EXHIBIT 3.1

                                STATE OF DELAWARE
                            CERTIFICATE OF AMENDMENT
                         OF CERTIFICATE OF INCORPORATION


     KLEER-VU INDUSTRIES, INC. a corporation organized and existing under and by
virtue  of  the  General  Corporation  Law  of  the  State  of  Delaware.

DOES  HEREBY  CERTIFY:

FIRST:  That at a meeting of the Board of Directors of KLEER-VU INDUSTRIES, INC.
resolutions  were  duly  adopted  setting  forth  a  proposed  amendment  of the
Certificate of Incorporation of said corporation, declaring said amendment to be
advisable  and  calling  a  meeting  of the stockholders of said corporation for
consideration  thereof.  The  resolution setting forth the proposed amendment is
as  follows:

RESOLVED,  that  the Certificate of Incorporation of this corporation be amended
by  changing  the  Article  thereof numbered "1 and 4" so that, as amended, said
Article  shall  be  and  read  as  follows:

     SEE  ATTACHMENT  "A."

SECOND:  That  thereafter,  pursuant  to resolution of its Board of Directors, a
special meeting of the stockholders of said corporation was duly called and held
upon notice in accordance with Section 222 of the General Corporation Law of the
State of Delaware at which meeting the necessary number of shares as required by
statute  were  voted  in  favor  of  the  amendment.

THIRD:  That  said  amendment was duly adopted in accordance with the provisions
of  Section  242  of  the  General  Corporation  Law  of  the State of Delaware.

FOURTH:  That  the  capital of said corporation shall not be reduced under or by
reason  of  said  amendment.

IN  WITNESS  WHEREOF, said KLEER-VU INDUSTRIES, INC. has caused this certificate
to be signed by PATRICK LANNEN, an Authorized Officer, this 11th day of October,
2002.


                              By:     /s/ Patrick Lannen
                                     ----------------------------------------
                                               Authorized Officer
                              Name:  Patrick Lannen
                              Title: President and Chief Executive Officer


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                                 ATTACHMENT "A":


ARTICLE 1:

The name of the corporation is CALYPSO WIRELESS, INC.

ARTICLE 4:

The  aggregate  number  of shares, which the corporation shall have authority to
issue,  is  Two  Hundred Million (200,000,000) shares of Common Stock at the par
value  of  $.001  each. The shares shall be designated as Common Stock and shall
have  identical  rights  and  privileges  in  every  respect.


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                                             FILED  09:00  AM  92/71/1990
                                             902705063  -  2005276

                           CERTIFICATE OF AMENDMENT OF
                              RESTATED CERTIFICATE
                               OF INCORPORATION OF
                            KLEER-VU INDUSTRIES, INC.


     The  name  of  the  corporation  is KLEER-VU INDUSTRIES, INC.  The original
Certificate  of  Incorporation  was  filed  on  March  22,  1983.

     1.     The  following  amendment  to  the  Certificate of Incorporation was
adopted  by  the  shareholders of the corporation on the 25th day of July, 1990:

     "Delete  Article  Fourth  in  its  entirety and substitute in its place and
stead  the  following:

          'FOURTH:  The  aggregate  number  of  shares  which the corporation is
          authorized  to  issue is Two million (2,000,000). The shares of Common
          Stock  shall  be identical in all respects and shall have one vote per
          share  on  all  matters  on which stockholders are entitled to vote.'"

     2.     The  par  value  of each common share is $.10 and shall remain $.10.

     3.     The  number  of  shares  of Delaware Common Stock of the corporation
outstanding  and  entitled to vote at the time of the adoption of such Amendment
was  8,128,436.

     4.     The  number of shares voting for the Amendment to Article Fourth was
4,986,091.  The  number  of shares voting against such Amendment was 171,219 and
the  number  of  shares  abstaining  was  34,774.

