Exhibit 3.2

                                    RESTATED
                            ARTICLES OF INCORPORATION
                                       OF
                         GLOBAL BEVERAGE SOLUTIONS, INC.


                                       I.

                  The name of the corporation (hereinafter referred to as "the
corporation") is:

                         GLOBAL BEVERAGE SOLUTIONS, INC.

                                       II.

                  Offices for the transaction of any business of the corporation
and where meetings of the Board of Directors and of the Stockholders may be
held, may be established and maintained in Nevada or any other state, territory
or possession of the United States of America or in any foreign country.

                                      III.

                  The nature of the business and objects and purposes proposed
to be transacted, promoted or carried on by the corporation is to transact any
lawful activity or business as the Board of Directors may from time to time
direct. The period of duration of the corporation is perpetual.

                                       IV.

                  The amount of total authorized stock of the Corporation is one
billion (1,000,000,000) shares, of which nine hundred fifty million
(950,000,000) shares shall be designated Common Stock with a par value of $0.001
per share, and fifty million (50,000,000) shares shall be designated Preferred
Stock, with a par value of $0.001 per share.

                                       V.

                  The members of the governing Board of the corporation shall be
styled Directors, and the initial number thereof shall be one. The number of
Directors may from time to time be increased or decreased in such manner as
shall be provided by the By-Laws of the corporation. Directors need not be
Stockholders, but shall be full of age, and at least one shall be a citizen of
the United States.



                                       VI.

                  The capital stock of the corporation, after the amount of the
subscription price has been paid in money, property or services as the Directors
shall determine, shall not be subject to assessment to pay debts of the
corporation, nor for any other purpose, and no stock issued as fully paid up
shall ever be assessable or assessed, and the Articles of Incorporation shall
not be amended in this particular.

                                      VII.

                  Subject to the provisions of this article and the Nevada
Revised Statutes, the corporation shall indemnify any and all of its existing
and former directors, officers, employees and agents against all expenses
incurred by them and each of them, including, but not limited to, legal fees,
judgments, penalties and amounts paid in settlements or compromise, which may
arise or be incurred, rendered or levied in any legal action brought or
threatened against any of them for or on account of any action or omission other
than that which involves intentional misconduct, fraud, or a knowing violation
of law or the payment of dividends in violation of NRS 78.300 and alleged to
have been committed while acting within the scope of employment as a director,
officer, employee or agent of the corporation whether or not any action is or
has been filed against them and whether or not any settlement or compromise is
approved by a court. Indemnification shall be made by the corporation whether
the legal action brought or threatened is by or in the right of the corporation
or any other person.

                  Whenever any existing or former director, officer, employee or
agent shall report to the President of the corporation or the Chairman of the
Board of Directors that he or she has incurred or may incur expenses, including,
but not limited to, legal fees, judgments, penalties and amounts paid in
settlement or compromise in a legal action brought or threatened against him or
her for or on account of any action or omission alleged to have been committed
while acting within the scope of his or her employment as a director, officer,
employee or agent of the corporation, the Board of Directors shall, at its next
regular or at a special meeting held within a reasonable time thereafter,
determine in good faith whether, in regard to the matter involved or in the
action or contemplated action, such person acted, failed to act or refused to
act willfully or with gross negligence or with fraudulent or criminal intent.

                  DULY EXECUTED and delivered by the undersigned on July 25,
2008.


                                     GLOBAL BEVERAGE SOLUTIONS, INC.


                                     By:   /s/ Jerry Pearring
                                           -------------------------------------
                                           Jerry Pearring
                                           President and Chief Executive Officer