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                                                                     EXHIBIT 3.1

                            ARTICLES OF INCORPORATION

                                       OF

                            POLYMER SOLUTIONS, INC.,

                          AS AMENDED BY AMENDMENT NO. 1

         The undersigned, to form a Nevada corporation, CERTIFIES THAT:

         I        NAME: The name of the corporation is:

         POLYMER SOLUTIONS, INC.

         II       REGISTERED OFFICE; RESIDENT AGENT: The location of the
registered office of this corporation within the State of Nevada is 6100 Neil
Road, Suite 500, Reno, Nevada 89505; this corporation may maintain an office or
offices in such other place within or without the State of Nevada as may be from
time to time designated by the Board of Directors or by the By-Laws of the
corporation; and this corporation may conduct all corporation business of every
kind or nature, including the holding of any meetings of directors or
shareholders, inside or outside the State of Nevada, as well as without the
State of Nevada.

         The current* Resident Agent for the corporation is Woodburn and Wedge,
6100 Neil Road, Suite 500, Reno, Nevada 89505.

         III      PURPOSE: The purpose for which this corporation is formed is:
To engage in any lawful activity.

         IV       AUTHORIZATION OF CAPITAL STOCK: The amount of the total
authorized capital of the Corporation shall be ONE HUNDRED FOUR THOUSAND Dollars
($104,000) consisting of One Hundred Million (100,000,000) shares of Common
Stock, par value $.001 per share, and FOUR MILLION (4,000,000) shares of
Preferred Stock, par value $.001 per share.

         V        INCORPORATOR: The name and post office address of the
Incorporator signing these Articles of Incorporation is as follows:

<TABLE>
<CAPTION>
     NAME                               POST OFFICE ADDRESS
     ----                               -------------------
<S>                                <C>
Willett Y. Smith                   1025 Ridgeview Drive, Suite 400

                                   Reno, Nevada 89509
</TABLE>

         VI       DIRECTORS: The governing board of this corporation shall be
known as directors, and the first Board shall consist --------- of one (1)
director.

         So long as all of the shares of this corporation are owned beneficially
and of record by ether one or two shareholders, the number of Directors may be
fewer than three, but not fewer than the number of shareholders.

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         The number of directors may, pursuant to the By-Laws, be increased or
decreased by the Board of Directors, provided there shall be no less than one
(l) nor more than nine (9) Directors.

         The name and post office address of the director constituting the first
Board of Directors is as follows:

<TABLE>
<CAPTION>
    NAME                                   POST OFFICE ADDRESS
    ----                                   -------------------
<S>                                   <C>
RITA S. DICKSON                       1025 Ridgeview Drive, Suite 400

                                      Reno, Nevada 89509
</TABLE>

         VII      STOCK NON-ASSESSABLE: The capital stock, or the holders
thereof, after the amount of the subscription price has been paid in, shall not
be subject to any assessment whatsoever to pay the debts of the corporation.

         VIII     TERM OF EXISTENCE: This corporation shall have perpetual
existence.

         IX       CUMULATIVE VOTING: No cumulative voting shall be permitted in
the election of directors.

         X        PREEMPTIVE RIGHTS: Shareholders shall not be entitled to
preemptive rights.

         XI       LIMITED LIABILITY: No officer or director of the Corporation
shall be personally liable to the Corporation or its stockholders for monetary
damages for breach of fiduciary duty as an officer or director, except for
liability (i) for any breach of the officer or director's duty of loyalty to the
Corporation or its Stockholders, (ii) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, or (iii) for
any transaction from which the officer or director derived any improper personal
benefit. If the Nevada General Corporation Law is amended after the date of
incorporation to authorize corporate action further eliminating or limiting the
personal liability of officers or directors, then the liability of an officer or
director of the Corporation shall be eliminated or limited to the fullest extent
permitted by the Nevada General Corporation Law, or amendments thereto. No
repeal or modification of this paragraph shall adversely affect any right or
protection of an officer or director of the Corporation existing at the time of
such repeal or modification.

