Exhibit 3.1

                          CERTIFICATE OF INCORPORATION
                                       OF
                           AMAZING NUTRITIONALS, INC.

FIRST:   The name of the corporation is: AMAZING NUTRITIONALS, INC.

SECOND: Its registered office in the State of Delaware is located 2711
Centerville Road, Suite 400, in the City of Wilmington, County of New Castle,
19808. The registered agent in charge thereof is Corporation Service Company.

THIRD: The purpose of the corporation is to engage in any lawful activity for
which corporations may be organized under the General Corporation Law of
Delaware.

FOURTH: The total number of shares of stock which the corporation is authorized
to issue is 20,000,000 shares having a par value of $ 0.0001 per share.

FIFTH: The business and affairs of the corporation shall be managed by or under
the direction of the board of directors, and the directors need not be elected
by ballot unless required by the bylaws of the corporation.

SIXTH: This Corporation shall be perpetual unless otherwise decided by a
majority of the Board of Directors.

SEVENTH: In furtherance and not in limitation of the powers conferred by the
laws of Delaware, the board of directors is authorized to amend or repeal the
bylaws.

EIGHTH: The Corporation reserves the right to amend or repeal any provision in
this Certificate of Incorporation in the manner prescribed by the laws of
Delaware.

NINTH: The incorporator is Michael S. Krome, Esq., 8 Teak Court, Lake Grove, New
York. The powers of the incorporator are to file this certificate of
incorporation, approve the by-laws of the corporation and elect the initial
directors.

TENTH: To the fullest extent permitted by the Delaware General Corporation Law a
director of this corporation shall not be liable to the corporation or its
stockholders for monetary damages for breach of fiduciary duty as a director.

I, Michael S. Krome, for the purpose of forming a corporation under the laws of
the State of Delaware do make and file this certificate, and do certify that the
facts herein stated are true; and have accordingly signed below, this 8th day of
May, 2002.


Signed and Attested to by: ___________________________
         Michael S. Krome


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