In the Office of the
Secretary of State of Texas
Jan 27 2000
ARTICLES OF INCORPORATION
A TEXAS CORPORATION
The name of the corporation is 649.com, Inc.
The period of its duration is perpetual.
The purpose for which the corporation is organized is to engage in the transaction of any or all lawful business for
which a corporation may be incorporated under the Texas Business Corporation Act.
This Corporation is authorized to issue two classes of shares of stock to be designated as "Common Stock" and
"Preferred Stock". The total number of shares of Common Stock which this Corporation is authorized to issue is
Fifty Million (50,000,000) shares, par value $0.001. The total number of shares of Preferred Stock which this
Corporation is authorized to issue is Five Million Shares (5,000,000) shares, par value $0.001.
The shares of Preferred Stock may be issued from time to time in one or more series. The Board of Directors of
the Corporation (the "Board of Directors") is expressly authorized to provide for the issue of all or any of the
shares of the Preferred Stock in one or more series, and to fix the number of shares and to determine or alter for
each such series, such voting powers, full or limited, or no voting powers, and such designations, preferences,
and relative, participating, optional, or other rights and such qualifications, limitations, or restrictions thereof, as
shall be stated and expressed in the resolution or resolutions adopted by the Board of Directors providing for the
issue of such shares (a "Preferred Stock Designation") and as may be permitted by the Texas Business
Corporation Act. The Board of Directors is also expressly authorized to increase or decrease (but not below the
number of shares of such series then outstanding) the number of shares of any series subsequent to the issue of
shares of that series. In case the number of shares of any such series shall be so decreased, the s