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                                                                  Exhibit 3.2a
                          CERTIFICATE OF AMENDMENT

                                   TO THE

            AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF

                             INKTOMI CORPORATION

                                        

     The undersigned, David C. Peterschmidt and Timothy Stevens, hereby certify
that:

     1.  They are the duly elected and acting President and Assistant Secretary,
respectively, of Inktomi Corporation, a Delaware corporation, which was
originally incorporated in the State of Delaware on November 12, 1996.

     2.  Article IV of the Amended and Restated Certificate of Incorporation is
hereby amended and restated in its entirety to read as follows:

                                 "Article IV

     The Company is authorized to issue two classes of shares of stock to be
designated, respectively, Common Stock, $0.001 par value, and Preferred Stock,
$0.001 par value.  The total number of shares that the Company is authorized to
issue is 310,000,000 shares.  The number of shares of Common Stock authorized is
300,000,000.  The number of shares of Preferred Stock authorized is 10,000,000.

     The Preferred Stock may be issued from time to time in one or more series
pursuant to a resolution or resolutions providing for such issue duly adopted by
the Board of Directors (authority to do so being hereby expressly vested in the
Board).  The Board of Directors is further authorized to determine or alter the
rights, preferences, privileges and restrictions granted to or imposed upon any
wholly unissued series of Preferred Stock and to fix the number of shares of any
series of Preferred Stock and the designation of any such series of Preferred
Stock.  The Board of Directors, within the limits and restrictions stated in any
resolution or resolutions of the Board of Directors originally fixing the number
of shares constituting any series, may increase or decrease (but not below the
number of shares in any such series then outstanding) the number of shares of
any series subsequent to the issue of shares of that series.

     The authority of the Board of Directors with respect to each such class or
series shall include, without limitation of the foregoing, the right to
determine and fix:
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        a) the distinctive designation of such class or series and the number
of shares to constitute such class or series;

        b) the rate at which dividends on the shares of such class or series
shall be declared and paid, or set aside for payment, whether dividends at the
rate so determined shall be cumulative or accruing, and whether the shares of
such class or series shall be entitled to any participating or other dividends
in addition to dividends at the rate so determined, and if so, on what terms;

        c) the right or obligation, if any, of the Company to redeem shares of
the particular class or series of Preferred Stock and, if redeemable, the
price, terms and manner of such redemption;

        d) the special and relative rights and preferences, if any, and the
amount or amounts per share, which the shares of such class or series of
Preferred Stock shall be entitled to receive upon any voluntary or involuntary
liquidation, dissolution or winding up of the Company;

        e) the terms and conditions, if any, upon which shares of such class
or series shall be convertible into, or exchangeable for, shares of capital
stock of any other class or series, including the price or prices or the rate
or rates of conversion or exchange and the terms of adjustment, if any;

        f) the obligation, if any, of the Company to retire, redeem or
purchase shares of such class or series pursuant to a sinking fund or fund of
a similar nature or otherwise, and the terms and conditions of such
obligation;

        g) voting rights, if any, on the issuance of additional shares of such
class or series or any shares of any other class or series of Preferred Stock;

        h) limitations, if any, on the issuance of additional shares of such
class or series or any shares of any other class or series of Preferred Stock;
and

        i) such other preferences, powers, qualifications, special or relative
rights and privileges thereof as the Board of Directors of the Company, acting
in accordance with this Amended and Restated Certificate of Incorporation, may
deem advisable and are not inconsistent with law and the provisions of this
Amended and Restated Certificate of Incorporation."


     3.  The Board of Directors has duly approved the foregoing Amendment.

     4.  The foregoing Amendment has been duly approved by the required vote of
shareholders in accordance with Sections 242 of the Delaware General Corporation
Law.  The total number of outstanding shares of Common Stock of this corporation
as of the record date 

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was 24,314,409 shares. No shares of Preferred Stock were outstanding. The
number of shares voting in favor of the Amendment equaled or exceeded the vote
required. The percentage vote required was a majority of the outstanding
shares of Common Stock.

     The undersigned further certify under penalty of perjury that they have
read the foregoing Amendment and know the contents thereof, and that the
statements therein are true.

     IN WITNESS WHEREOF, the undersigned have executed this certificate at San
Mateo, California on April 2, 1999.




                                     -----------------------------------------
                                     David C. Peterschmidt, President
                                

                                     -----------------------------------------
                                     Timothy Stevens, Assistant Secretary

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