         XII      INDEMNIFICATION: Each person who was or is made a party or is
threatened to be made a party to or is involved in any action, suit or
proceeding, whether civil, criminal, administrative or investigative
(hereinafter a "proceeding"), by reason of the fact that he or she, or a person
for whom he or she is the legal representative, is or was an officer or director
of the Corporation or is or was serving at the request of the Corporation as an
officer or director of another corporation or of a partnership, joint venture,
trust or other enterprise, including service with respect to employee benefit
plans whether the basis of such proceeding is alleged action in an official
capacity as an officer or director or in any other capacity while serving as an
officer or director shall be indemnified and held harmless by the Corporation to
the fullest extent authorized by the Nevada General Corporation Law, as the same
exists or may hereafter be amended, (but, in the case of any such amendment,
only to the extent that such amendment permits the Corporation to provide
broader indemnification rights than said law permitted time Corporation to
provide prior to such amendment), against all expense, liability and loss
(including attorneys' fees, judgments, fines, excise taxes or penalties and
amounts to be paid in

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settlement) reasonably incurred or suffered by such person in connection
therewith and such indemnification shall continue as to a person who has ceased
to be an officer or director and shall inure to the benefit of his or her heirs,
executors and administrators; provided, however, that except as provided herein
with respect to proceedings seeking to enforce rights to indemnification, the
Corporation shall indemnify any such person seeking indemnification in
connection with a proceeding (or part thereof) initiated by such person only if
such proceeding (or part thereof) was authorized by the Board of Directors of
the Corporation. The right to indemnification conferred in this Section shall be
a contract right and shall include the right to be paid by the Corporation the
expenses incurred in defending any such proceeding in advance of its final
disposition; provided, however, that, if the Nevada General Corporation Law
requires the payment of such expenses incurred by an officer or director in his
or her capacity as an officer or director (and not in any other capacity in
which service was or is rendered by such person while an officer or director,
including, without limitation, service to an employee benefit plan) in advance
of the final disposition of a proceeding, payment shall be made only upon
delivery to the Corporation of an undertaking, by or on behalf of such officer
or director to repay all amounts so advanced if it shall ultimately be
determined that such officer or director is not entitled to be indemnified under
this Section or otherwise.

         If a claim hereunder is not paid in full by the Corporation within
ninety days after a written claim has been received by the Corporation, the
claimant may, at an time thereafter, bring suit against the Corporation to
recover the unpaid amount of the claim and, if successful, in whole or in part,
the claimant shall be entitled to be paid the expense of prosecuting such claim.
It shall be a defense to any such action (other than an action brought to
enforce a claim for expenses incurred in defending any proceeding in advance of
its final disposition where the required undertaking, if any, is required, has
been tendered to the Corporation) that the claimant has not met the standards of
conduct which make it permissible under the Nevada General Corporation Law for
the Corporation to indemnify the claimant for the amount claimed, but the burden
of providing such defense shall be on the Corporation. Neither the failure of
the Corporation (including its Board of Directors, independent legal counsel, or
its stockholders) to have made a determination prior to the commencement of such
action that indemnification of the claimant is proper in the circumstances
because he or she has met the applicable standard of conduct set forth in the
Nevada General Corporation Law, nor an actual determination by the Corporation
(including its Board of Directors, independent legal counsel, or its
stockholders) that the claimant has not met such applicable standard of conduct,
shall be a defense to the action or create a presumption that the claimant has
not met the applicable standard of conduct.

         The right to indemnification and the payment of expenses incurred in
defending a proceeding in advance of its final disposition conferred in this
Section shall not be exclusive of any other right which any person may have or
hereafter acquire under any statute, provision of the Certificate of
Incorporation, By-Law, agreement, vote of Stockholders or disinterested
directors or otherwise.

         The Corporation may maintain insurance, at its expense, to protect
itself and any officer director, employee or agent of the Corporation or another
corporation, partnership, joint venture, trust or other enterprise against any
expense, liability or loss, whether or not the Corporation would have the power
to indemnify such person against such expense, liability or loss under the
Nevada General Corporation Law.

         The Corporation may, to the extent authorized from time to time by the
Board of Directors, grant rights to indemnification to any employee or agent of
the Corporation to the fullest extent of the provisions of this section with
respect to the indemnification and advancement of expenses of officers and
directors of the Corporation or individuals serving at the request of the
Corporation as an officer,

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director, employee or agent of another corporation or of a partnership, joint
venture, trust or other enterprise.

         THE UNDERSIGNED, being the Incorporator hereinbefore named for the
purpose of forming a corporation pursuant to the General Corporation Law of the
State of Nevada, does make and file these Articles of Incorporation, hereby
declaring and certifying the facts herein stated are true, and, accordingly, has
hereunto set her hand this 1st day of MAY, 1996.

         /s/ WILLETT Y. SMITH
         -----------------------------

         Willett Y. Smith

Notes:

         Amendment No. 1 approved by the Board of Directors on June 11, 2001 and
approved by the Stockholders of the Company on August 15, 2002.

         *Effective October 2000, the corporation changed its Resident Agent to
Woodburn and Wedge.

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