Exhibit
5.1
CERTIFICATE
OF AMENDMENT
OF
FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
OF
IOMAI CORPORATION
Pursuant to Section 242 of the
General Corporation Law of the State of Delaware
Iomai Corporation (the “Corporation”), a corporation
organized and existing under and by virtue of the General
Corporation Law of the State of Delaware, does hereby certify as
follows:
1. The Fourth Amended and Restated Certificate of
Incorporation of the Corporation is hereby amended by replacing
Article I in its entirety with the following:
“NAME
The name of the Corporation is Intercell USA, Inc. (hereinafter
the “Corporation”).”
2. This Certificate of Amendment was 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 of Amendment to be executed this 5th day of August,
2008.
IOMAI CORPORATION
Name: Gerd Zettlmeissl
Title: President
Name: Werner Lanthaler
Title: Treasurer