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                                                                   EXHIBIT 3(ii)


                                   BY LAWS OF

                               TORIK CORPORATION

                              A NEVADA CORPORATION

                        ARTICLE I STOCKHOLDER'S MEETINGS

                     A) ANNUAL MEETINGS shall be held on or before the
              anniversary of the corporation each year, or at such other time as
              may be determined by the board of directors or the president, for
              the purposes of electing directors, and transacting such other
              business as may properly come before the meeting.

                     B) SPECIAL MEETINGS may be called at any time by the Board
              of Directors or by the President, and shall be called by the
              President or the Secretary at the written request of the holders
              of a majority of the shares then outstanding and entitled to vote.

                     C) WRITTEN NOTICE stating the time and place of the
              meeting, signed by the President or the Secretary, shall be served
              either personally or by mail, not less than ten (10) nor more than
              sixty (60) days before the meeting upon each Stockholder entitled
              to vote. Said notice shall state the purpose for which the
              meeting is called, no other business may be transacted at said
              meeting, unless by unanimous consent of all Stockholders present,
              either in person or by proxy.

                     D) PLACE of all meetings shall be at the principal office
              of the Corporation, or at such other place as the Board of
              Directors or the President may designate.

                     E) A QUORUM necessary for the transaction of business at
              a Stockholder's meeting shall be a majority of the stock issued
              and outstanding, either in person or by proxy. If a quorum is not
              present, the
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              Stockholders present may adjourn to a future time, and notice of
              the future time must be served as provided in Article I, C), if a
              quorum is present they may adjourn from day to day, without
              notice.

                     F) VOTING: Each stockholder shall have one vote for each
              share of stock registered in his name on the books of the
              Corporation, a majority vote shall authorize any Corporate action,
              except the election of the Directors, who shall be elected by a
              plurality of the votes cast.

                     G) PROXY: At any meeting of the stockholders any
              stockholder may be represented and vote by a proxy, appointed in
              writing and signed. No proxy shall be valid after the expiration
              of six (6) months from date of its execution, unless the person
              executing it specifies the length of time it is to continue in
              force, which in no case shall exceed seven (7) years from its
              execution.

                     H) CONSENT: Any action, except election of Directors, which
              may be taken by a vote of stockholders at a meeting, may be taken
              without a meeting if authorized by a written consent of
              shareholders holding at least a majority of the voting power.

                         ARTICLE II BOARD OF DIRECTORS

                     A) OFFICE: At least one person chosen annually by the
              stockholders shall constitute the Board of Directors. Additional
              Directors may be appointed by the Board of Directors. The
              Director's term shall be for one year, and Directors may be
              re-elected for successive annual terms.

                     B) DUTIES: The Board of Directors shall be responsible for
              the control and management of the affairs, property and interests
              of the Corporation and may exercise all powers of the Corporation,
              except as are in the Articles of Incorporation or by statute
              expressly conferred upon or reserved to the stockholders.

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                     C) MEETINGS: Regular meetings of the Board of Directors
              shall be held immediately following the annual meeting of the
              stockholders, at the place of the annual meeting of the
              stockholders, or at such other time and place as the Board of
              Directors shall by resolution establish. Notice of any regular
              meeting shall not be required, unless the Board of Directors shall
              change the time or place of the regular meeting, notice must be
              given to each Director who was not present at the meeting at which
              change was made. Special meetings may be called by the President
              or by one of the Directors at such time and place specified in the
              notice or waiver of notice thereof. The notice of special meeting
              shall be mailed to each Director at least five (5) days before the
              meeting day, or if the notice is delivered personally, by telegram
              or telephone then the notice must be delivered the day before the
              meeting. Special meetings may be called without notice, provided a
              written waiver of notice is executed by a majority of the Board of
              Directors.

                     D) CHAIRMAN: At all meetings of the Board of Directors, the
              Chairman shall preside. If there is no Chairman one shall be
              chosen by the Directors.

                     E) QUORUM: A majority of the Board of Directors shall
              constitute a quorum.

