Number 459156


                                
                              COMPANY ACT



          CANADA
PROVINCE OF BRITISH COLUMBIA




                       CERTIFICATE OF INCORPORATION



                         I Hereby Certify that
                        KBK NO. 24 VENTURES LTD.



             has this day been incorporated under the Company Act
    






    
                             Issued under my hand at Victoria, 
British Columbia
                                         on November 30, 1993
    
                                           /S/J S Powell

                                           JOHN S. POWELL
                                         Registrar of Companies





Province of         Ministry of      Corporate, Central and Mobile
British Columbia    Finance and      Home Registry
                    Corporate Relations       940 Blanshard Street 
                                              Victoria
                                              British Columbia
                                              V8W 3E6


                                              File Number: 459156



KBK NO. 24 VENTURES LTD.


I hereby certify that the documents attached hereto are copies of
documents filed with the Registrar of Companies on November 30, 
1993


                                        /S/ J S Powell

                                        JOHN S. POWELL
                                        Registrar of Companies