================================================================================ State of California [STATE INSIGNIA] SECRETARY OF STATE CORPORATION DIVISION I, BILL JONES, Secretary of State of the State of California, hereby certify: That the annexed transcript has been compared with the corporate record on file in this office, of which it purports to be a copy, and that same is full, true and correct. IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this JAN 19 1996 ------------------------------------ /s/ Bill Jones [SEAL] Secretary of State ================================================================================ SECRETARY OF STATE ENDORSED FILED In the office of the Secretary of State of the State of California JAN 12 1996 /s/ Bill Jones BILL JONES, Secretary of State ARTICLES OF INCORPORATION OF SYRATECH WEST COAST WAREHOUSE CORP ---------------------------------- I The name of this corporation is: SYRATECH WEST COAST WAREHOUSE CORP II The purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code. III The name in the State of California of this corporation's initial agent for service of process is: Corporation Services Company which will do business in California as CSC lawyers Incorporating Service IV This corporation is authorized to issue only one class of stock; and the total number of shares which this corporation is authorized to issue is: 1000 At .01 Par Value Dated: January 12, 1996 /s/ Dan S. Zook --------------------------------- Dan S. Zook, Incorporator