Exhibit No. 1
Prestige Captial Corporation
Form 10-K
File No. 33-3583-S


                    ARTICLES OF INCORPORATION

                               OF

                  PRESTIGE CAPITAL CORPORATION


    We, the undersigned. natural persons of twenty-one years
or more of age, acting as incorporators of a corporation (the
"Corporation") under the Nevada Revised Statutes adopt the
following Articles of Incorporation for the Corporation:

                            ARTICLE I
                       NAME OF CORPORATION

The name of the Corporation is PRESITGE CAPITAL CORPORATION.

                           ARTICLE II
                            DURATION

The Corporation shall exist perpetually or until dissolved
according to law.

                           ARTICLE III
                             PURPOSE

    The purpose of the Corporation shall be to conduct any or
all lawful business for which corporations may be organized under
said Nevada Revised Statutes as from time to time authorized by
its Board of Directors, including but not limited to:

    (a)  To enter into any lawful arrangement for sharing
profits, union of interest, reciprocal association or cooperative
association with any corporation, association, partnership,
individual or other legal entity for the carrying on of any
business and to enter into any general or limited partnership for
the carrying on of any business; and

    (b)  To conduct business anywhere in the world.  In pursuit
of this purpose, the Corporation will have all the powers granted
to it by law.

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                            ARTICLE IV
                            SHARES

     The aggregate number of shares which the Corporation
shall have authority to issue is 50,000,000 shares of common
stock having a par value of $0.001 per share The board of
directors of the Corporation may, from time to time, in their
sole discretion, prescribe and authorize the issuance of
additional classes and series of stock with distinguishing
designations and the number of each such class or series of
stock and the voting powers, designations, preferences,
limitations, restrictions and relative rights authorized. The
aggregate number of shares of stock, in addition to common
stock, the Corporation shall have authority to issue is
50,000,000 shares having no par value.

     All voting rights appurtenant to shares of stock of the
Corporation shall be exercised by the holders of the common
stock. Each share of common stock shall be entitled to one
vote. All shares of common stock shall be of the same series
and shall entitle the holders thereof to equal rights in all
respects.

                            ARTICLE V
                 REGULATION OF INTERNAL AFFAIRS

     Section 1. Shareholders' Meetings. Meetings of
shareholders may be called by the President or by any one
director or by any number of shareholders owning not less than
ten percent of the outstanding shares entitled to vote at such
meeting. Notice of shareholders' meetings shall be given in
writing by mailing such notice to the address of every
shareholder, at the last known address of such shareholder, at
least ten days prior to the date and hour of said meeting.
Publication of notice of a shareholders' meeting is not
required for any purpose. Any notice required to be given any
shareholders of this Corporation may be waived by written
instrument signed by such shareholders.

     Section 2. Bylaws. Subject to repeal or change by action
of the shareholders, the majority of the directors may adopt
bylaws for the Corporation, and may alter, amend or repeal the
bylaws or adopt new bylaws, which are consistent with these
Articles and the laws of the State of Nevada.

                           ARTICLE VI
                        PREEMPTIVE RIGHTS

     The shareholders of common stock of the Corporation shall
have no pre-emptive rights to acquire unissued shares of common
stock of the Corporation.

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                           ARTICLE VII
                   REGISTERED OFFICE AND AGENT

     The address of initial registered office of the
Corporation is One East First Street, Reno Nevada 89501 and the
name of its initial registered agent at such address is The
Corporation Trust Company of Nevada.

                          ARTICLE VIII
                            DIRECTORS

     The number of directors which shall constitute the Board of
Directors of the Corporation shall be three or more unless the
number of shareholders is fewer than three, in which case the
number of directors may be the same as the number of
shareholders. The number of directors shall be fixed by the
bylaws. The number of directors constituting the initial Board
of Directors of the Corporation shall be three and the names and
addresses of the initial directors are:

Paul W. Nielsen                    1118 South Woodfield Road
                                   South Jordan, UT 84095

George R. Horton                   1340 East 130 North
                                   Springville, UT 84663

George A. Burch                    1541 Waterbury Drive
                                   Holladay, UT 84121

                           ARTICLE IX
                          INCORPORATORS

The name and address of each incorporator is:

NAME                                     ADDRESS

Rand M. Elison                 455 East 500 South, Suite 300
                               Salt Lake City, UT 84111


DATED this 15th day of December. 1998.


                                   By: /s/ Rand M. Elison


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STATE OF UTAH
                    )ss
COUNTY OF SALT LAKE

     1, Elaine MacFarlane, a Notary Public, hereby certify that
on the 16th day of March, 1998 personally appeared before me
Rand M. Elison, who, being by me first duly sworn, declared that
he is the person who signed the foregoing Articles of
Incorporation as incorporator, and that the statements contained
therein are true.

Dated this 15th day of December, 1998.

                                   By:/s/ Notary Public

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