each share of the Series C Preferred  Stock shall  initially have two-tenths of
one  (.2)  vote in all  matters  to be  voted  upon by the  stockholders  of the
Corporation (the "Series C Voting Right"),  and shall be adjusted as hereinafter
provided. If the Corporation shall (i) declare a dividend or make a distribution
in shares of its common  stock,  (ii)  subdivide or reclassify  the  outstanding
shares of its common stock into a greater number of shares,  or (iii) combine or
reclassify the  outstanding  shares of its common stock into a smaller number of
shares,  the  Series C  Voting  Right  at the  time of the  record  date of such
dividend or distribution shall be proportionately adjusted so that the holder of
any shares of Series C Preferred  Stock after such date shall be entitled to the
same aggregate voting power of all shares of the Corporation's outstanding stock
which such holder was  entitled to  immediately  prior to such date.  Successive
adjustments  in the  Series C Voting  Right  shall be made  whenever  any  event
specified  above shall  occur.  The Series C  Preferred  Stock shall vote on any
matter upon which stockholders of the Corporation are entitled to vote, together
as a single class with such stockholders.'"

     4. The  Certificate  of  Designations,  Preferences  and Rights of Series C
Preferred  Stock of the Corporation is hereby amended as described above in part
3 of this Certificate.

     5. The  amendment  herein  certified  has been duly adopted by the Board of
Directors of the  Corporation in accordance  with Sections 141 and 151(g) of the
Code.

     6. No shares of the Series C Preferred Stock are issued or outstanding.

     IN WITNESS  WHEREOF,  the  Corporation  has caused this  Certificate  to be
signed by its President and Chief Executive Officer, and such authorized officer
hereby  declares,  under  penalty  of  perjury  under  the laws of the  State of
Delaware,  that he signed this  Certificate  in the official  capacity set forth
beneath his signature and that the statements set forth in this  Certificate are
true and correct to his own knowledge this 7th day of March, 2000.


                                       /s/ R. BRUCE DEWEY
                                       -------------------------------------
                                       R. Bruce Dewey
                                       President and Chief Executive Officer

<PAGE>
                    CERTIFICATE OF DESIGNATIONS, PREFERENCES
                     AND RIGHTS OF SERIES C PREFERRED STOCK
                        OF SIMIONE CENTRAL HOLDINGS, INC.


     It is hereby certified that:

     1. The name of the  corporation  is Simione  Central  Holdings,  Inc.  (the
"Corporation").

     2.  Section 1 of Article III of the  Certificate  of  Incorporation  of the
Corporation  authorizes  the  issuance of up to  10,000,000  shares of preferred
stock,  par  value,  1/10th  of 1 cent,  and  Section  3 of  Article  III of the
Certificate of Incorporation of the Corporation  expressly vests in the Board of
Directors of the Corporation the authority  provided  therein to issue shares of
preferred stock at any time and from time to time, in one or more series, and to
fix or alter the designations, preferences and relative, participating, optional
or other special rights and qualifications,  limitations or restrictions of such
shares of preferred  stock,  including  without  limiting the  generality of the
foregoing,  dividend rights,  dividend rates,  conversion rights, voting rights,
rights and terms of redemption  (including sinking fund provisions),  redemption
price or prices and  liquidation  preferences of any wholly  unissued  series of
preferred  shares and the number of shares  constituting  any of such series and
the designation thereof, or any of them.

     3. Pursuant to the authority  conferred  upon the Board of Directors by the
Certificate of Incorporation  and Section 151(g) of the General  Corporation Law
of the State of  Delaware,  the Board of  Directors  adopted  on the 21st day of
December,  1999 the resolutions set forth below: (a) creating a series of shares
of preferred stock designated  "Series C Preferred Stock"; and (b) setting forth
the  designations,  preferences and relative,  participating,  optional or other
special rights and qualifications, limitations or restrictions, of the shares of
the Series C Preferred  Stock.  No shares of Series C Preferred  Stock have been
previously issued.

