Exhibit 3(i)(B)
                            CERTIFICATE OF AMENDMENT
                                       OF
                          CERTIFICATE OF INCORPORATION
                                       OF
                                  ROLLINS, INC.


It is hereby certified that:

FIRST:    The name of the corporation is Rollins,  Inc., a Delaware  corporation
          (the "Corporation").

SECOND:   That  at a  meeting  of the  Board  of  Directors  of  Rollins,  Inc.,
          resolutions  were duly  adopted  setting  forth a  proposed  amendment
          "TWELFTH" (the "Amendment") to the Certificate of Incorporation of the
          Corporation,  declaring  said  Amendment to be advisable and calling a
          meeting of the stockholders of the Corporation for consideration.

THIRD:    That thereafter, pursuant to the resolution of its Board of Directors,
          a regular  meeting of the  Stockholders  of the  Corporation  was duly
          called and held,  upon notice in  accordance  with  Section 222 of the
          General  Corporation Law of the State of Delaware at which meeting the
          necessary  number of shares as required by statute were voted in favor
          of the Amendment.

FOURTH:   The Certificate of  Incorporation of the Corporation is hereby amended
          by adding the following new article TWELFTH:

               "TWELFTH:  A director of this corporation shall not be personally
          liable to this  corporation or its  stockholders  for monetary damages
          for breach of fiduciary  duty as a director,  except for liability (i)
          for any breach of the director's duty of loyalty to the corporation or
          its  stockholders,  (ii) for acts or  omissions  not in good  faith or
          which involve  intentional  misconduct or a knowing  violation of law,
          (iii) under Section 174 of the Delaware  General  Corporation  Law, as
          the  same  exists  or  hereafter  may be  amended,  or  (iv)  for  any
          transaction  from  which the  director  derived an  improper  personal
          benefit.  If the Delaware General Corporation Law hereafter is amended
          to authorize the further elimination or limitation of the liability of
          directors,  then the liability of a director of this  corporation,  in
          addition to the  limitation  on personal  liability  provided  herein,
          shall be  limited  to the  fullest  extent  permitted  by the  amended
          Delaware  General  Corporation Law. Any repeal or modification of this
          paragraph by the stockholders of this corporation shall be prospective
          only,  and shall not adversely  affect any  limitation on the personal
          liability  of a director of this  corporation  existing at the time of
          such repeal or modification."

FIFTH:    The Amendment of the Certificate of Incorporation herein certified has
          been duly adopted in accordance  with the provisions of Section 242 of
          the General Corporation Law of the State of Delaware.

     IN WITNESS  WHEREOF,  the  Corporation  has caused this  Certificate  to be
signed by James R. Hicks,  Jr., its  Vice-President  and attested to by James R.
Hicks, Jr., its Secretary, this 20th of August, 1987.



                                  ROLLINS, INC.


                                  By:/s/  James R. Hicks, Jr.
                                     -------------------------------------------
                                          James R. Hicks, Jr.
                                  Title:  Vice-President



ATTEST:

By:/s/  James R. Hicks, Jr.
   -----------------------------------------
        James R. Hicks, Jr.
           Secretary