Exhibit
3.1





ARTICLES
OF INCORPORATION


OF


ETELCHARGE.COM




The
undersigned proposes to form a corporation under the laws of the State of
Nevada, relating to private corporations, and to that end hereby adopts articles
of incorporation as follows:




ARTICLE  ONE


NAME




The name
of the corporation is ETELCHARGE.COM.




ARTICLE  TWO


LOCATION




The
registered office of this corporation is at 318 North Carson Street, Suite 214,
City of Carson City, State of Nevada, 89701. The resident agent is State Agent
and Transfer Syndicate, Inc.




ARTICLE  THREE


PURPOSES




This
corporation is authorized to carry on any lawful business or
enterprise.




ARTICLE  FOUR


CAPITAL
STOCK




The
amount of the total authorized capital of this corporation is $30,000 as
10,000,000 shares each with a par value of three tenths of a cent ($0.003). Such
shares are non-assessable.




ARTICLE  FIVE


DIRECTORS




The
initial governing board of this corporation shall be styled directors and shall
have one member. The name and address of the member of the first board of
directors is:




Carl O.
Sherman


318 North
Carson Street, Suite 214


Carson
City NV 89701







ARTICLE  SIX


ELIMINATING
PERSONAL LIABILITY




Officers
and directors shall have no personal liability to the corporation or its
stockholders for damages for breach of fiduciary duty as an officer or director.
This provision does not eliminate or limit the liability of an officer or
director for acts or omissions which involve intentional misconduct, fraud or a
knowing violation of law or the payment of distributions in violation of NRS
78.300.




ARTICLE  SEVEN


INCORPORATORS




The name
and address of the incorporator is: State Agent and Transfer Syndicate, Inc.,
318 North Carson Street, Suite 214, Carson City,
Nevada  89701.




ARTICLE  EIGHT


PERIOD
OF EXISTENCE




The
period of existence of this corporation shall be perpetual.




ARTICLE  NINE


AMENDMENT
OF ARTICLES OF INCORPORATION




The
articles of incorporation of the corporation may be amended from time to time by
a majority vote of all shareholders voting by written ballot in person or by
proxy held at any general or special meeting of shareholders upon lawful
notice.




ARTICLE  TEN


VOTING
OF SHARES




In any
election participated in by the shareholders, each shareholder shall have one
vote for each share of stock he owns, either in person or by proxy as provided
by law. Cumulative voting shall not prevail in any election by the shareholders
of this corporation.




IN
WITNESS WHEREOF the undersigned, STATE AGENT AND TRANSFER SYNDICATE, INC., for
the purpose of forming a corporation under the laws of the State of Nevada, does
make, file and record these articles, and certifies that the facts herein stated
are true; and I have accordingly hereunto set my hand this day, June 4,
1999.




INCORPORATOR:





/s/ Cher
Falk


Cher Falk
for


State
Agent and Transfer Syndicate, Inc.


STATE OF
NEVADA




COUNTY OF
CARSON CITY




On June
4, 1999, Cher Falk personally appeared before me, a notary public, and executed
the above instrument.




/s/ Liana
Comeaux


Liana Comeaux


Signature
of Notary







CERTIFICATE
OF ACCEPTANCE


OF
APPOINTMENT BY RESIDENT AGENT




State
Agent and Transfer Syndicate, Incorporated hereby certifies that on June 4,
1999, we accepted appointment as Resident Agent for the above named corporation
in accordance with Sec. 78.090, NRS 1957.




IN
WITNESS WHEREOF, I have hereunto set my hand this June 4, 1999.




/s/ Cher
Falk


Cher Falk
for


State
Agent and Transfer Syndicate, Inc.




-Remit
in Duplicate-


(filed
October 13, 2000)
 Certificate
of Amendment to Articles of Incorporation
 For
Nevada Profit Corporation
  (Pursuant
to NRS 78.385 and 78.390 – After issuance of Stock)


1. Name
of corporation:  eTelcharge.com, Inc.




2. The
articles have been amended as follows (provide article numbers, if
available):




ARTICLE
FOUR CAPITAL STOCK: The amount of the total authorized capital stock of this
corporation is $150,000 as 50,000,000 shares each with a par value of three
tenths of a cent ($0.003).  Such shares are
non-assessable.




