FILED THE OFFICE OF THE SECRETARY OF STATE OF THE STATE OF NEVADA AUG 26, 1986 ARTICLES OF INCORPORATION ------------------------- OF -- P.R. STOCKS, INC. ----------------- The undersigned, to form a Nevada corporation, CERTIFIES THAT: 1. NAME: The name of the corporation is: ---- P.R. STOCKS, INC. 2. PRINCIPAL OFFICE: The location of the principal office of this ----------------- corporation within the State of Nevada is 6121 Lakeside Drive, Suite 250, Reno, Nevada; this corporation may maintain an office of offices in such other place within or designated by the Board of Directors or by the By-Laws of the corporation; and this corporation may conduct all corporation business of every kind or nature, including the holding of any meetings of directors or shareholders, within the State of Nevada, as well as without the State of Nevada. 3. PURPOSE: The purpose for which this corporation is formed is formed: ------- To engage in any lawful activity. 4. AUTHORIZATION OF CAPITAL STOCK: The amount of the total authorized ------------------------------- capital stock of the corporation shall be TWENTY FIVE THOUSAND DOLLARS ($25,000.00), consisting of Twenty Five Million (25,000,000) shares of common stock with a par value of $.001 per share. 5. INCORPORATOR: The name and post office address of the incorporator ------------ signing these Articles of Incorporation is as follows: NAME POST OFFICE ADDRESS ---- --------------------- Cheryl Moore 6121 Lakeside Drive Suite 250 Reno, Nevada 89511 6. DIRECTORS: The governing board of this corporation shall be known as ---------- directors, and the first board shall consist of three directors. So long as all of the shares of this corporation are owned beneficially and of record by either one or two shareholders, the number of directors may be fewer than three, but not fewer than the number of shareholders. Otherwise, the number of directors shall not be fewer than three. Subject to the foregoing limitations, the number of directors may, at any time or times, be increased or decreased by a duly adopted amendment to these Articles of Incorporation, or in such manner as provided in the By-Laws of this corporation. The name and post office address of the directors constituting the first Board of Directors are as follows: NAME POST OFFICE ADDRESS ---- --------------------- Elliott R. Pearson 350 S. Center St., #404 Reno, NV 89501 Judy Houston 6555 Plumas, #171 Reno, NV 89509 Judith St. Venis 1435 Coupler Way, #4 Sparks, NV 89431 7. STOCK NON-ASSESSABLE: The capital stock or the holders thereof, --------------------- after the amount of the subscription price has been paid in, shall not be subject to any assessment whatsoever to pay the debts of the corporation. 8. TERM OF EXISTENCE: This corporation shall have perpetual existence. ----------------- 9. CUMULATIVE VOTING: No cumulative voting shall be permitted in the ------------------ election of directors. 10. PREEMTIVE RIGHTS: Shareholders shall not be entitled to preemptive ---------------- rights. THE UNDERSIGNED, being the incorporator hereinbefore named for the purpose of forming a corporation pursuant to the General Corporation Law of the State of Nevada, does make and file these Articles of Incorporation, hereby declaring and certifying the facts herein stated are true and, accordingly, has hereunto set her hand this 26th day of August, 1986. /s/ Cheryl Moore __________________ Cheryl Moore STATE OF NEVADA ) COUNTY OF WASHOE ) ss. On this 26th day of August, 1986, before me, a Notary Public, personally appeared Cheryl Moore who acknowledged she executed the above instrument. /s/ Charlotte L. Maare _________________________ Notary Republic