ARTICLES OF INCORPORATION AS AMENDED OF PACIFIC WEBWORKS, INC. I. NAME: The name of the corporation is: PACIFIC WEBWORKS, INC. II. PRINCIPAL OFFICE: The location of the principal office of this corporation within the State of Nevada is located at C/O Progressive Management, 2995 El Camino Road, Las Vegas, Nevada 89147. III. PURPOSE: The purpose for which this corporation is formed is to engage in any lawful activity. VI. AUTHORIZATION OF CAPITAL STOCK: The amount of the total authorization of capital stock of the corporation shall be TWENTY THOUSAND DOLLARS ($20,000.00), consisting of twenty million (20,000,000) shares of common stock with a par value of ONE TENTH OF ONE CENT ($0.001) per share. V. INCORPORATORS: The name and address of the incorporator signing these Articles of Incorporation are as follows: James R. Glavas 2920 South Salt Lake City, Utah 84115 (Initial number of shareholders will be less than three) VI. DIRECTORS: The governing board of this corporation shall be known as directors, and the number of directors may from time to time by increased or decreased in such manner as shall be specified by the By-Laws of the corporation; provided, however, the number of directors shall not be reduced to less than one (1) The name and address of the Directors comprising the Board of Directors is as follows: Christian Larsen 180 South 300 West, Suite 400 Salt Lake City, Utah 84101 Tom Eldredge 180 South 300 West, Suite 400 Salt Lake City, Utah 84101 Kenneth W. Bell 180 South 300 West, Suite 400 Salt Lake City, Utah 84101 Tom Hill 180 South 300 West, Suite 400 Salt Lake City, Utah 84101 Allan Oepping 180 South 300 West, Suite 400 Salt Lake City, Utah 84101 Benjamin Black 180 South 300 West, Suite 400 Salt Lake City, Utah 84101 The name and residence address within the State of Nevada of this Corporation's initial resident agent shall be: Progressive Management 2995 El Camino Road, Las Vegas, Nevada 89146 VII. STOCK NON-ASSESSABLE: The capital stock or holder thereof, after the mount of the subscription price has been paid in, shall not be subject to any assessment whatsoever to pay the debts of the corporation. VIII. TERM OF EXISTENCE: This corporation shall have perpetual existence. XI. CUMULATIVE VOTING: No cumulative voting shall be permitted X. PREEMPTIVE RIGHTS: Stockholders shall not be entitled to preemptive rights.