     5.     In order to effectuate the change in the capital of the corporation,
the  Directors  and  shareholders  of  Kleer-Vu  Industries,  Inc.  adopted  the
following  resolutions:

     WHEREAS,  it  appears  advisable for Kleer-Vu Industries, Inc. to (1) amend
the  Corporation's  Certificate  of  Incorporation  to  decrease  the  number of
authorized  shares  of  Common  Stock;  (2)  effect a reverse stock split of the
Corporation's  presently  issued shares of Common Stock; and (3) provide for the
payment  of  cash  in lieu of fractional shares otherwise issuable in connection
therewith;

          "BE  IT  RESOLVED,  that  the total of the authorized capital stock of
     Kleer-Vu  Industries,  Inc.  be  reduced  from  Twenty million (20,000,000)
     shares,  so  that  the  total  of  the  authorized  capital  stock  of  the
     corporation  shall  hereafter  be  Two  Million  (2,000,000)  shares.

          RESOLVED,  that  the  Certificate  of  Incorporation  of  Kleer-Vu
     Industries, Inc. are hereby amended to reflect such reduction of capital in
     the  following  respect:


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          Delete  Article Fourth in its entirety and substitute in its place the
          following:

          'FOURTH:  That the amount of the total of the authorized capital stock
          of  the  corporation  is Two million (2,000,000) shares. The shares of
          Common  Stock  shall  be  identical in all respects and shall have one
          vote  per  share  on all matters on which stockholders are entitled to
          vote.'"

          "RESOLVED,  that  upon  the  filing  in the office of the Secretary of
     State  of  Delaware  of  the  Amendment to the Certificate of Incorporation
     whereby  paragraph  FOURTH  is amended, each ten (10) previously issued and
     outstanding  shares  of  Common  Stock  of the corporation shall thereby be
     exchanged  for  one  (1)  new  share  of  Common  Stock."

          "RESOLVED,  that no fractional shares shall be issued and that in lieu
     thereof,  the  Corporation shall determine the fair value of the fractional
     shares  for  the purchase of purchasing such fractional shares by averaging
     the  high  and  low prices of the Corporation's Common Stock on the date of
     the  filing  of  the Amendment to the Certificate of Incorporation with the
     Secretary  of  State  of  the  State  of  Delaware.

          "BE  IT  FURTHER RESOLVED, that the officers and Directors of Kleer-Vu
     Industries,  Inc.  are  authorized  and directed to execute and deliver any
     instruments and perform any other acts necessary to effect the Amendment to
     the  Corporation's  Certificate  of  Incorporation  authorized  hereby."

     Dated this 25th day of July, 1990.

                                  KLEER-VU INDUSTRIES, INC.


                                  By:  /s/ Daniel Dror
                                     ------------------------------------
                                  Daniel Dror, Chairman of the Board
                                  and Chief Executive Officer


                                  By:  /s/ Harold A. Horowitz
                                     ------------------------------------
                                  Harold A. Horowitz, Secretary


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                                    RESTATED

                          CERTIFICATE OF INCORPORATION

                                       OF

                            KLEER-VU INDUSTRIES, INC.

     1.     The  name  of  the  corporation  is  KLEER-VU  INDUSTRIES,  INC.

     2.     This  Restated  Certificate of Incorporation was duly adopted by the
corporation's  Board of Directors in accordance with Section 245 of the Delaware
Corporation  Law.  This  Certificate  only  restates and integrates and does not
further  amend  the provisions of the Corporation's Certificate of Incorporation
as  heretofore  amended.  There  is no discrepancy between the provisions of the
original  Certificate  of  Incorporation  and  any  amendments  thereto  and the
provisions  of  this  Restated  Certificate  of  Incorporation.

     3.     The address of its registered office in the State of Delaware is No.
100 West Tenth Street, in the City of Wilmington, County of New Castle. The name
of  the  registered  agent  at  such  address  is The Corporation Trust Company.

     4.     The  purpose or purposes for which the corporation is organized are:

     (a)     To design, manufacture, buy, sell, import, export, at wholesale and
retail,  process and generally deal in all forms of plastic, synthetic and other
products  and  articles and products of every type and description made in whole
or  in  part  of  plastic  or  synthetic  materials, and to engage in activities
attendant  thereto.

