Exhibit 3.3


                            FIRST AMENDMENT TO BYLAWS
                                       OF
                            SAF-T-HAMMER CORPORATION,
                              A NEVADA CORPORATION


         The first sentence of Article I, Section 1 of the Bylaws is hereby
amended and restated in its entirety as follows:

                  "The principal office for the transaction of the business of
                  the corporation is fixed and located at 14500 North Northsight
                  Boulevard, Suite 221, Scottsdale, Arizona 85260."

         The first sentence of Article II, Section 1 of the Bylaws is hereby
amended and restated in its entirety as follows:

                  "The annual meeting of shareholders may be held on the last
                  Thursday of September of each year at 10:00 a.m. or at such
                  other date and time which may be scheduled by the Board of
                  Directors to the extent that such scheduling is in compliance
                  with the laws of the state of incorporation of the Company."

         The first sentence of Article II, Section 5 of the Bylaws is hereby
amended and restated in its entirety as follows:

                  "Written notices specifying the place, date and hour of the
                  meeting and, in the case of a special meeting, the general
                  nature of the business to be transacted, shall be given not
                  less than ten (10) days, nor more than sixty (60) days before
                  the date of the meeting."

                            CERTIFICATE OF SECRETARY
                                       OF
                            SAF-T-HAMMER CORPORATION,
                              A NEVADA CORPORATION


         The undersigned, Sherry Noreen, does hereby certify that she is the
Secretary of Saf-T-Hammer Corporation, a Nevada corporation (the "Company"), and
that the above and foregoing is a true, complete and correct copy of the First
Amendment to Bylaws of the Company, duly and regularly adopted by the Board of
Directors effective as of November 2, 2001.

         IN WITNESS WHEREOF, the undersigned has signed her name to this
certificate this 12th day of December, 2001.


                                    /s/ SHERRY NOREEN
                                    -----------------------------
                                    Sherry Noreen
                                    Secretary


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