<DOCUMENT>
<TYPE>EX-3.7
<SEQUENCE>4
<FILENAME>v04380_ex3-7.txt
<TEXT>

Exhibit 3.7


                              ARTICLES OF AMENDMENT

                        TO THE ARTICLES OF INCORPORATION

                                       OF

                            FOX RIVER HOLDINGS, INC.

Pursuant  to  the  provisions  of  the  Nevada  Business  Corporation  Act,  the
Undersigned  Corporation  adopts the  following  amendments  to the  Articles of
Incorporation by way of shareholder consent.

1.       The following amendment of the Articles of Incorporation was adopted by
         a majority vote of the  shareholders  of the corporation on December 2,
         2003.

2.       The  shareholders  consented to a reverse split of the Company's common
         stock on a 1 for 40 basis.

3.       The  number  of shares of the  corporation  outstanding  at the time of
         adoption of the  foregoing  was  approximately  24.5  million;  and the
         number of shares entitled to vote thereon were the same.

4.       The number of shares voting in favor of the action was 20,200,000.  The
         shareholder  voting in favor of the actions  represented  a majority of
         the issued and  outstanding  shares  and was  sufficient  to effect the
         corporate changes.

Effective the 2nd of December 2003

                                                     /s/ Paul F. Beatty
                                                     -------------------------
                                                     Paul F. Beatty, President

/s/ Paul F. Beatty
-------------------------
Paul F. Beatty, Secretary

</TEXT>
</DOCUMENT>