     Resolutions  of the Board of  Directors of the  Corporation  adopted on the
21st day of December, 1999:

     "RESOLVED, that pursuant to authority granted to and vested in the Board of
Directors  of  the   Corporation  in  accordance  with  the  provisions  of  the
Certificate of Incorporation  of the Corporation,  the Board of Directors hereby
creates a series of preferred  stock,  par value 1/10th of 1 cent per share,  of
the  Corporation  and states its  designation and number of shares and fixes the
relative rights, preferences and limitations thereof as follows:

     A.  Designation.  The designation  shall be "Series C Preferred Stock" (the
"Series C Preferred Stock"). Each share of the Series C Preferred Stock shall be
identical in all respects with the other shares of Series C Preferred Stock. The
par value of the Series C Preferred Stock shall be 1/10th of 1 cent per share.

     B.  Number.  The  number of shares of  Series C  Preferred  Stock  shall be
850,000,  which number from time to time may be increased or decreased  (but not
below the number then outstanding) by the Board of Directors of the Corporation.
Any shares of Series C Preferred  Stock  purchased by the  Corporation  shall be
canceled and shall revert to authorized but unissued  shares of preferred  stock
undesignated as to series.

     C.  Voting.  Each share of the Series C Preferred  Stock shall have one (1)
vote in all matters to be voted upon by the shareholders of the Corporation. The
Series C Preferred Stock shall vote on any matter upon which shareholders of the
Corporation  are  entitled  to  vote,  together  as a  single  class  with  such
shareholders.

     D. Dividends. The holder of each share of Series C Preferred Stock shall be
entitled to receive,  prior and in preference to any distribution to the holders
of common stock, and subject to the dividend rights of the holders of the Series
A Preferred Stock pursuant to the provisions of the Certificate of Designations,
Preferences  and Rights of Series A Preferred  Stock and the dividend  rights of
the holders of the Series B Preferred  Stock  pursuant to the  provisions of the
Certificate of Designations, Preferences and Rights of Series B Preferred Stock,
cumulative  dividends  at the rate  per  annum of  eleven  percent  (11%) of the
Liquidation  Price (as  defined in Section  F.3 below)  payable  annually to the
extent  declared  by the  Board  of  Directors  out of funds  legally  available
therefor and in preference to any dividends  paid on account of the common stock
of the Corporation and any  subsequently  issued series of preferred  stock. All
accrued but unpaid  dividends  on  outstanding  shares of the Series C Preferred
Stock  must be paid in full  before any cash  dividend  may be  declared  on the
common stock.

     E.  Mergers.  In the event of a Change of Control  Transaction  (as defined
below),  each share of Series C Preferred Stock shall be entitled to receive the
same consideration as an outstanding share of common stock, but in any event not
less than the Liquidation Price, plus accumulated but unpaid dividends.  For the
purposes of this  Section E, a "Change of Control  Transaction"  with respect to
the Corporation means (i) the acquisition of the Corporation by a non-affiliated
third party pursuant to a merger,  consolidation or business  combination;  (ii)
the sale of all or a  substantial  part of the  assets of the  Corporation  to a
non-affiliated  third party;  (iii) the occurrence of a transaction  pursuant to
which any entity or person shall, alone or in combination with any affiliate (as
defined  in the  Securities  and  Exchange  Act  of  1934  as  amended  and  all
regulations  promulgated  pursuant  thereto,  (the  "Exchange  Act")) become the
beneficial  owner (as defined in Rules  13(d)-3 and 13(d)-5  under the  Exchange
Act) of fifty percent (50%) or more of any outstanding class of capital stock of
the  Corporation  having ordinary voting power in the election of its directors;
or (iv) the Corporation shall cease to own less than eighty percent (80%) of the
voting  stock of any of its  subsidiaries  (unless  such  failure  is due to the
merger of any subsidiary with and into the corporation).  The transactions among
the Corporation,  Mestek,  Inc., MCS, Inc., John E. Reed, Stewart B. Reed and E.
Herbert Burk contemplated in that certain Second Amended and Restated  Agreement
and Plan of Merger and Investment Agreement dated as of October 25, 1999, by and
among such parties,  as such  agreement may be amended from time to time,  shall
not be deemed to constitute a Change of Control  Transaction  under this Section
E.

