SECRETARY OF STATE


                                State of Nevada


                                Corporate Charter

     I, DEAN HELLER,  the duly elected and qualified  Nevada Secretary of State,
do hereby certify that GOLDTECH MINING CORPORATION did on November 12, 2003 file
in this office the original  Articles of  Incorporation;  that said Articles are
now on file and of record in the office of the  Secretary  of State of the State
of Nevada, and further,  that said Articles contain all the provisions  required
by the law of said State if Nevada.


     IN WITNESS WHEREOF,  I have hereunto set my hand and affixed the Great Seal
of State, at my office, in Carson City, Nevada, on November 13, 2003.

                                                /S/ DEAN HELLER



                                                    DEAN HELLER
                                                Secretary of State


                                                    Laurie Freeman
                                                By  Certification Clark



                            ARTICLES OF INCORPORATION
                                       OF
                           GOLTECH MINING CORPORATION

     The  undersigned  natural persons of the age of eighteen (18) years or more
acting as incorporator  of a corporation  under the Nevada Revised Civil Statute
78, hereby adopts the following Articles of Incorporation:

                                    ARTICLE I

                                      NAME

The name of the  corporation  (hereinafter  called  "Corporation")  is  Goldtech
Mining Corporation.

                                   ARTICLE II

                               PERIOD OF DURATION
                               ------------------

The period of duration of the Corporation is perpetual.

                                   ARTICLE III

                               PURPOSES AND POWERS
                               -------------------

     The purpose for which this  Corporation  is  organized  is to engage in the
business of investing in  investments  of all forms and nature and to engage any
and all other lawful business.

                                   ARTICLE IV

                                 CAPITALIZATION
                                 --------------

     The total  number of shares of stock which the  Corporation  shall have the
authority to issue is one hundred million  (100,000,000)  shares,  consisting of
ninety-five  million  (95,000,000)  shares of Common Stock having a par value of
$.oo1 per shares and five million (5,000,000) shares of Preferred Stock having a
par value of $.oo1 per share.

     A. Preferred Stock

     The Board of Directors is authorized, subject to the limitations prescribed
     by law and the provisions of this Article, to provide for the issuance of
     the shares of Preferred Stock in series, and by filings a certificate
     pursuant to the applicable law of the State of Nevada, to establish from
     time to time the number of shares to be included in each suxh series and to
     fix the designation, powers, preferences and rights of the shares of each
     such series and the qualifications, limitations or restrictions thereof.






          1.  authority of the Board with respect to each series shall  include,
     but not limited to., determination of the following.:

               a.  The  number  of  shares  constituting  that  series  and  the
          distinctive designation of that series;

               b.  The  dividend  rate on the  shares  of that  series,  whether
          dividends  shall be  cumulative,  and if so, from which date or dates,
          and the relative  rights of priority,  if any, of payment of dividends
          on shares of that series;

               c. Whether that series shall have voting  rights,  in addition to
          the voting rights provided by law, and if so, the terms of such voting
          rights;

               d. Whether that series shall have  conversion  privileges and, if
          so, the terms and conditions of such conversions,  including provision
          for  adjustments of the conversion rate in such events as the Board of
          Directors shall determine;

               e. Whether or not the shares of that series  shall be  redeemable
          and, if so, the terms and conditions of such redemption, including the
          dates upon or after which they shall be redeemable  and the amount per
          share  payable  in case of  redemption,  which  amount  may vary under
          different conditions and at different redemption dates;

               f.  Whether  that  series  shall  have a  sinking  fund  for  the
          redemption  or purchase of shares of that series and, if so, the terms
          and amount of such sinking fund;

               g. The  rights  of the  shares  of that  series  in the  event of
          voluntary or involuntary liquidation, dissolution or winding up of the
          Corporation,  and the relative rights of priority,  if any, of payment
          of shares of that series; and

               h. Any other relative rights, preferences and limitations of that
          series; and

          2. Dividends on outstanding shares of Preferred Stock shall be paid or
     declared and set apart for payment,  before any dividends  shall be paid or
     declared and set apart for payment on Common Stock with respect to the same
     dividend period.

