ARTICLES OF INCORPORATION

                                       OF

                     TRANSPACIFIC INTERNATIONAL GROUP CORP.

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      FIRST: The name of this corporation is:

                     TRANSPACIFIC INTERNATIONAL GROUP CORP.

      SECOND: Its principal office in the State of Nevada is located at 502 East
John Street,  Carson City,  Nevada,  89706. The name and address of its resident
agent is CSC Services of Nevada, Inc., at the above address.

      THIRD:  The nature of the business or objects or purposes  proposed may be
organized under the General Corporation Law of the State of Nevada;

      To engage in any  lawful act or  activity  for which  corporations  may be
organized under the General Corporation Law of the State of Nevada.

      FOURTH:  The total  authorized  capital stock of the corporation is Twenty
Million (20,000,000) Shares With A Par Value of $0.0001 Per Share.

      FIFTH: The governing board of this corporation shall be known as directors
and the number of  directors  may from time to time be increased or decreased in
such manner as shall be provided  in the by-laws of this  corporation,  provided
that the number of directors  shall not be reduced less than one unless there is
less than one stockholder.

The name and post office address of the first board of directors, which shall be
three in number, is as follows:

         NAME                                      POST OFFICE ADDRESS

Hong Cao                                  203 Howard St., Waverly, NY 14892
David Chang                               401 Broadway, Ste 1207, NY, NY 10013
Tommy Chio                                Bank of China Bldg., 27/F A D Avenida,
                                          Doutor Mario, Soares, Macao

      SIXTH: The capital stock,  after the amount of the subscription  price, or
par value, has been paid in, shall not be subject to assessment to pay the debts
of the corporation.


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      SEVENTH:  The name and post office address of the incorporator signing the
articles of incorporation is as follows:

         NAME                                    POST OFFICE ADDRESS

Sharon Branscome                                 1013 Centre Road
                                                 Wilmington, DE 19805

      EIGHTH: The corporation is to have perpetual existence.

      NINTH:  In  furtherance  and not in limitation of the powers  conferred by
statue, the board of directors is expressly authorized,  subject to the by-laws,
if any, adopted by the shareholders,  to make, alter or amend the by-laws of the
corporation.

      TENTH: Meetings of stockholders may be held outside of the State of Nevada
at such place or places as may be  designated  from time to time by the board of
directors or in the by-laws of the corporation.

      ELEVENTH:  This corporation  reserves the right to amend, alter, change or
repeal any provision  contained in the articles of incorporation,  in the manner
now or hereafter  prescribed,  and all rights conferred upon stockholders herein
are granted subject to this reservation.

      I, THE UNDERSIGNED,  being the sole  incorporator  herein before named for
the purpose of forming a corporation  pursuant to the General Corporation Law of
the State of Nevada,  do make and file these articles of  incorporation,  hereby
declaring and certifying  that the facts herein stated are true, and accordingly
have hereunto set my hand this sixth day of October, A.D. 1995.

                                                  /s/ Sharon Branscome
                                                  -----------------------------
                                                  Sharon Branscome, Incorporator