Exhibit 4.3


                            CERTIFICATE OF AMENDMENT
                                       OF
                          CERTIFICATE OF INCORPORATION
                                       OF
                         GLOBAL BUSINESS RESOURCES, INC.

             Under Section 242 of the Delaware General Business Law

         Global Business Resources,  Inc., a corporation  organized and existing
under and by  virtue of the  General  Corporation  Law of the State of  Delaware
(hereinafter called the "Corporation"), does hereby certify that:

         1. The name of the Corporation  prior to the filing of this Certificate
of Amendment is Global Business Resources, Inc.

         2. The  Certificate  of  Incorporation  of the  Corporation  is  hereby
amended to change the name of the Corporation to Infinium Labs, Inc. by amending
Article FIRST thereof to read as follows:

         FIRST:  The name of this Delaware corporation is:  Infinium Labs, Inc.

         3. The  Certificate  of  Incorporation  of the  Corporation  is further
amended to add certain  provisions  governing the  operations and affairs of the
Corporation by adding new Articles EIGHTH through TWELFTH to read as follows:

         EIGHTH:  The business and affairs of the Corporation shall be under the
         direction  of a board of  directors  (the  "Board of  Directors"),  and
         election of directors  need not be by written  ballot unless and to the
         extent the By-laws of the Corporation so provide.

         NINTH: In furtherance and not in limitation of the powers  conferred by
         statute,  the Board of Directors is expressly authorized to make, alter
         or  repeal  from time to time the  By-Laws  of the  Corporation  in any
         manner not  inconsistent  with the laws of the State of Delaware or the
         Certificate of Incorporation of the Corporation.

         TENTH:  No  director  of  the  Corporation   shall  be  liable  to  the
         Corporation  or its  stockholders  for  monetary  damages for breach of
         fiduciary  duty as a director,  except for liability (i) for any breach
         of  the  director's   duty  of  loyalty  to  the   Corporation  or  its
         stockholders,  (ii) for acts or  omissions  not in good  faith or which
         involve  intentional  misconduct or a knowing  violation of law,  (iii)
         under Section 174 of the Delaware General  Corporation Law, or (iv) for
         any transaction  from which the director  derived an improper  personal
         benefit.  If  the  Delaware  General  Corporation  Law  is  amended  to
         authorize corporate action further eliminating or limiting the personal
         liability  of  directors,  then  the  liability  of a  director  of the
         Corporation  shall be  eliminated  or  limited  to the  fullest  extent
         permitted by the Delaware General  Corporation Law, as so amended.  Any
         repeal or  modification  of this paragraph by the  stockholders  of the
         Corporation  shall not  adversely  affect any right or  protection of a
         director  of the  Corporation  existing  at the time of such  repeal or
         modification.


<PAGE>

         ELEVENTH:  The Corporation reserves the right at any time and from time
         to time to  amend,  alter or repeal  any  provision  contained  in this
         Certificate  of  Incorporation  in  the  manner  now  or  as  hereafter
         prescribed  by  law,  and  all  rights,  preferences,   and  privileges
         conferred upon stockholders,  directors, and officers by or pursuant to
         this  Certificate of  Incorporation in its present form or as hereafter
         amended are subject to the rights reserved in this Article.

         TWELFTH:  In the event that any provision (or portion  thereof) of this
         Certificate of Incorporation  shall be found to be invalid,  prohibited
         or unenforceable for any reason, the remaining  provisions (or portions
         thereof) of this  Certificate  of  Incorporation  shall  remain in full
         force and effect, and shall be construed as if such invalid, prohibited
         or  unenforceable  provision  had been  stricken  herefrom or otherwise
         rendered  inapplicable,  it being the intent of the Corporation and its
         stockholders that each such remaining provision (or portion thereof) of
         this  Certificate  of  Incorporation  remain,  to  the  fullest  extent
         permitted by law,  applicable and  enforceable  as to all  stockholders
         notwithstanding any such finding.

         4. This  Certificate of Amendment and the amendments of the Certificate
of  Incorporation  contained  herein were duly  adopted in  accordance  with the
provisions  of  Section  242 of the  General  Corporation  Law of the  State  of
Delaware.



         IN WITNESS  WHEREOF,  the Corporation has caused this certificate to be
signed by its Chairman and President this 24th day of December 2003.



                                Global Business Resources, Inc.


                                By: /s/ Peter J. Goldstein
                                    -------------------------------------------
                                    Peter J. Goldstein, Chairman and President