STATEMENT OF CONSENT TO ACTION
                           BY SHAREHOLDERS
                                OF
                   INTERNET MULTIMEDIA CORPORATION
                        A Nevada Corporation

     The undersigned, holding a majority of the shares of
capital stock of INTERNET MULTIMEDIA CORPORATION, a Nevada corporation,
pursuant to NRS 78.320, do consent to and take the following action in
lieu of holding a meeting of shareholders of the corporation, to have
the same effect as action taken at a duly called meeting of shareholders
at which all shares were present and voting:

     RESOLVED, that the President of the corporation is directed to
sign and file with the State of Nevada a Second Amendment to the
Certificate of Incorporation providing for a "reverse split" of the
shares presently issued and outstanding of the corporation;  and it is

     FURTHER RESOLVED, that the Certificate of Incorporation be
amended as follows:

ARTICLE IV:  Each THIRTY (30) shares of previously authorized common
stock of the corporation, par value $.001 per share, issued and
outstanding on December 15, 2000, shall, immediately upon the filing
and recording of these Second Amended Articles of Incorporation (the
"Amendment") with the Office of the Secretary of State of the State of
Nevada shall thereby and thereupon automatically become, without any
further action ONE (1) validly issued, fully paid and non assessable
shares of common stock of the corporation, par value $.001 per share.
 Each holder of record of a certificate for THIRTY (30) or more shares
of common stock of the corporation as of the close of business day on
December 15, 2000, shall be entitled to receive, as soon as
practicable, and upon surrender of such certificate, a certificate or
certificates representing ONE (1) share of common stock for each
THIRTY (30) or more shares of common stock represented by the
certificate of such holder, with the next higher number of shares
being issued in lieu of fractional shares.  Further, every right,
option and warrant to acquire THIRTY (30) share of common stock of the
corporation, outstanding immediately prior to the time of filing and
recording of this Amendment in the Office of the Secretary of State of
the State of Nevada, shall thereby and thereupon automatically be
converted without any further action into the right to acquire ONE (1)
share of common stock of the corporation, upon the terms of the right,
option or warrant, except that the purchase price of the common stock,
upon exercising the right, option or warrant, shall be proportionately
increased.  The corporation shall not issue fractional shares with
respect to the combination or conversion.  To the extent that a
shareholder holds a number of shares of common stock immediately after
the filing and recording of the Amendment that is not a whole number,
such shareholder shall receive the additional fraction of a share to


<PAGE>   Exhibit 20.1 - Pg.1


provide the shareholder a whole share.  The number of shares the
corporation shall have authority to issue is One Hundred Million
(100,000,000) shares.  Of such shares, ninety million
(90,000,000)shares, with a par value of $.001, shall be common shares.
 Ten million (10,000,000) shares, with a par value of $.001, shall be
preferred shares.  The voting powers, designations, preferences and
relative participating optional and other rights, if any, and the
qualifications, limitations or restrictions, if any, of the preferred
stock in one or more series, shall be fixed by one or more resolutions
providing for the issuance of such stock adopted by the corporation's
Board of Directors in accordance with the provisions of NRS 78.195.


and Further;

     RESOLVED, that the Certificate of Incorporation of this
corporation and any amendments thereto be amended by changing the
Article thereof numbered "Article I" so that, as amended, said Article
I shall be and read as follows:

Article I:    The name of the corporation shall be changed, and the
new name of the corporation shall be AMEUROTECH CORPORATION.

     IN WITNESS WHEREOF the undersigned, the holder of a majority of the
shares entitled to vote, of the Company, has executed this STATEMENT OF
CONSENT TO
ACTION BY SHAREHOLDERS on this ___day of November, 2000.


Shares: _________				_________________


						________________________

Shares: _________				_________________


						________________________


Shares: _________				_________________


						________________________



<PAGE>   Exhibit 20.1 - Pg.2