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8-K - CURRENT REPORT DATED 10-12-09 - North American Gold & Minerals Fundg3541.txt
EX-3.02 - CERTIFICATE OF AMENDMENT - North American Gold & Minerals Fundex3-02.txt

                                                                    Exhibit 3.01

ROSS MILLER
Secretary of State                                        Document Number
254 Norht Carson Street, Ste 1                            20090733717-99
Carson City, Nevada 89701-4299                            Filing Date and Time
(776) 684 5708                                            10/08/2009 4:29 PM
Website:  secretaryofstate.biz                            Entity#
                                                          E0094602007-5

                                                          Filed in the office of
                                                          /s/ Ross Miller
CERTIFICATE OF CHANGE PURSUANT                            Ross Miller
      TO NRS 78.209                                       Secretary of State
                                                          State of Nevada



                                              ABOVE SPACE IS FOR OFFICE USE ONLY


               CERTIFICATE OF CHANGE FILED PURSUANT TO NRS 78.209
                         FOR NEVADA PROFIT CORPORATIONS

1.   Name of corporation:

     NORTH AMERICAN GOLD & MINERALS FUND

2.   The board of directors have adopted a resolution pursuant to NRS 78.209 and
     have obtained any required approval of the stockholders.

3.   The current number of authorized shares at the par value, if any, of each
     class or series, if any, of shares before the change:

     250,000,000 common stock with a par value of $0.001

4.   The number of authorized shares and the par value, if any, of each class or
     series, if any, of shares after the change:

     2,500,000,000 common shares with a par value of $0.001

5.   The number of shares of each affected class or series, if any, to be issued
     after the change in exchange for each issued share of the same class or
     series:

     The corporation shall issue ten (10) shares of common stock for every one
     (1) share of common stock issued and outstanding immediately prior to the
     effective date of the forward stock split.

6.   The provisions, if any, for the issuance of fractional shares, or for the
     payment of money or the issuance of scrip to stockholders otherwise
     entitled to a fraction of a share and the percentage of outstanding shares
     affected thereby:

     No fractional shares shall be issued.

7.   Effective date of filing (optional): October 12, 2009
                 (must not be later than 90 days after the certificate is filed)

8.   Officer Signature X /s/ Ronald Yadin Lowenthal                    President
                        -----------------------------------------
                                   Signature                             Title
                             Ronald Yadin Lowenthal

IMPORTANT: Failure to include any of the above information and submit the proper
fees may cause this filing to be rejected