                     F) VACANCIES: Any vacancy in the Board of Directors, unless
              the vacancy was caused by stockholder removal of a Director, shall
              be filled for the unexpired term by a majority vote of the
              remaining Directors, though less than a quorum, at any regular or
              special meeting of the Board of Directors called for that
              purpose.
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                     G) A RESOLUTION in writing signed by a majority of the
              Board of Directors, shall constitute action by the Board, with the
              same force and effect as though such resolution had been passed at
              a duly convened meeting. The Secretary shall record each
              resolution in the minute book.

                     H) COMMITTEES may be appointed by a majority of the Board
              of Directors from its number, by resolution, with such powers and
              authority to manage the business as granted by the resolution.

                     I) SALARIES of the Corporate Officers shall be determined
              by the Board of Directors.

                              ARTICLE III OFFICERS

                     A) TITLE: This Corporation shall have a president,
              secretary, treasurer, and such other officers as may be necessary.
              Any two or more offices may be held by the same person. The
              officers shall be appointed by the Board of Directors at the
              regular annual meeting of the Board.

                     B) DUTIES:

                           THE PRESIDENT SHALL:

              1)  Be the chief executive officer of the Corporation.

              2)  Preside at all meetings of the Directors and the Stockholders.

              3)  Sign or countersign all certificates, contracts and other
              instruments of the Corporation as authorized by the Board of
              Directors and shall perform all such other incidental duties.

                           THE SECRETARY SHALL:

              1)  have charge of the corporate books, responsible to make the
              necessary reports to the Stockholders and the Board of Directors.

              2)  prepare and disseminate notices, waivers, consents, proxies
              and other material necessary for all meetings.


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              3) file the sixty (60) day list of officers, directors, name of
              the resident agent and the filing fee to the Secretary of State.

              4) file the designation of resident agent in the office of the
              County Clerk in which the principal office of the Corporation in
              Nevada is located.

              5) file the annual list of officers, directors and designation of
              resident agent along with the filing fee.

              6) be the custodian of the certified articles of incorporation,
              bylaws and amendments thereto.

              7) supply to the Resident Agent or Principal Corporate Nevada
              Office the name of the custodian of the stock ledger or duplicate
              stock ledger, along with the complete Post Office address of the
              custodian, where such stock ledger or duplicate stock ledger is
              kept.

                           THE TREASURER SHALL:

              1) Have the custody of all monies and securities of the
              Corporation and shall keep regular books of account.

              2) Perform all duties incidental to his office as directed of him
              by the Board of Directors and the President.

                                ARTICLE IV STOCK

                     A) The certificates representing shares of the
              Corporation's stock shall be in such form as shall be adopted by
              the Board of Directors, numbered and registered in the order
              issued. The certificates shall bear the following; the holders
              name, the number of shares of stock, the signature either of the
              Chairman of the Board of Directors or the President, and either
              the Secretary or Treasurer.

                     B) No certificate shall be issued until the full amount of
              consideration has been paid, except as otherwise provided by law.

                     C) Each share of stock shall entitle the holder to one
              vote.


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                              ARTICLE V DIVIDENDS

              DIVIDENDS may be declared and paid out of any funds available
              therefor, as often, in such amounts as the Board of Directors may
              determine, except as limited by law.

                             ARTICLE VI FISCAL YEAR

              THE FISCAL YEAR of the Corporation shall be determined by the
              Board of Directors.

                          ARTICLE VII INDEMNIFICATION

              PURSUANT TO NRS 78.751 any person who is a Director, Officer,
              Employee, or Agent of this Corporation, who becomes a party to an
              action is entitled to indemnification against expenses including
              attorney fees, judgments, fines and amounts paid in settlement, if
              he acted in good faith and he reasoned his conduct or action to be
              in the best interest of the Corporation.

                            ARTICLE VIII AMENDMENTS

                     A) STOCKHOLDERS shall have the authority to amend or repeal
              all the bylaws of the Corporation and enact new bylaws, by
              affirmative vote of the majority of the outstanding shares of
              stock entitled to vote.

                     B) THE BOARD OF DIRECTORS shall have the authority to
              amend, repeal, or adopt new bylaws of the Corporation, but shall
              not alter or repeal any bylaws adopted by the stockholders of the
              Corporation.