     (b)     To  engage  in  any  other  lawful  act  or  activity  for  which
corporations  may  be  organized  under the General Corporation Law of Delaware.

     5.     The  aggregate  number of shares which the corporation is authorized
to  issue is 21,000,000. Of said shares, 1,000,000 shares are Preferred Stock of
the  par value of $10.00 per share and 20,000,000 shares are Common stock of the
par  value  of  ten  cents  ($.10)  per  share.

     The  designations  and the powers, preferences and relative, participating,
optional  or  other  special  rights,  and  qualifications,  limitations  or
restrictions  thereof,  of the aforesaid classes of stock of the corporation are
as  follows:

     The  shares of Preferred stock shall be issuable in one or more series, and
the Board is expressly authorized to fix, from time to time before issuance, the
number  of  shares included in any or all series of the Preferred stock, and any
or  all of the designations, relative rights, benefits and limitations of any or
all  of  such  series,  which  number  of shares, designations, relative rights,
benefits  and limitations may


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vary,  between  series,  including  but  not  limited  to variations as to rate,
accumulation  or  non-accumulation of dividends, conversion privileges (if any),
sinking  or  purchase  fund (if any), redemption price or prices, voting rights,
amounts  payable  on  liquidation,  and  the  provisions  with  respect  to  the
foregoing;  provided,  however,  that  the shares of all series of the Preferred
stock  having voting power shall not have more than one vote, each, and that, if
the  stated  dividends  and amounts payable on liquidation are not paid in full,
the  shares  of all series of Preferred stock shall share ratably in the payment
of dividends, including accumulations, in accordance with the sums which will be
payable  on  all  shares if all dividends were declared and paid in full, and in
any distribution of assets other than by way of dividends in accordance with the
sums  which  would  be  payable  on  such  distribution if all sums payable were
discharged  in full. The shares of the Preferred stock of any and all authorized
but  unissued  series  may be issued and sold for such consideration as may from
time  be  fixed  by  the  Board; providing the consideration to be paid therefor
shall  be  equal  to  or  in  excess  of  the  par  value  of  said  shares.

     The  holders  of the shares of each series of Preferred stock, when issued,
will  be entitled to receive cash dividends, when and as declared, at the annual
rate and on a cumulative or noncumulative basis as determined for the particular
series  by  the Board, before any distributions by way of dividends or otherwise
shall  be  declared  or  set  apart  or  paid  upon  the  Common  stock.

     The  holders  of any series of the Preferred stock shall not be entitled to
vote  except  to the extent and upon the conditions determined by the Board with
respect  to  such  series  prior  to the issuance thereof, and except as further
stated  below.

     Notwithstanding the foregoing, the holders of shares of the Preferred stock
or  a  series  thereof  will  be  entitled  to vote and vote as a class upon the
authorization  of  certain  kinds  of  proposed amendments to the Certificate of
Incorporation as described below, and such amendments must be authorized by vote
of  the  holders of a majority of all outstanding shares of the Preferred stock,
or  a  series  thereof.

     The  amendments  to  which  the  foregoing  voting  rights  of  Preferred
shareholders  would  apply are those which: (1) would exclude or limit the right
of  such  holders to vote on any matter, except as such rights may be limited by
voting  rights  given to new shares then being authorized of any existing or new
class  or  series;  (2) would make certain changes by way of reclassification of
shares  or  with  respect  to  the  relative rights, preferences and limitations
thereof  or  with  respect  to  convertibility  thereof,  if  such changes would
adversely  affect  such  holders;  or  (3)  would subordinate the rights of such
holders,  by authorizing shares having preferences which would be in any respect
superior  to  their  rights. If the proposed amendment would adversely affect or
subordinate  the  rights  of the holders of shares of only one or more series of
the  Preferred  stock but not the entire class thereof, then only the holders of
each  series  whose rights would be adversely. affected or subordinated would be
considered a separate class for the purposes of the foregoing voting provisions.


