EXHIBIT 2.1
                               ARTICLES OF MERGER

                        LASER MORTGAGE MANAGEMENT, INC.
                            (a Maryland corporation)

                                      INTO

                        LASER MORTGAGE MANAGEMENT, INC.
                            (a Delaware corporation)

     This is to certify that:

     FIRST: LASER MORTGAGE MANAGEMENT, INC., a Maryland corporation (the "Merged
Corporation"), and LASER MORTGAGE MANAGEMENT, INC., a Delaware corporation (the
"Successor Corporation"), agree to merge.

     SECOND: The Merged Corporation is incorporated in the State of Maryland.
The Successor Corporation was incorporated in the State of Delaware under the
General Corporation Law of the State of Delaware on May 1, 2001.

     THIRD: The merger shall become effective upon filing with the Secretary of
State of the State of Delaware the Certificate of Ownership and Merger (the
"Effective Time").

     FOURTH: The principal office of the Merged Corporation is located in
Baltimore City. The Successor Corporation has no principal office in the State
of Maryland. The address of the Successor Corporation's resident agent in the
State of Maryland is 300 Lombard Street, Baltimore, Maryland 21201. The address
of the Successor Corporation's principal office in the State of Delaware is
Corporate Trust Center, 1209 Orange Street, City of Wilmington, County of New
Castle, Delaware 19801.

     FIFTH: The Merged Corporation owns no interest in land in the State of
Maryland.

     SIXTH: (a) The total number of shares of stock which the Merged Corporation
has authority to issue is one hundred million (100,000,000) shares, consisting
of seventy-five million (75,000,000) shares of common stock, par value one-tenth
of one cent ($.001) per share, and twenty-five million (25,000,000) shares of
preferred stock, par value one cent ($.01) per share. The aggregate par value of
all shares of all classes that the Merged Corporation has authority to issue is
$325,000.00.

          (b) The total number of shares of stock which the Successor
Corporation has authority to issue is twenty-five million (25,000,000) shares,
consisting of twenty million (20,000,000) shares of common stock, par value
one-tenth of one cent ($.001) per share, and five million (5,000,000) shares of
preferred stock, par value one cent ($.01) per share. The aggregate par value of
all shares of all classes that the Successor Corporation has authority to issue
is $70,000.00.

     SEVENTH: At the Effective Time, the Merged Corporation shall be merged with
and into the Successor Corporation; the separate existence of the Merged
Corporation shall cease and the Successor Corporation shall continue in
existence and shall possess any and all purposes and powers of the Merged
Corporation; and all assets, rights, properties and privileges, as well as all
debts, liabilities, obligations and duties of the Merged Corporation shall be
transferred to, vested in and devolved upon the Successor Corporation without
further act or deed. Eighth: The manner and basis of converting or exchanging
issued stock of the merging corporations into different stock or other
consideration, and the treatment of any issued stock of the merging corporations
not to be converted or exchanged, shall be as follows:

          (a) Each share of common stock of the Merged Corporation that is
outstanding immediately prior to the Effective Time shall be converted into one
(1) share of common stock of the Successor Corporation at the Effective Time,
without the necessity of any action on the part of the holder thereof.

          (b) Each share of common stock of the Successor Corporation that is
outstanding immediately prior to the Effective Time (all of which are owned by
the Merged Corporation) shall be canceled and become authorized but unissued
shares at the Effective Time.

          (c) Effective as of the Effective Time, each holder of a certificate
which prior thereto represented shares of common stock of the Merged
Corporation, shall, upon surrender of the same, be entitled to receive in
exchange therefor a certificate representing the number of shares of common
stock of the Successor Corporation into which the shares theretofore represented
by the certificate so surrendered shall have been converted as provided in the
foregoing paragraph (a). Until so surrendered, each such outstanding certificate
that prior to the Effective Time represented shares of stock of the Merged
Corporation shall be deemed for all corporate purposes, to evidence ownership of
the number of shares of common stock of the Successor Corporation into which
such shares shall have been so converted.

     NINTH: The terms and conditions of the transaction set forth in these
Articles were advised, authorized and approved by the Merged Corporation and the
Successor Corporation in the manner and by the vote required by their respective
charters and the laws of the State of Maryland and the State of Delaware,
respectively. The manner of approval by the Merged Corporation and the Successor
Corporation was as follows:

          (a) The merger was (i) duly authorized by the board of directors of
the Merged Corporation by adoption at a meeting duly held on April 25, 2001, at
which a quorum was present and at which the board of directors acted by at least
a majority of its members present, of a resolution declaring that the merger is
advisable and approved substantially upon the terms and conditions set forth in
these Articles by adoption at a meeting duly held on May 30, 2001, at which a
quorum was present and at which the board of directors acted by at least a
majority of its members present, of a resolution approving of these Articles and
of a resolution directing that the merger be submitted for consideration at a
meeting of the stockholders of the Merged Corporation, and (ii) duly approved by
the stockholders of the Merged Corporation at a meeting of the stockholders held
on July 27, 2001, pursuant to notice duly given, by the affirmative vote of a
majority of the votes entitled to be cast.

          (b) The board of directors of the Successor Corporation approved the
merger set forth in these Articles by unanimous written consent dated as of May
30, 2001, in the manner prescribed by and in accordance with the provisions of
the General Corporation Law of the State of Delaware relating to mergers. The
sole stockholder of the Successor Corporation approved the merger set forth in
these Articles by written consent dated as of May 30, 2001, in the manner
prescribed by and in accordance with the provisions of the General Corporation
Law of the State of Delaware relating to mergers.

     IN WITNESS WHEREOF, the Merged Corporation has caused these Articles to be
signed in its corporate name and on its behalf by its President and the
Successor Corporation has caused these Articles to be signed in its corporate
name and on its behalf by its President, each of whom acknowledges that these
Articles are the act of the Merged Corporation and the Successor Corporation,
respectively, and that to the best of his knowledge, information and belief and
under penalties for perjury, all matters and facts contained in these Articles
that relate to the corporation on whose behalf he has signed are true in all
material respects.

                                        LASER MORTGAGE MANAGEMENT, INC.,
                                        a Maryland corporation


                                        /s/ William J. Michaelcheck
                                        ----------------------------------
                                        William J. Michaelcheck, President


ATTEST:


By /s/ Charles R. Howe, II
   ----------------------------------(SEAL)
   Charles R. Howe, II, Secretary


                                        LASER MORTGAGE MANAGEMENT, INC.,
                                        a Delaware corporation


                                        /s/ William J. Michaelcheck
                                        ------------------------------------
                                        William J. Michaelcheck, President


ATTEST:


By /s/ Charles R. Howe, II
   ----------------------------------(SEAL)
   Charles R. Howe, II, Secretary