DENALI CONCRETE MANAGEMENT, INC.
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                                     By-Laws
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ARTICLE  I     MEETINGS  OF  STOCKHOLDERS
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     1. Stockholders meetings shall be held in the office of the Corporation, at
Carson  City,  NV,  or at such other place or places as the directors shall from
time  to  time  determine.

     2. The annual meeting of the Stockholders of this Corporation shall be held
at  11  A.M.,  on  the  10th. day of December of each year beginning in 2000, at
which time there shall be elected by the Stockholders of the Corporation a Board
of  Directors  for  the  ensuing  year, and the Stockholders shall transact such
other  business  as  shall  properly  come  before  them.

     3.  A notice setting out the time and place of such annual meeting shall be
mailed postage prepaid to each of the Stockholders of record, at his address and
as  the  same  appears  on  the stock book of the company, or if no such address
appears,  at  his  last known place of business, at least ten (10) days prior to
the  annual  meeting.

     4.  If  a  quorum  is  not  present at the annual meeting, the Stockholders
present,  in  person  or  by  proxy, may adjourn to such future time as shall be
agreed  upon  by  them,  and notice of such adjournment shall be mailed, postage
prepaid,  to  each Stockholder of record at least ten (10) days before such date
to which the meeting was adjourned; but if a quorum is present, they may adjourn
from  day  to  day  as  they  see fit, and no notice of such adjournment need be
given.

     5.  Special  meetings  of the Stockholders may be called at any time by the
President;  by all of the Directors provided there are no more than three, or if
more than three, by any three Directors; or by the holder of a majority share of
the  capital stock of the Corporation. The Secretary shall send a notice of such
called  meeting to each Stockholder of record at least ten (10) days before such
meeting,  and such notice shall state the time and place of the meeting, and the
object  thereof.  No business shall be transacted at a special meeting except as
stated in the notice to the Stockholders, unless by unanimous consent of all the
Stockholders  present,  either  in  person  or  by  proxy,  all such stock being
represented  at  the  meeting.

     6.  A  majority of the stock issued and outstanding, either in person or by
proxy,  shall constitute a quorum for the transaction of business at any meeting
of  the  Stockholders.


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     7.  Each  Stockholder shall be entitled to one vote for each share of stock
in his own name on the books of the company, whether represented in person or by
proxy.

     8.  All  proxies  shall  be  in  writing  and  signed.

     9. The following order of business shall be observed at all meetings of the
Stockholders  so  far  as  is  practicable:

               a.   Call  the  roll;
               b.   Reading,  correcting,  and  approving  of the minutes of the
                    previous  meeting;
               c.   Reports  of  Officers;
               d.   Reports  of  Committees;
               e.   Election  of  Directors;
               f.   Unfinished  business;.  and
               g.   New  business.

ARTICLE  II     STOCK
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     1.  Certificates  of  stock  shall  be  in  a  form adopted by the Board of
Directors  and  shall  be  signed  by  the  President  and.  Secretary  of  the
Corporation.

     2. All certificates shall be consecutively numbered; the name of the person
owning the shares represented thereby, with the number of shares and the date of
issue  shall  be  entered  on  the  company's  books.

     3.  All  certificates  of stock transferred by endorsement thereon shall be
surrendered  by  cancellation  and  new  certificates issued to the purchaser or
assignee.

ARTICLE  III     DIRECTORS
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     1.  A  Board  of  Directors, consisting of at least one (1) person shall be
chosen  annually  by  the Stockholders at their meeting to manage the affairs of
the  company. The Directors' term of office shall be one year, and Directors may
be  re-elected  for  successive  annual  terms.

     2.  Vacancies  on the Board of Directors by reason of death, resignation or
other  causes  shall be filled by the remaining Director or Directors choosing a
Director  or  Directors  to  fill  the  unexpired  term.


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     3.  Regular  meetings of the Board of Directors shall be held at 1 P.M., on
the  10th.  day  of December of each year beginning in 2000 at the office of the
company  at  Carson  City,  NV,  or  at such other time or place as the Board of
Directors  shall  by  resolution  appoint; special meetings may be called by the
President  or any Director giving ten (10) days notice to each Director. Special
meetings may also be called by execution of the appropriate waiver of notice and
call  when executed by a majority of the Directors of the company. A majority of
the  Directors  shall  constitute  a  quorum.

     4.  The  Directors  have the general management and control of the business
and  affairs  of  the  company  and  shall  exercise  all the powers that may be
exercised  or  performed by the Corporation, under the statutes, the Articles of
Incorporation,  and  the  By-Laws. Such management will be by equal vote of each
member  of  the  Board of Directors with each board member having an equal vote.

     5.  A resolution, in writing, signed by all or a majority of the members of
the  Board  of  Directors,  shall constitute action by the Board of Directors to
effect  therein  expressed,  with  the  same  force  and  effect  as though such
resolution  has been passed at a duly convened meeting; and it shall be the duty
of  the  Secretary  to  record  every  such resolution in the Minute Book of the
Corporation  under  its  proper  date.

