Exhibit 3.1


RESTATED CERTIFICATE OF INCORPORATION
OF
nSTOR TECHNOLOGIES, INC.

     The undersigned hereby certifies that the following Restated
Certificate of Incorporation of nStor Technologies, Inc. (the
"Corporation") was duly adopted in accordance with Section 245 of
the Delaware General Corporation Law.  This Restated Certificate of
Incorporation restates and integrates but does not further amend
the Certificate of Incorporation.  The original Certificate of
Incorporation (previously filed under the name of Pacific Coast
Properties, Inc.) was filed with the Secretary of State of Delaware
on November 23, 1959, a subsequent Restated Certificate of
Incorporation (previously filed under the name of Communications &
Cable Inc.), as amended, was filed in Delaware on July 21, 1987,
and a subsequent Restated Certificate of Incorporation was filed in
Delaware on June 22, 1998.

     ARTICLE FIRST:  The name of the Corporation is nSTOR
TECHNOLOGIES, INC.

     ARTICLE SECOND:  The address of the Corporation's registered
office in the State of Delaware is 15 E. North Street, City of
Dover, Delaware 19901, County of Kent.  The name of its registered
agent at such address is United Corporate Services, Inc.

     ARTICLE THIRD:  The nature of the business or purposes to be
conducted or promoted by the Corporation is to engage in any lawful
act or activity for which corporations may be organized under the
General Corporation Law of Delaware.

     ARTICLE FOURTH:  (a) The total number of shares which the
Corporation is authorized to issue is forty-one million
(41,000,000).  The Corporation is authorized to issue two classes
of shares to be designated, respectively, "Preferred Stock" and
Common Stock."  The number of shares of Preferred Stock authorized
to be issued is one million (1,000,000) and the number of shares of
Common Stock authorized to be issued is forty million (40,000,000). 
The Preferred Stock shall have a par value of $.01 per share and
the Common Stock shall have a par value of $.05 per share.  The
aggregate par value of all shares of Preferred Stock is $10,000 and
the aggregate par value of all shares of Common Stock is
$2,000,000.

(b)  The shares of Preferred Stock may be issued from time to time
in one or more series.  The Board of Directors is authorized,
subject to limitations prescribed by law and the provisions of this
Article Fourth, to provide for the issuance of the shares of
Preferred Stock in series, and by filing a certificate pursuant to
the applicable law of the State of Delaware, to establish from time
to time the number of shares to be included in each such series,
and to fix the designation, powers, preferences and the rights of
the shares of each such series and the qualifications, limitations
or restrictions thereof.

(c)  The authority of the Board with respect to each series shall
include, but not be limited to, determination of the following:


  (i)  The number of shares constituting that series and the
distinctive designation of the series;

  (ii)  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;

  (iii)  Whether that series shall have voting rights, in addition
to any voting rights provided by law, and, if so, the terms of such
voting rights and whether the series shall have the right to vote
cumulatively;

  (iv)  Whether that series shall have conversion privileges, and,
if so, the terms and conditions of such conversion, including
provision for adjustment of the conversion rate in such events as
the Board of Directors shall determine;

  (v)  Whether or not the shares of that series shall be
redeemable, and, if so, the terms and conditions of such
redemption, including the date or 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;

  (vi)  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;

  (vii)  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;

  (viii)  Any other relative or participating rights, preferences
and limitations of that series.

(d)   The number of authorized shares of Preferred Stock may be
increased or decreased by the affirmative vote of the holders of a
majority of the stock of the Corporation that is entitled to vote
without a class vote of the Preferred Stock or any class or series
thereof, except as may otherwise be provided in the resolution or
resolutions affixing the voting rights of such class or series.

(e)   Attached hereto as Exhibits 1, 2 and 3 are copies of the
Certificates of Designation of the Series A, Series C and Series D
Convertible Preferred Stock filed with the Secretary of State on
September 30, 1998, September 30, 1998 and October 29, 1998,
respectively, which Certificates created separate series of
Preferred Stock and each of which sets forth the rights and
preferences of each series.

     ARTICLE FIFTH:  The Corporation shall have perpetual
existence.

     ARTICLE SIXTH:  In furtherance and not in limitation of the
powers conferred by statute, the Board of Directors is expressly
authorized to make, alter, amend or repeal the bylaws of the
Corporation, except to the extent that the bylaws or this
Certificate of Incorporation otherwise provide.

     ARTICLE SEVENTH:  The number of directors of the Corporation
shall be fixed and may be altered from time to time in the manner
provided in the bylaws of the Corporation, and vacancies in the
Board of Directors and newly created directorships resulting from
any increase  in the authorized number of directors may be filled,
and directors may be removed, as provided in the bylaws.

     ARTICLE EIGHTH:  At all elections of directors of the
Corporation, each holder of Common Stock shall be entitled to as
many votes as shall equal the number of votes which (except for
such provision as to cumulative voting) he would be entitled to
cast for the election of directors with respect to his shares of
Common Stock multiplied by the number of directors to be elected by
him, and he may cast all of such votes for a single director or may
distribute them among the number to be voted for, or for any two or
more of them as he may see fit.

     ARTICLE NINTH:  Meetings of stockholders may be held within or
without the State of Delaware, as the bylaws may provide.  The
books of the Corporation may be kept (subject to any provision
contained in the statutes) outside the State of Delaware at such
place or places as may be designated from time to time by the Board
of Directors or in the bylaws of the Corporation.

     ARTICLE TENTH:  To the fullest extent permitted by the
Delaware General Corporation Law, as the same exists or as may
hereafter be amended, a director of the Corporation shall not be
personally liable to the Corporation or its stockholders for
monetary damages for breach of fiduciary duty as a director. 
Neither any amendment nor repeal of this Article Tenth, nor the
adoption of any provision of this Certificate of Incorporation
inconsistent with this Article Tenth, shall eliminate or reduce the
effect of this Article Tenth in respect of any matter occurring, or
any cause of action, suit or claim that, but for this Article
Tenth, would accrue or arise, prior to such amendment, repeal or
adoption of an inconsistent provision.

     ARTICLE ELEVENTH:  The election of directors need not be by
written ballot unless a stockholder demands election by written
ballot at a meeting of stockholders before the voting begins.

     ARTICLE TWELFTH:  The Corporation reserves the right to amend,
alter, change or repeal any provision contained in this Certificate
of Incorporation, in the manner now or hereafter prescribed by
statute, and all rights conferred upon stockholders herein are
granted subject to this reservation.



     IN WITNESS WHEREOF, I have hereunto set my hand this 18TH day
of November, 1998.


STOR TECHNOLOGIES, INC.

     /s/ Mark F. Levy
By:_______________________________
    Mark F. Levy, Vice President





          Exhibits 1, 2 and 3 are omitted here.
          See Exhibit 4.2, 4.5 and 4.6 for 
          incorporation by reference of these
          exhibits.