Exhibit 3.1

                            ARTICLES OF INCORPORATION

SEP 05  1997                           of

                        Universal Funding Services, Inc.

        Know all men by these present;

     That the undersigned, have this day voluntarily associated ourselves
together for the purpose of forming a corporation under and pursuant to the
provisions of Nevada Revised Statutes 78.010.to Nevada Revised Statues 78.090
inclusive, as amended, and certify that;

          1.   The name of this corporation is:

                                      Universal Funding Services, Inc,

          2.   Offices for the transaction of any business of the Corporation,
               and where meetings of the Board of Directors and of Stockholders
               may be held, may be established and maintained in any part of the
               State of Nevada, or in any other state, territory, or possession
               of the United States.

          3.   The nature of the business is to engage in any lawful activity.


          4.   The Capital Stock shall consist of 50,000,000 shares of common
               stock, $0.001 par value.


          5.   The members of the governing board of the corporation shall be
               styled directors, of which there shall be no less than 1 nor more
               than 9. The Directors of this corporation need not be
               stockholders. The first Board of Directors is:

               Penni E. Cress whose address is 5038 Bond St., Las Vegas, NV
               89118.

          6.   This corporation shall have perpetual existence.

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          7.   The name and address of each of the incorporators signing these
               Articles of Incorporation are as follows Penni E. Cress whose
               address is, 5038 Bond St., NV 39118.


          8.   This Corporation shall have a president, a secretary, a
               treasurer, and a resident agent, to be chosen by the Board of
               Directors, any person may hold two or more offices.

          9.   The resident agent of this Corporation shall be Penni E. Cress,
               5038 Bond St., Las Vegas, NV 89118.

          10.  The Capital Stock of the corporation, after the fixed
               consideration thereof has been paid or performed, shall not be
               subject to assessment, and the individual liable for the debts
               and liabilities of the Corporation, and the Articles of
               Incorporation shall never be amended as the aforesaid provisions.

          11.  No director or officer of the corporation shall be personally
               liable to the corporation of any of its stockholders for damages
               for breach of fiduciary duty as a director or office involving
               any act or omission of any such director or officer provided,
               however, that the foregoing provision shall not eliminate or
               limit the liability of a director or officer for acts or
               omissions which involve intentional misconduct, fraud or a
               knowing violation of' law, or the payment of dividends in
               violation of Section 78.300 of the Nevada Revised Statutes. Any
               repeal or modification of this Article of the Stockholders of the
               Corporation shall be prospective only, and shall not adversely
               affect any limitation on the personal liability of a director of
               officer of the Corporation for acts or omissions prior to such
               repeal or modification.





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     I, the undersigned, being the incorporator herein above named for the
purpose of forming a corporation pursuant to the general corporation law of the
State of Nevada, do make and file these Articles of Incorporation, hereby
declaring and certifying that the facts within stated are true and accordingly
have hereunto set my hand this 5th day of September 1997.

                                          /s/ Penni E. Cress
                                          Penni E. Cress
                                          5038 Bond St.
                                          Las Vegas,NV89118

     State of NEVADA     )
                         )ss
     County of CLARK     )

     On 9-5-97 personally appeared before me, a notary public, personally known
to me to be the person whose name is subscribed to the above instrument who
acknowledged that he/she executed the instrument.

                                          /s/ Cathy Souers
                                          Signature

CATHY SOUERS
Notary Public
State of Nevada
Clark County
No. 95-1166-1

My appointment expires Oct. 13, 1999

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                    CERTIFICATE OF ACCEPTANCE OF APPOINTMENT
                                BY RESIDENT AGENT

     In the matter of Universal Funding Services, Inc. I, Penni E. Cress, with
address at: 5038 Bond St., City of LAS VEGAS, County of CLARK, State of NEVADA
89103 hereby accept appointment as Resident Agent of the above-entitled
corporation in accordance with NRS 78.090.

     FURTHERMORE, that the principal office in this State is located at 5038
Bond St., City of LAS VEGAS County of CLARK, State of NEVADA 89118

     IN WITNESS WHEREOF, I have hereunto set my hand this 5th day of September,
1997.

                                          /s/ Penni E. Cress
                                          RESIDENT AGENT


     NRS 78.090 Except any period of vacancy described in NRS 78.097, every
corporation shall have a resident agent, who may wither a natural person or a
corporation, resident or located in this state, in charge of its principal
office. The resident agent may be any bank, or banking corporation, or other
corporation, located and doing business in this state. The certificate of
acceptance must be filed at the time of the initial filing of the corporate
papers.

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