<SEQUENCE>2

<FILENAME>v044004_ex3-9.txt

<TEXT>



                              ARTICLES OF AMENDMENT                  Exhibit 3.9

                                     TO THE

                            ARTICLES OF INCORPORATION

                          OF THE JACKSON RIVERS COMPANY



         Pursuant to the provisions of Section 607.0602 of the Florida Statutes,

The Jackson Rivers Company,  a Florida profit  corporation  adopts the following

Articles of Amendment to its Articles of Incorporation:



         FIRST. The Amendment  adopted.  Article V of the Company's  Articles of

Incorporation,  as previously amended, is hereby amended to read in its entirety

as follows:



         There is hereby designated a series of the preferred stock to be called

the "Series C Preferred  Stock" to consist of  2,200,000  shares and to have the

following terms:



         1.  Dividends.  Except as provided  herein,  the holders of outstanding

shares of the Series C Preferred Stock shall be entitled to receive cash, stock,

or other  property,  as  dividends  when,  as, and if  declared  by the Board of

Directors  of the  Company.  If shares of the  Series C  Preferred  Stock or the

common stock of the Company,  par value $0.00001 per share (the "Common  Stock")

are to be issued as a dividend, any such shares shall be issued at Market Value.

"Market  Value" for the Common  Stock for the  purposes of this  Certificate  of

Designation  shall  mean the  average  of the bid and ask  prices for the Common

Stock for the five business days preceding the  declaration of a dividend by the

Board of  Directors.  "Market  Value" with respect to any shares of the Series C

Preferred Stock shall be as determined by the Board of Directors, whose decision

shall be final and binding on all parties.



         2. Redemption Rights.  Subject to the applicable  provisions of Florida

law,  the  Company,  at the option of its  directors,  and with the consent of a

majority of the stockholders of the Series C Preferred Stock, may at any time or

from  time to time  redeem  the  whole or any part of the  outstanding  Series C

Preferred  Stock.  Any such redemption  shall be pro rata with respect to all of

the holders of the Series C Preferred  Stock.  Upon redemption the Company shall

pay for each share redeemed the Market Value,  payable in cash.  Such redemption

shall be on an all-or-nothing basis.



         At least 30 days previous  notice by mail,  postage  prepaid,  shall be

given to the holders of record of the Series C Preferred  Stock to be  redeemed,

such  notice to be  addressed  to each such  stockholder  at the address of such

holder  appearing  on the books of the  Company  or given by such  holder to the

Company for the purpose of notice, or if no such address appears or is given, at

the place where the  principal  office of the  Company is  located.  Such notice

shall state the date fixed for redemption and the  redemption  price,  and shall

call  upon the  holder to  surrender  to the  Company  on said date at the place

designated in the notice such holder's certificate or certificates  representing

the shares to be redeemed.  On or after the date fixed for redemption and stated

in such notice,  each holder of Series C Preferred  Stock called for  redemption

shall  surrender the  certificate  evidencing  such shares to the Company at the

place  designated  in such  notice and shall  thereupon  be  entitled to receive

payment of the redemption price. If less than all the shares  represented by any

such  surrendered  certificate are redeemed,  a new certificate  shall be issued

representing the unredeemed shares. If such notice of redemption shall have been

duly given,  and if on the date fixed for  redemption  funds  necessary  for the

redemption shall be available  therefor,  notwithstanding  that the certificates

evidencing  any Series C Preferred  Stock called for  redemption  shall not have

Home        Intelligence        Services        Subscriptions        News        About Us

Contact Us       Terms of Use       Resend Documents       Shopping Cart

Copyright © 2008 The Consus Group LLC