Exhibit 3.2

Our Board of Directors, with the approval of the Stockholders, amended and
restated Section 13 of the Bylaws as follows:

SECTION  13.  ACTION  WITHOUT  MEETING.  No  action  shall  be  taken  by  the
stockholders  except  at an annual or special meeting of the stockholders called
in  accordance  with  these  Bylaws,  or  by the written consent of stockholders
holding  at  least  a  majority  of the voting power, except that if a different
proportion  of  voting  power  is  required  by  these  Bylaws,  the Articles of
Incorporation or by law for such an action at a meeting, then that proportion of
written  consents  shall  be  required.

10.4

                        AMENDMENT TO EMPLOYMENT AGREEMENT
                               (CHARLES C. SEVEN)

This  AMENDMENT TO EMPLOYMENT AGREEMENT ~ Charles C. Seven (this "Amendment") is
dated  and entered into effective as of October 29, 2002 (the "Effective Date"),
by  and  between  TRANSWORLD  BENEFITS,  INC.  (fka Skyway Home, Inc.), a Nevada
corporation  (the  "Company"), and CHARLES C. SEVEN, an individual ("Employee"),
with  reference  to  the  following  facts:

     A.   The  Company  and Employee have executed and entered into that certain
Employment  Agreement,  dated as of ________, 2000 (the "Employment Agreement").

     B.   The  parties  desire  to  amend  the Employment Agreement as set forth
herein.

NOW, THEREFORE, for and in consideration of the foregoing recitals, the mutual
covenants, provisions and terms set forth in this Amendment and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Company and Employee agree as follows:

     1.   Amendment.  Employee  shall have an exclusive right to market, sell or
otherwise  promote  the  services  of  the  Company  to  any  and  all  types of
associations  (including, without limitation, labor union associations) anywhere
in  the  world  (the "Market") and provide such other services of the Company in
the  Market.  In  connection  with  such services provided by Employee, Employee
shall receive commissions equal to ten percent (10%) of the adjusted gross sales
of  the  Company  in  such  Market.  The  Company  shall  not take any action to
circumvent  the  terms  and  conditions of this Amendment or to otherwise impair
Employee's  rights under this Section, including, without limitation, Employee's
right,  title  and  interest  in  and  to  compensation in connection therewith.

     2.   EFFECT  OF  AMENDMENT.  Except  as  amended  and  modified  by  this
Amendment,  the  Employment  Agreement  shall  remain  in full force and effect.

     3.   MISCELLANEOUS.

          (a)  Successors  and  Assigns.  This  Amendment  is in the nature of a
               ------------------------
personal  services  contract;  and  neither  party  shall  assign this Amendment
without  the  prior written consent of the other party.  This Amendment shall be
binding  on  and inure to the benefit of the parties hereto and their respective
successors,  assigns,  heirs  and  legal  representatives.

          (b)  Governing  Law.  This  Amendment  shall be construed under and in
               --------------
accordance  with,  and  governed  in  all  respects by, the laws of the State of
California (without giving effect to principles of conflicts of law).

          (c)  Waiver.  The  failure  of  the  Company  to  insist  on  strict
               ------
compliance  with any of the terms, covenants, or conditions of this Amendment by
any  other  party  shall  not  be  deemed  a  waiver  of  that term, covenant or
condition,  nor  shall any waiver or relinquishment of any right or power at any
one  time  or  times be deemed a waiver or relinquishment of that right or power
for  all  or  any  other  times.

          (d)  Counterparts.  This  Amendment  may  be  executed  in one or more
               ------------
counterparts,  each  of  which  shall  be  deemed  an original, but all of which
together  shall  constitute  one  and  the  same  instrument.


<PAGE>
IN  WITNESS WHEREOF, each of the parties hereto has duly executed this Amendment
as  of  the  date  first  above  written.

"Company"

TRANSWORLD  BENEFITS,  INC.,  a  Nevada  corporation


By:     /s/ Charles Seven
   ----------------------------------------
Name:   Charles Seven
     --------------------------------------
Title:  CEO
      -------------------------------------



"Employee"



/s/Charles  C.  Seven
----------------------------------------------------
CHARLES C. SEVEN, an individual


<PAGE>