Exhibit 3.1


                        The following corrections to the
                       Restated Articles of Incorporation
                                       of
                        American Realty Investors, Inc.
                             were made by filing of
                           Certificate of Correction
                filed and dated stamped August 29, 2000 with the
                           Nevada Secretary of State


4.  The second sentence of Section C.3(d) of the Restated Articles of
Incorporation currently reads as follows: "The Corporation shall either (i)
issue as of the date of receipt by the Corporation of such surrender shares of
Common Stock calculated as provided above and evidenced by a stock certificate
delivered to the holder as soon as practicable after the date of such surrender
or (ii) within two Business Days after the date of such surrender advise the
holder of the Series A Preferred Stock pursuant to Section C.3(a) of this
Article FOURTH, in which case the Corporation shall have 30 days from the date
of such surrender to pay to the holder cash in an amount equal to the Conversion
Price for each share of Series A Preferred Stock so redeemed (italics added)."

     The italicized language was incorrectly included in the Articles of
Incorporation due to a scrivener's error and should read as set forth in
paragraph 5 below.

5.  The second sentence of Section C.3(d) of the Articles of Incorporation
should read as follows: "The Corporation shall either (i) issue as of the date
of receipt by the Corporation of such surrender shares of Common Stock
calculated as provided above and evidenced by a stock certificate delivered to
the holder as soon as practicable after the date of such surrender or (ii)
within two Business Days after the date of such surrender advise the holder of
the Series A Preferred Stock pursuant to Section C.3(a) of this Article FOURTH,
in which case the Corporation shall have 30 days from the date of such surrender
to pay to the holder cash in an amount equal to the aggregate market value of
the Common Stock that would be issued upon conversion of the Series A Preferred
Stock, calculated as set forth in Section C.3(b)(ii) above."