     F. Rights Upon  Liquidation.  In the event of any voluntary or  involuntary
liquidation,  dissolution  or winding-up of the  Corporation,  the assets of the
Corporation  available for distribution to its shareholders shall be distributed
in the following order of priority:

     1.  The  remaining  assets,  if  any,  of  the  Corporation  available  for
distribution  to the  shareholders  shall be distributed in accordance  with the
provisions of the Certificate of Designations,  Preferences and Rights of Series
A Preferred Stock.

     2. After  distribution of the amount set forth above, the remaining assets,
if any, of the Corporation  available for distribution to the shareholders shall
be  distributed  in  accordance  with  the  provisions  of  the  Certificate  of
Designations, Preferences and Rights of Series B Preferred Stock.

     3. After  distribution  of the amounts set forth above,  the holder of each
share of Series C Preferred Stock then outstanding shall be entitled to receive,
prior and in preference to any  distribution  to the holders of common stock, an
amount equal to One Dollar ($1.00) per share (the  "Liquidation  Price") plus an
amount equal to accrued but unpaid  interest at the rate of eleven percent (11%)
per annum of the  Liquidation  Price from the date of  original  issuance of the
Series C Preferred Stock to the date of distribution, provided such amount shall
be reduced by an amount equal to all dividends declared and paid with respect to
such shares of Series C Preferred Stock since the original date of issuance.  If
the  assets  and funds of the  Corporation  available  for  distribution  to the
holders of Series C Preferred  Stock shall be insufficient to permit the payment
of the full preferential  amount set forth in this Section,  then all the assets
of the  Corporation  available  for  distribution  shall be  distributed  to the
holders of Series C  Preferred  Stock pro rata so that each share  receives  the
same percentage of its respective liquidation interest.

     4. After distribution of the amounts set forth above, the remaining assets,
if any, of the Corporation  available for distribution to the shareholders shall
be  distributed  to holders of shares of common  stock to the  exclusion  of the
holders  of Series A  Preferred  Stock,  Series B  Preferred  Stock and Series C
Preferred  Stock  until such  holders  of common  stock have been paid an amount
equal to the aggregate  liquidation  price of the Series A Preferred  Stock, the
Series B  Preferred  Stock and the  Series C  Preferred  Stock and then,  if any
assets remain, the balance shall be distributed ratably to the holders of common
stock and to the  holders of Series A Preferred  Stock,  the holders of Series B
Preferred Stock and the holders of the Series C Preferred Stock.

     G. The  Corporation  will not  amend  this  Certificate  in a manner  which
materially  and  adversely  impacts the rights of the Series C  Preferred  Stock
hereunder or recombine or  reclassify  the Series C Preferred  Stock without the
prior  written  approval  of  holders  of a  majority  of the shares of Series C
Preferred Stock then outstanding.

     FURTHER   RESOLVED,   that  the  statements   contained  in  the  foregoing
resolutions creating and designating the Series C Preferred Stock and fixing the
powers,  designations,  preferences and relative, optional,  participating,  and
other special  rights and the  qualifications,  limitations,  restrictions,  and
other distinguishing  characteristics  thereof shall, upon the effective date of
said  series,  be deemed to be included in and be a part of the  Certificate  of
Incorporation of the Corporation  pursuant to the provisions of Sections 104 and
151 of the General Corporation Law of the State of Delaware."

     The  effective  time  and  date of the  Series  C  Preferred  Stock  herein
certified shall be the filing date of this Certificate of Designations  with the
Secretary of State of Delaware.

     IN WITNESS  WHEREOF,  the  Corporation  has caused this  Certificate  to be
signed  by its  Senior  Vice  President,  and  such  authorized  officer  hereby
declares, under penalty of perjury under the laws of the State of Delaware, that
he signed  this  Certificate  in the  official  capacity  set forth  beneath his
signature and that the  statements  set forth in this  Certificate  are true and
correct to his own knowledge this 1st day of March, 2000.



                                    /s/ GEORGE M. HARE
                                    ------------------------------------
                                    George M Hare, Senior Vice President