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Exhibit 3.3
 (LOGO)
    
    DEAN HELLERSecretary of State204 North Carson Street, Suite 1Carson City, Nevada 89701-4299(775) 684 5708Website: secretaryofstate.biz
    
    Entity #C9719-1998
Document Number:
20050604213-93Date Filed:12/8/2005 4:22:49 PMIn the office ofDean HellerCertificate
of Amendment
    
    Secretary of State(PURSUANT TO NRS 78.385 and 78.390)
 Important: Read attached instructions before completing form.
    
    ABOVE SPACE IS FOR OFFICE USE ONLY
 Certificate of Amendment to Articles of Incorporation  For Nevada Profit Corporations
 (Pursuant to NRS 78.385 and 78.390  After Issuance of Stock)
   
   
 is:
54%
 4. Effective date of filing (optional):
    
    (must not be later than 90 days after the certificate is filed)
 5. Officer Signature (required):
    
    /s/ Russell R. Roth
 
 *
    
    If any proposed amendment would alter or change any preference or any relative or other right
given to any class or series of outstanding shares, then the amendment must be approved by the
vote, in addition to the
affirmative vote otherwise required, of the holders of shares representing a majority of the voting
power of each class or series affected by the amendment regardless of limitations or restrictions
on the voting power thereof. IMPORTANT:
 This form must be accompanied by appropriate fees. See attached fee schedule.
    
    Nevada Secretary of State AM 78.385 Amend 2003Revised on: 11/03/03




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LAS VEGAS GAMING, INC.
     ARTICLE VI  CAPITAL STOCK
      Common Stock




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1.
    
    the designation and number of shares of each such series;2.
    
    the dividend rate of each such series, the conditions and dates upon which such dividends
shall be payable, the preference or relation of such dividends to dividends payable on any
other class or classes of capital stock of the Corporation, and whether such dividends shall
be cumulative or non-cumulative;3.
    
    whether the shares of each such series shall be subject to redemption by the Corporation,
and, if made subject to such redemption, the times, prices, rates, adjustments and other terms
and conditions of such redemption;4.
    
    the terms and amount of any sinking or similar fund provided for the purchase or redemption
of the shares of each such series;5.
    
    whether the shares of each such series shall be convertible into or exchangeable for shares
of capital stock or other securities of the Corporation or of any other corporation, and, if
provision be made for conversion or exchange, the times, prices, rates, adjustments and other
terms and conditions of such conversion or exchange;6.
    
    the extent, if any, to which the holders of the shares of any series shall be entitled to
vote as a class or otherwise with respect to the election of directors or otherwise;7.
    
    the restrictions and conditions, if any, upon the issue or release of any additional Common
Stock ranking on a parity with or prior to such shares as to dividends or upon dissolution;8.
    
    the rights of the holders of the shares of such series upon the dissolution of, or upon the
distribution of assets of, the Corporation, which rights may be different in the case of
voluntary dissolution than the case of involuntary dissolution;9.
    
    whether the shares of the Common Stock Series A stock shall be convertible into or
exchangeable for the shares of any such other series of Common Stock and, if provision be made
for conversion or exchange, the times, prices, rates, adjustments and other terms and
conditions of such conversion or exchange; and
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10.
    
    any other relative rights, preferences or limitations of shares of such series consistent
with this Article VI and applicable law.
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Preferred Stock
  1.
    
    the designation and number of shares of each such series;
 2.
    
    the dividend rate of each such series, the conditions and dates upon which such dividends
shall be payable, the preference or relation of such dividends to dividends payable on any
other class or classes of capital stock of the Corporation, and whether such dividends shall
be cumulative or non-cumulative;
 3.
    
    whether the shares of each such series shall be subject to redemption by the Corporation,
and, if made subject to such redemption, the times, prices, rates, adjustments and other terms
and conditions of such redemption;
 4.
    
    the terms and amount of any sinking or similar fund provided for the purchase or redemption
of the shares of each such series;
 5.
    
    whether the shares of each such series shall be convertible into or exchangeable for shares
of capital stock or other securities of the Corporation or of any other corporation, and, if
provision be made for conversion or exchange, the times, prices, rates, adjustments and other
terms and conditions of such conversion or exchange;
 6.
    
    the extent, if any, to which the holders of the shares of any series shall be entitled to
vote as a class or otherwise with respect to the election of directors or otherwise;
 7.
    
    the restrictions and conditions, if any, upon the issue or release of any additional
Preferred Stock ranking on a parity with or prior to such shares as to dividends or upon
dissolution;
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8.
    
    the rights of the holders of the shares of such series upon the dissolution of, or upon the
distribution of assets of, the Corporation, which rights may be different in the case of
voluntary dissolution than the case of involuntary dissolution; and
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9.
    
    any other relative rights, preferences or limitations of shares of such series consistent
with this Article VI and applicable law.
  Provisions Applicable to All Classes
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