** **

** Exhibit 3.1**

**AMENDED ANDRESTATED**

**ARTICLES OFINCORPORATION**

**OF**

**TRIPOS ASSOCIATES,INC.**

** **

            Pursuant to Section 16-10a-1006 and 16-10a-1007of the Utah Revised Business Corporation Act (the "Act"), Tripos Associates,Inc. hereby submits the following Amended and Restated Articles ofIncorporation.

FIRST:

            The name of the Corporation is **TRIPOSASSOCIATES, INC.**

SECOND:

            The Amended and Restated Articles ofIncorporation read in their entirety as follows:

**ARTICLE I**

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            The name of the corporation is **TRIPOS, INC.**

**ARTICLE II**

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            The corporation is organized to engage in anylawful acts, activities and pursuits for which a corporation may be organizedunder the Act.

**ARTICLEIII**

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            The corporationshall have authority to issue shares as follows:

            1.         Twenty million (20,000,000) shares ofcommon stock, with par value of $.01 per share.  Each share of common stockshall entitle the holder thereof to one (1) vote on each matter submitted to avote at a meeting of shareholders.

            2.         Ten million (10,000,000) shares ofPreferred Stock, with par value of $.01 per share, to be issued in the form andmanner, with the relative rights, preferences, qualifications, limitations orrestrictions thereon as the Board of Directors shall determine.

**ARTICLE IV**

** **

            The street address of the registered office ofthe corporation is 600 Komas Drive, Salt Lake City, UT 84108.  The name of thecorporation's registered agent at that address is Richard F. Leahy. 

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**ARTICLE V**

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            The ability of the Shareholders to take actionwithout a meeting in accordance with section 16-10a-704 of the Act is herebyspecifically prohibited. 

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**ARTICLE VI**

** **

            To the fullest extent permitted by the Act orany other applicable law as now in effect or as it may hereafter be amended, adirector of the corporation shall not be personally liable to the corporationor its shareholders for monetary damages for any action taken, or any failureto take any action, as a director.

THIRD:

            The above Amendedand Restated Articles of Incorporation were adopted by consent resolution ofthe Company's sole shareholder on February 26, 1994.

FOURTH:

            The designation and number of shares outstandingand entitled to vote at the time of adoption of the Amended and RestatedArticles of Incorporation were One Thousand (1,000) shares of Common Stock; andthe number of such shares represented at such vote were One Thousand (1,000). The total number of votes cast in favor of the Amended and Restated Articles ofIncorporation were One Thousand (1,000) shares.  Such One Thousand (1,000)shares cast in favor of such Amended and Restated Articles of Incorporationwere sufficient for approval of such Amended and Restated Articles ofIncorporation.

FIFTH:

            The Amended and Restated Articles ofIncorporation do not provide for the exchange, reclassification or cancellationof issued shares.

            In witness whereof, TRIPOS, INC. has executedthese Amended and Restated Articles of Incorporation as of the 25thday of February, 1994.

TRIPOS, INC.

By:      /s/ Richard F. Lehy                                     

            Richard F. Lehy

            Its:  Secretary

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