3. The
vote by which the stockholders holding shares in the corporation entitling them
to exercise at least a majority of the voting power, or such greater proportion
of the voting power as may be required in the case of a vote by classes or
series, or as may be required by the provisions of the articles of incorporation
have voted in favor of the amendment is:  9,130,000




Signatures
(Required)




/s/ Carl
O.
Sherman                                                                                     and           /s/
[illegible]


President
or Vice
President                                                                      
Secretary or Asst. Secretary





*If any
proposed amendment would alter or change any preference or any relative or other
tight given to any class or series of outstanding shares, then the amendment
must be approved by the vote, in addition to the affirmative vote otherwise
required, of the holders of shares representing a majority of the voting power
of each class or series affected by the amendment regardless of limitations or
restrictions on the voting power thereof.




IMPORTANT:  Failure
to include any of the above information and remit the proper fees may cause this
filing to be rejected.







DEAN
HELLER
 Secretary
of State
 204
North Carson Street, Suite 1
 Carson
City, Nevada 89701-4299
 (775)
684 5708
 Website:
secretaryofstate.biz




Filed
      in the office of
              Dean
      Heller
              Secretary
      of State
              State of
      Nevada
            Document
      Number
              20050084985-81
              
              Filing
      Date and Time
              03/25/2005  3:16
      PM
              
              Entity
      Number
              C13914-1999Certificate
      of Amendment
              (PURSUANTTO NRS 78.385 and
      78.390





Important:
Read attached instructions before completing form.








Certificate
of Amendment to Articles of Incorporation




For
Nevada Profit Corporation









1.  Name
of corporation: ETELCHARGE.COM




2.  The
articles have been amended as follows (provide article numbers, if
available):




ARTICLE
III:                                
The amount of the total authorized capital of this corporation is 250,000,000
shares each with a par value of three tenths of one cent
($.003).  Such shares are non-assessable.




3.  The
vote b which the stockholders holding shares in the corporation entitling them
to exercise at least a majority or the voting power, or such greater proportion
of the voting power as may be required in the case of a vote by classes or
series, or as may be required by the provisions of the articles of incorporation
have voted in favor of the amendment is:  MAJORITY




4.  Effective
date of filing (optional):  3/25/05




5.  Officer
Signature (required):  /s/  [illegible]




*If any
proposed amendment would alter or change any preference or any relative or other
tight given to any class or series of outstanding shares, then the amendment
must be approved by the vote, in addition to the affirmative vote otherwise
required, of the holders of shares representing a majority of the voting power
of each class or series affected by the amendment regardless of limitations or
restrictions on the voting power thereof.




IMPORTANT:  Failure
to include any of the above information and remit the proper fees may cause this
filing to be rejected.









ROSS
MILLER
 Secretary
of State
 204
North Carson Street, Suite 1
 Carson
City, Nevada 89701-4299
 (775)
684 5708
 Website:
secretaryofstate.biz




Filed
      in the office of
              
              
              Ross
      Miller
              Secretary
      of State
              State of
      Nevada
            Document
      Number
              20070516119-12
              
              Filing
      Date and Time
              07/26/2007  8:00
      AM
              
              Entity
      Number
              C13914-1999Certificate
      of Amendment
              (PURSUANTTO NRS 78.385 and
      78.390








Certificate
of Amendment to Articles of Incorporation




For
Nevada Profit Corporation




(Pursuant
to NRS 78.385 and 78.390 – After issuance of Stock)




1.  Name
of corporation: ETELCHARGE.COM




2.  The
articles have been amended as follows (provide article numbers, if
available):




ARTICLE
III (three):




The
amount of the total authorized capital of this corporation is 400,000,000 shares
each with a par value of three tenths of one cent ($.003).  Such
shares are non-assessable.




3.  The
vote b which the stockholders holding shares in the corporation entitling them
to exercise at least a majority or the voting power, or such greater proportion
of the voting power as may be required in the case of a vote by classes or
series, or as may be required by the provisions of the articles of incorporation
have voted in favor of the amendment is:  MAJORITY




4.  Effective
date of filing (optional):  7/26/07




5.  Officer
Signature (Required):  /s/[illegible]




*If any
proposed amendment would alter or change any preference or any relative or other
tight given to any class or series of outstanding shares, then the amendment
must be approved by the vote, in addition to the affirmative vote otherwise
required, of the holders of shares representing a majority of the voting power
of each class or series affected by the amendment regardless of limitations or
restrictions on the voting power thereof.




IMPORTANT: Failure to include
any of the above information and remit the proper fees may cause this filing to
be rejected.