          3. If upon any voluntary or involuntary  liquidations,  dissolution or
     winding up of the  Corporation,  the assets  available for  distribution to
     holders of shares of Preferred  Stock of all series shall be insufficient t
     pay such holders the full  preferential  amount to which they are entitled,
     then such  assets  shall be  distributed  ratably  among the  shares of all
     series of Preferred  Stock in accordance  with the respective  preferential
     amounts  (including  unpaid  cumulative  dividends,  if any)  payable  with
     respect thereto.
<PAGE>

          4.  Unless  otherwise  provided  in any  resolution  of the  Board  of
     Directors  providing for the issuance of any particular series of Preferred
     Stock,  no holder of Preferred  Stock shall have any  pre-emptive  right as
     such holder to  subscribe  for,  purchase or receive any part of any new or
     additional  issue or  capital  stock  of any  class  or  series,  including
     unissued and treasury stock, or obligations or other securities convertible
     into or exchangeable for capital or opinions to subscribe for,  purchase or
     receive  any  capital  stock  of  any  class  or  series,  whether  now  or
     hereinafter  authorized and whether issued for cash or other  consideration
     or by way of dividend.

II.  Common Stock

          1. Subject to the prior and superior rights of the Preferred Stock and
     on the  conditions  set forth in the foregoing  parts of this article or in
     any resolution of the Board of Directors  providing for the issuance of any
     particular  series of Preferred  Stock,  and not otherwise,  such dividends
     (payable in cash,  stock or otherwise) as may be determined by the Board of
     Directors  may be declared  and paid on the Common  Stock from time to time
     out of any funds legally available therefore.

          2.  Except  as  otherwise  provided  by law,  by this  Certificate  of
     incorporation or by the resolution or resolutions of the Board of Directors
     providing  for the issue of any series of the Preferred  Stock,  the Common
     Stock, shall have the exclusive right to vote for the election of directors
     and for all other purposes,  each holder of the Common Stock being entitled
     to one vote for each share hold.

          3. Upon any liquidation, dissolution or winding up of the Corporation,
     whether  voluntary or  involuntary,  and after the holders of the Preferred
     Stock respectively shall be entitled, or a sum sufficient for such payments
     in assets Stock in accordance with their respective rights and interest, to
     the exclusion of the holders of the Preferred Stock.


<PAGE>

                                    ARTICLE V

                           REGISTERED OFFICE AND AGENT

     The name  and  address  of the  corporation's  registered  agent is Rita S.
Dickson, 1161 Ambassador Dr. Reno NV 89523

                                   ARTICLE VI

                                    Directors

     The Corporation shall be governed by a Board of Directors consisting of one
director or such number which shall be fixed the  Corporation's  bylaws the name
and address of the initial director is

                         Name                      Address

                         Ralph Jordan              4909 Waters Edge Dr. #160
                                                   Raleigh, NC  27606


                                   ARTICLE VII

                       LIABILITY OF OFFICERS AND DIRECTORS

     A  director  or  officer  of the  Corporation  shall  not be  liable to the
Corporation  or its  shareholders  for damages for breach of fiduciary duty as a
director or officer unless the act or omission involves intentional  misconduct,
fraud,  a knowing  violation  of law or the payment of an  unlawful  dividend in
violation of NRS 78.300.

                                   ARTICLE IX

                    INDEMNIFICATION OF DIRECTORS AND OFFICERS

     The  Corporation  shall  indemnify any and all persons who may serve or who
have served at any time as  directors  or officers or who, at the request of the
Board of Directors of the  Corporation,  may serve or at any time have served as
directors or officers of another  corporation  in which the  Corporation at such
time owned or may own  shares of stock or of which it was or may be a  creditor,
and their respective heirs, administrators,  successors and assigns, against any
and all  expenses,  including  amounts  paid upon  judgments,  counsel  fees and
amounts paid in  settlement  (before or after each is  commenced),  actually and
necessarily by such persons in connection  with the defense or settlement of any
claim,  action,  suit or  proceeding  in  which  they or any of  them,  are made
parties,  or a party,  or which may be asserted  against them or any of them, by
reason of being or having been directors or officers of the  Corporation,  or of
such  other  corporation,  except in  relation  to  matters as to which any such
director or officer of the Corporation,  or of such other  corporation or former
director  or  officer  or  person  shall  be  adjudged  in any  action,  suit or
proceeding to be liable for his own negligence or misconduct in the  performance
of his duty.  Such  indemnification  shall be in addition to any other rights to
which those  indemnified may be entitled under any law, by law,  agreement,  and
vote of shareholders or otherwise.


DATED this 3rd day of November 2003.                 Incorporator:

                                                     /s/ Hank Vanderkam
                                                     ------------------
                                                     Hank Vanderkam
                                                     Vanderkam & Associates
                                                     1301 Travis, # 1200
                                                     Houston, TX 77002


STATE OF TEXAS             $
                           $
COUNTRY OF BARRIS          $

     On Nov 3,  2003  personally  appeared  before  me,  a Notary  Public,  Hank
Vanderkam who  acknowledged  that he executed the above document in his capacity
as Incorporator of Goldtech Mining Corporation.


                                        ________________________________
                                       Notary Public for the State of Texas