EXHIBIT 3.7

                           STATEMENT OF RESOLUTION
                 ELIMINATING FOUR SERIES OF PREFERRED STOCK
                      OF CARRINGTON LABORATORIES, INC.


   To the Secretary of State of Texas:

        Pursuant to the provisions of Article 2.13 of the Texas Business
   Corporation  Act,  the  undersigned  corporation  (the "corporation")
   submits  the  following statement for the purpose of eliminating four
   series  of  its  Preferred  Stock,  par value $100 per share, and all
   references thereto from its Articles of Incorporation:

        1.   The name of the corporation is Carrington Laboratories, Inc.

        2.   Attached  hereto as Exhibit A is a true and correct copy of
             the   resolution   eliminating  the   Series  A  Cumulative
             Convertible   Preferred  Stock,  the  Series  B  Cumulative
             Convertible   Preferred  Stock,  the  Series  C  Cumulative
             Convertible  Preferred  Stock  and the Series E Convertible
             Preferred Stock, and all references to each of such series,
             from the articles of incorporation of the corporation.

        3.   Such  resolution was duly adopted by the Board of Directors
             of the corporation on July 17, 1997, to be effective on the
             first  business day following the filing with the Secretary
             of  State  of  Texas  of  a  Statement  of  Cancellation of
             Treasury  Shares cancelling 660 treasury shares of Series E
             Convertible Preferred Stock of the corporation.

        4.   Such resolution was duly adopted by all necessary action on
             the part of the corporation.


        Dated:      July 17, 1997.

                                 CARRINGTON LABORATORIES, INC.




                                 By:
                                      Carlton E. Turner, Ph.D., D.Sc.
                                      President and Chief Executive Officer



     13653 07404 CORP 158796.1

<PAGE>

                               EXHIBIT A

                       CARRINGTON LABORATORIES, INC.

                      RESOLUTION OF BOARD OF DIRECTORS


        WHEREAS, the Board of Directors of Carrington Laboratories, Inc.
   (the  "Company")  has previously established five series of Preferred
   Stock, par value $100 per share, of the Company, and no shares of any
   of such series are currently outstanding; and

        WHEREAS, this Board of Directors has authorized the cancellation
   of  660  shares of the Company's Series E Convertible Preferred Stock
   (the "Series E Shares"), which are the only shares of Preferred Stock
   currently held by the Company as treasury shares; and

        WHEREAS,  this  Board  of  Directors  is of the opinion that the
   Company  will  have  no  reason  to  issue any shares of four of such
   series  of  Preferred  Stock in the future and that those four series
   should  therefore  be  eliminated  from  the  Company's  articles  of
   incorporation   in   the  manner  provided  by   the  Texas  Business
   Corporation Act, as promptly as practicable after the filing with the
   Secretary  of  State  of  Texas  of  a  Statement  of Cancellation of
   Treasury Shares cancelling the Series E Shares;

        NOW,  THEREFORE,  BE  IT  RESOLVED,  effective  as  of the first
   business  day  immediately  following  the  date  of  filing with the
   Secretary  of  State  of  Texas  of  a  Statement  of Cancellation of
   Treasury  Shares  cancelling  the  Series E Shares, that, pursuant to
   Article  2.13  of  the  Texas Business Corporation Act, the Company's
   Series  A Cumulative Convertible Preferred Stock, Series B Cumulative
   Convertible   Preferred  Stock,  Series   C   Cumulative  Convertible
   Preferred  Stock  and  Series  E Convertible Preferred Stock, and all
   references  to each of such four series, shall be eliminated from the
   Company's  articles  of  incorporation; and the President or any Vice
   President  of the Company is hereby authorized to prepare or cause to
   be  prepared,  to  execute  and to file or cause to be filed with the
   Secretary  of  State  of  Texas,  in  the  name  and on behalf of the
   Company,   an  appropriate  Statement  of  Resolution  effecting  the
   elimination   of  the   Company's  Series  A  Cumulative  Convertible
   Preferred  Stock,  Series  B  Cumulative Convertible Preferred Stock,
   Series   C  Cumulative  Convertible  Preferred  Stock  and  Series  E
   Convertible  Preferred  Stock,  and  all references thereto, from the
   Company's articles of incorporation.




     13653 07404 CORP 158796.1