ARTICLE  IV     OFFICERS
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     1.  The officers of this company shall consist of: a President, one or more
Vice President(s), Secretary, Treasurer, Resident Agent, and such other officers
as  shall, from time to time, be elected or appointed by the Board of Directors.

     2.  The  PRESIDENT  shall  preside at all meetings of the Directors and the
Stockholders  and  shall have general charge and control over the affairs of the
Corporation  subject to the Board of Directors. He shall sign or countersign all
certificates,  contracts  and other instruments of the Corporation as authorized
by  the  Board  of  Directors  and  shall  perform  all such other duties as are
incident  to  his  office  or  are  required  by  him by the Board of Directors.

     3.  The VICE PRESIDENT shall exercise the functions of the President during
the  absence  or disability of the President and shall have such powers and such
duties  as  may  be assigned to him from time to time by the Board of Directors.

     4.  The  SECRETARY  shall issue notices for all meetings as required by the
By-Laws,  shall  keep a record of the minutes of the proceedings of the meetings
of the Stockholders and Directors, shall have charge of the corporate books, and
shall  make  such  reports  and perform such other duties as are incident to his
office,  or  properly  required  of  him  by the Board of Directors. He shall be
responsible  that  the  corporation  complies  with Section 78.105 of the Nevada
Corporation  laws and supplies to the Nevada Resident Agent or Registered Office
in Nevada, and maintain, any and all amendments or changes to the By-Laws of the


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Corporation.  In  compliance  with  Section  78.105,  he will also supply to the
Nevada  Resident  Agent  or registered Office in Nevada, and maintain, a current
statement setting out the name of the custodian of the stock ledger or duplicate
stock ledger, and the present and complete Post Office address, including street
and  number, if any, where such stock ledger or duplicate stock ledger specified
in  the  section  is  kept.

     5. The TREASURER shall have the custody of all monies and securities of the
Corporation and shall keep regular books of account. He shall disburse the funds
of the Corporation in payment of the just demands against the Corporation, or as
may  be  ordered  by  the  Board  bf  Directors, making proper vouchers for such
disbursements  and  shall render to the Board of Directors from time to time, as
may  be  required of him, an account of all his transactions as Treasurer and of
the financial condition of the Corporation. He shall perform all duties incident
to  his  office or which are properly required of him by the Board of Directors.

     6.  The  RESIDENT  AGENT  shall be in charge of the Corporations registered
office  in the State of Nevada, upon whom process against the Corporation may be
served  and  shall  perform  all  duties  required  of  him  by  statute.

     7. The salaries of all offices shall be fixed by the Board of Directors and
may  be  changed  from  time  to  time  by  a  majority  vote  of  the  board.

     8.  Each such officer shall serve for a term of one (1) year or until their
successors are chosen and qualified. Officers may be re-elected or appointed for
successive  annual  terms.

     9. The Board of Directors may appoint such other officers and agents, as it
shall  deem  necessary or expedient, who shall hold their offices for such terms
and  shall  exercise  such powers and perform such duties as shall be determined
from  time  to  time  by  the  Board  of  Directors.

ARTICLE  V     INDEMNIFICATION  OF  OFFICERS  AND  DIRECTORS
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     1.  The  Corporation  shall  indemnify  any  and  all  of its Directors and
Officers,  and  its  former  Directors  and Officers, or any person who may have
served  at  the  Corporation's  request  as  a  Director  or  Officer of another
Corporation  in  which  it  owns  shares  of  capital  stock or of which it is a
creditor,  against  expenses  actually  and  necessarily  incurred  by  them  in
connection  with the defense of any action, suit or proceeding in which they, or
any  of  them,  are  made parties, or a party, by reason of being or having been
Director(s)  or  Officer(s)  of  the  Corporation, or of such other Corporation,
except,  in  relation  to  matters  as  to which any such director or officer or
former  Director  or Officer or person shall be adjudged in such action, suit or
proceeding to be liable for negligence or misconduct in the performance of duty.
Such  indemnification shall not be deemed exclusive of any other rights to which
those indemnified may be entitled, under By-Law, agreement, vote of Stockholders
or  otherwise.


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ARTICLE  VI     AMENDMENTS
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     1.  Any  of  these  By-Laws  may  be  amended  by  a  majority  Vote of the
Stockholders  at  any meeting or at any special meeting called for that purpose.

     2.  The  Board  of  Directors  may  amend  the  By-Laws or adopt additional
By-Laws, but shall not alter or repeal any By-Law adopted by the Stockholders of
the  company.
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CERTIFIED  TO  BE  THE  BY-LAWS  OF:
DENALI  CONCRETE  MANAGEMENT,  INC.



BY:________________________________
      Secretary


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