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     In addition, the holders of shares of Preferred stock or any series thereof
will  be  entitled to vote and vote as a class with respect to the authorization
of a plan of merger or consolidation, if such plan contains any provision which,
if  contained in an amendment to the Certificate of Incorporation, would entitle
the  holders  of  shares  of such class or series to vote and to vote as a class
thereon; and in such case the merger or consolidation must be authorized by vote
of  two-thirds  of  all  outstanding  shares  of  each  such  class  or  series.

     If  dividends  to be payable on the shares of a series shall be cumulative,
provision  may  be  made that if a number of dividends shall be in arrears, then
the  holders  of  the  shares  of  said  series, together with the holders of an
subsequent  series, to whom voting power in such category shall have been given,
voting  together  as a separate class, would have the right to elect a number of
directors.

     The  Board  will  determine, prior to the issuance of any new series of the
Preferred  stock:  (1)  the  amounts  which  the holders of such series shall be
entitled  to  be  paid  upon  any  liquidation, dissolution or winding up of the
Company, whether voluntary or involuntary, before any distribution shall be made
upon  the  Common stock; (2) the conversion privileges (if any) thereof; (3) the
redemption provisions (if any) applicable thereto; and (4) retirement provisions
(if  any).
The  Preferred  stock  shall  not have any preemptive or subscription rights and
said  shares  shall,  when issued and paid for, be fully paid and non-assessable
shares.

     Unless  otherwise  determined by the Board of Directors, no holder of stock
of  the  corporation  of  any  class  shall,  as  such holder, have any right to
purchase  or  subscribe  for  (a)  any  stock  of  any  class  now  or hereafter
authorized,  or  any  warrants,  options, or other instruments that shall confer
upon  the holders thereof the right to subscribe for or purchase or receive from
the  corporation any stock of any class which the corporation may issue or sell,
whether  or  not the same shall be exchangeable for any stock of the corporation
of  any class or (b) any obligation which the corporation may issue or sell that
shall be convertible into or exchangeable for any shares of the capital stock of
the  corporation  of  any class or to which shall be attached or appurtenant any
options,  or  other  instruments  that  shall  confer  upon  the holders of such
obligations,  warrants,  options or other instruments the right to subscribe for
or  purchase  or receive from the corporation any shares of its capital stock of
any  class  or  classes  now  or  hereafter  authorized.

     6.     The  corporation  is  to  have  perpetual  existence.

     7.     The  corporation shall have the authority and right to indemnify and
hold  harmless  its  officers, directors, employees, and agents from and against
any  claim, liability, loss, or expense (including attorneys' fees) with respect
to  which  such  indemnification is permitted under the applicable provisions of
the  General  Corporation Law of Delaware, the Bylaws of the corporation, or any
duly  adopted  resolution  of  the Board of Directors or shareholders; provided,
however,  that  absent


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any  limitation  or  modification set forth in a Bylaws provision or resolution,
this  Section  shall  require the corporation to indemnify and hold harmless its
officers,  directors, employees and agents to the fullest extent permitted under
the applicable provisions of the General Corporation Law of Delaware. Such right
of  indemnification  shall  not be deemed exclusive of any other rights to which
such  director,  officer  or employee may be entitled apart from this provision.

     8.     In  furtherance  and  not  in  limitation of the powers conferred by
statute,  the  Board  of  Directors  is  expressly authorized to make, alter, or
repeal  the  Bylaws  of the corporation, in the manner set forth in such Bylaws.

     9.     (a)     The  number of directors constituting the Board of Directors
of  the  Company  shall  be as from time to time determined by a majority of the
entire  Board  of 'Directors, provided that in no event shall the number be less
than  three  (3),  nor  more  than twelve (12). As used in this Article, "Entire
Board  of Directors" means the total number of directors which the Company would
have  if  there  were  no  vacancies.

