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                                                                     EXHIBIT 3.4


                             AMENDED AND RESTATED
                         CERTIFICATE OF INCORPORATION
                                      OF
                       MACE SECURITY INTERNATIONAL, INC.

     Mace Security International, Inc., a Delaware corporation (the
"Corporation"), does hereby amend and restate its Certificate of Incorporation,
as amended, pursuant to the provisions of Section 242 and Section 245 of the
Delaware General Corporation Law as set forth below:

     1.  The name of the Corporation is "Mace Security International, Inc."  The
date of filing of the Corporation's original Certificate of Incorporation with
the Secretary of State of Delaware was September 16, 1993.

     2.  The text of the Certificate of Incorporation of the Corporation is
hereby amended and restated to read in its entirety as follows:

     FIRST:  The name of the Corporation is Mace Security International, Inc.

     SECOND:  The address of the Corporation's registered office in the State of
Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware
19801.  The name of the Corporation's registered agent at such address is The
Corporation Trust Company, in the County of New Castle.

     THIRD:  The purpose of the Corporation is to engage in any lawful act or
activity for which corporations may be organized under the Delaware General
Corporation Law.

     FOURTH:  The total number of shares of capital stock that the Corporation
shall have authority to issue is Two Hundred Million (200,000,000) shares of
common stock, par value $.01 per share (the "Common Stock"), and Fifty Million
(50,000,000) shares of preferred stock, par value $.01 per share (the "Preferred
Stock").  The terms and conditions of the Common Stock and the Preferred Stock
shall be as follows:

          (a)  Common Stock.
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               (1) All outstanding shares of Common Stock shall be identical and
               shall entitle the holders thereof to the same rights and
               privileges.  The holders of shares of Common Stock shall have no
               preemptive or preferential rights of subscription to any shares
               of any class of capital stock of the Corporation.

               (2) When, as and if dividends or distributions are declared on
               outstanding shares of Common Stock, whether payable in cash, in
               property or in securities of the Corporation, the holders of
               outstanding shares of Common Stock shall be entitled to share
               equally in such dividends and distributions.

               (3) Upon any liquidation, dissolution or winding up of the
               Corporation, whether voluntary or involuntary, the holders of
               outstanding shares of Common Stock shall be entitled to share
               equally in the assets of the Corporation to be distributed among
               the holders of shares of the Common Stock.

               (4) The holders of outstanding shares of Common Stock shall have
               the right to vote on (or, as provided by law, take action by
               consent with respect to) the election and removal of the
               directors of the Corporation and on, and with respect to, all
               other matters to be voted on or consented to by the stockholders
               of the Corporation, and each holder shall be entitled to one vote
               for each share of Common Stock held.  Except as otherwise
               provided by law or by the terms of a class or series of the
               Preferred Stock fixed by a resolution or resolutions of the Board
               of Directors adopted pursuant to paragraph (b) below, the holders
               of shares of Preferred Stock shall not have any right to vote on,
               or consent with respect to, any matters to be voted on or
               consented to by the stockholders of the Corporation and the
               shares of Preferred Stock shall not be included in determining
               the number of shares voting or entitled to vote on any such
               matters.

          (b) Preferred Stock.  Shares of Preferred Stock of the Corporation may
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          be issued from time to time in one or more classes or series, each of
          which shall have such distinctive designation or title as shall be
          fixed by the Board of Directors of the Corporation prior to the
          issuance of any shares thereof.  Each such class or series of
          Preferred Stock shall have such voting powers, full or limited, or no
          voting powers, and such other relative rights, powers and preferences,
          including, without limitation, rights to dividends, conversion rights,
          if any, redemption price and liquidation preference, and such
          qualifications, limitations or restrictions thereof, as shall be
          stated in such resolution or resolutions providing for the issuance of
          such class or series as may be adopted from time to time by the Board
          of Directors prior to the issuance of any shares thereof pursuant to
          the authority hereby expressly vested in it, all in accordance with
          the laws of the State of Delaware.  Except as expressly provided in
          such resolution or resolutions or as required by law, the holders of
          Preferred Stock shall have no rights as stockholders of the
          Corporation.

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          FIFTH:  In furtherance and not in limitation of the general powers
conferred by the laws of the State of Delaware, the Board of Directors is
expressly authorized to make, alter or repeal the Bylaws of the Corporation,
except as specifically otherwise provided therein.

          SIXTH:  A director of the Corporation shall have no personal liability
to the Corporation or its stockholders for monetary damages for breach of
fiduciary duty as a director except to the extent that Section 102(b)(7) (or any
successor provision) of the Delaware General Corporation Law, as amended from
time to time, expressly provides that the liability of a director may not be
eliminated or limited.  No amendment or repeal of this paragraph SIXTH shall
apply to or have any effect on the liability or alleged liability of any
director of the Corporation for or with respect to any acts or omissions of such
director occurring prior to such amendment or repeal.

          3.  The stockholders of the Corporation, at an annual meeting of
stockholders called and held upon notice properly given in accordance with
Section 222 of the Delaware General Corporation Law, have adopted and approved
this Amended and Restated Certificate of Incorporation in accordance with the
provisions of Section 212 of the Delaware General Corporation Law.

     4.  This Amended and Restated Certificate of Incorporation has been duly
adopted and approved in accordance with the provisions of Sections 242 and 245
of the Delaware General Corporation Law.


          IN WITNESS WHEREOF, the Corporation has caused this Amended and
Restated Certificate of Incorporation to be executed by a duly authorized
officer of the Corporation this 28 day of December, 1999.

                                   MACE SECURITY INTERNATIONAL, INC.


                                   By:/s/ Gregory M. Krzemien
                                      ------------------------
                                      Gregory M. Krzemien
                                      Chief Financial Officer

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