     (b)     Directors  shall  be  elected  in  three  classes.  The  number  of
directors  in  each  class  shall  be  fixed  from  time to time by the Board of
Directors  of the Company; provided, however that the number of directors in any
class  shall  not exceed the number of directors in any other class by more than
one.  The initial term of office of the first class of directors shall expire at
the  first annual meeting of stockholders after their election, the initial term
of  office  of  the  second class of directors shall expire at the second annual
meeting  of  stockholders after their election and the initial term of office of
the  third  class  of  directors  shall  expire  at  the third annual meeting of
stockholders  after their election. At each annual meeting of stockholders after
1983,  the  directors elected to succeed those whose terms have expired shall be
identified as being of the same class as the directors they succeed and shall be
elected to hold office until the third succeeding annual meeting of stockholders
after  their  election.  Notwithstanding  the  foregoing, however, each director
shall  hold  office  until  his  successor  shall  have  been  duly  elected and
qualified,  unless  he  shall  resign,  become  disqualified,  disabled or shall
otherwise  be  removed.

     (c)     If  the number of directors is changed, any increase or decrease in
directors shall be apportioned among the classes so as to maintain all classes '
as equal in number as possible, and any additional director elected to any class
shall  hold  office  for  a term which shall coincide with the term of the other
directors  in  such  class. No decrease in the number of directors shall shorten
the  term  of  any  incumbent  director.

     (d)     Any  vacancy  occurring  in  the  Board  of Directors caused by the
death, resignation, or removal of a director, and any newly created directorship
resulting  from  an  increase,  in  the  number of directors, may be filled by a
majority  of  the  directors  they  in office, although less than a quorum. Each
director  chosen  to  fill  a  vacancy  or newly created directorship shall hold
office  until  the next election of the


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class  for  which  such  director shall have been chosen and until his successor
shall  be  duly  elected  and  qualified.

     (e)     Notwithstanding  the foregoing paragraphs of this Article, whenever
the  holders  of any Preferred stock issued by the Company shall have the right,
voting  as  a class or otherwise, to elect directors, the then authorized number
of  directors  of the Company shall be increased by the number of the additional
directors  so  to  be  elected, and the holders of such Preferred stock shall be
entitled,  as  a  class  or  otherwise,  to elect such additional directors. Any
directors  so  elected  shall  hold  office  until  the  next  annual meeting of
stockholders  or until their rights to hold such office shall terminate pursuant
to  the  provisions  of  such  Preferred  stock,  whichever  is  earlier.

     (f)     Any  director or the entire Board of Directors may be removed, with
or  without  cause,  by  a  vote of the holders of a majority of the shares then
entitled  to  vote  at  an  election  of  directors  (not  withstanding  the
classification  of  the  Board into members having staggered terms), except that
any  director  elected  by the holders of Preferred Stock may only be removed by
the  holders  of  a  majority of the shares of that class entitled to vote at an
election  of  such  director.  Such  vote  may  be  held  at  any meeting of the
shareholders,  notice  of  which  shall  have  referred  to the proposed action.

                                 KLEER-VU INDUSTRIES, INC.


                                 By:   /s/ Daniel Dror
                                     -------------------------------------
                                     Daniel Dror, Chairman of the Board
                                        and Chief Executive Officer

ATTEST:

     /s/ Gerald H. Martin
---------------------------------
Gerald H. Martin, Secretary

STATE OF TEXAS            )
                          )
COUNTY OF  _________      )  SS

     Before  me,  a  Notary Public of the state and county aforesaid, personally
appeared  Daniel  Dror, with whom I am personally acquainted (or proved to me on
the basis of satisfactory evidence), and who, upon oath, acknowledged himself to
be the Chairman of the Board and Chief Executive Officer of Kleer-Vu Industries,
Inc.,  a  Delaware  corporation, the within-name bargainor., and that he as such
Chairman  of  the  Board  and  Chief  Executive  Officer  executed the foregoing
instrument  for  the  purposes  therein  contained  by  signing  the name of the
corporation  by  himself  as  Chairman of the Board and Chief Executive Officer.


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     WITNESS my hand and Official Seal at office this 30 day of September, 1985.


                                        -----------------------------------
                                        Notary Public
                                        Rhonda L. Walker

My Commission expires:
August 12, 1989


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