EXHIBIT 3.3

                          FLORIDA DEPARTMENT OF STATE
                               Sandra B. Mortham
                               Secretary of State

September 8, 1998

CAPITAL CONNECTION, INC.
417 E. VIRGINIA ST.
STE. 1
TALLAHASSEE, FL 32301

The Articles of Incorporation for NUTRICEUTICALS.COM CORPORATION were filed on
September 8, 1998 and assigned document number P98000077370. Please refer to
this number whenever corresponding with this office regarding the above
corporation.

PLEASE NOTE: COMPLIANCE WITH THE FOLLOWING PROCEDURES IS ESSENTIAL TO
MAINTAINING YOUR CORPORATE STATUS. FAILURE TO DO SO MAY RESULT IN DISSOLUTION OF
YOUR CORPORATION.

A CORPORATION ANNUAL REPORT MUST BE FILED WITH THIS OFFICE BETWEEN JANUARY 1 AND
MAY 1 OF EACH YEAR BEGINNING WITH THE CALENDAR YEAR FOLLOWING THE YEAR OF THE
FILING DATE NOTED ABOVE AND EACH YEAR THEREAFTER. FAILURE TO FILE THE ANNUAL
REPORT ON TIME MAY RESULT IN ADMINISTRATIVE DISSOLUTION OF YOUR CORPORATION.

A FEDERAL EMPLOYER IDENTIFICATION (FEI) NUMBER MUST BE SHOWN ON THE ANNUAL
REPORT FORM PRIOR TO ITS FILING WITH THIS OFFICE. CONTACT THE INTERNAL REVENUE
SERVICE TO INSURE THAT YOU RECEIVE THE FEI NUMBER IN TIME TO FILE THE ANNUAL
REPORT. TO OBTAIN A FEI NUMBER, CONTACT THE IRS AT 1-800-829-3676 AND REQUEST
FORM SS-4.

SHOULD YOUR CORPORATE MAILING ADDRESS CHANGE, YOU MUST NOTIFY THIS OFFICE IN
WRITING, TO INSURE IMPORTANT MAILINGS SUCH AS THE ANNUAL REPORT NOTICES REACH
YOU.

Should you have any questions regarding corporations, please contact this office
at the address given below.

Randall Purintun, Document Specialist
New Filing Section                                  Letter Number: 498A000045611

     Division of Corporations - P.O. BOX 6327 - Tallahassee, Florida 32314

<PAGE>

                           ARTICLES OF INCORPORATION
                                       OF
                         NUTRICEUTICALS.COM CORPORATION

                     ARTICLE I - NAME AND PRINCIPAL ADDRESS

     The name of the corporation is Nutriceuticals.Com Corporation and the
principal address and principal place of business is 6950 Bryan Dairy Road,
Largo, Florida, 33777.

                    ARTICLE II - REGISTERED OFFICE AND AGENT

     The address of its registered office in the State of Florida is c/o PATEL,
MOORE & O'CONNOR, P.A., 2240 Belleair Road, Suite 160, in the City of
Clearwater, County of Pinellas, Florida 33764. The name of its registered agent
at such address is Sandip I. Patel.

                              ARTICLE III - PURPOSE

     The purpose of the corporation is to engage in any lawful act or activity
for which corporations may be organized under the General Corporation Law of the
State of Florida.

                    ARTICLE IV - AUTHORIZED SHARES OF STOCK

     The total number of shares of stock which the corporation is authorized to
issue is Ten Million (10,000,000) with One Million (1,000,000) shares as blank
check preferred shares at no par value and Nine Million (9,000,000) shares of
common stock at no par value.

                         ARTICLE V - BOARD OF DIRECTORS

     The business and affairs of the corporation shall be managed by the board
of directors, and the directors need not be elected by ballot unless required by
the bylaws of the corporation. The names and mailing addresses of each person
who is to initially serve as a director until the first annual meeting of the
stockholders or until a successor is elected and qualified, are as follows:

     NAME                     MAILING ADDRESS
     ----                     ---------------

Mandeep K. Taneja             6950 Bryan Dairy Road, Largo, Florida, 33777.

     In furtherance and not in limitation of the powers conferred by the laws of
the State of Florida, the board of directors is expressly authorized to adopt,
amend or repeal the bylaws of this corporation.

<PAGE>

                            ARTICLE VI - AMENDMENTS

     The corporation reserves the right to amend and repeal any provision
contained in this Certificate of Incorporation in the manner prescribed by the
laws of the State of Florida. All rights conferred are granted subject to this
reservation.

                           ARTICLE VII - INCORPORATOR

     The incorporator is Sandip I. Patel, Whose mailing address is c/o PATEL,
MOORE & O'CONNOR, P.A., 2240 Belleair Road, Suite 160, Clearwater, Florida
33764.

     THE UNDERSIGNED, being the incorporator, for the purpose of forming a
corporation under the Laws of the State of Florida, does make, file and record
this Certificate of Incorporation, does certify that the facts herein stated are
true, and, accordingly, have hereto set his hand and seal this 4th day of
September, 1998.

                               By: /s/ SANDIP I. PATEL
                                       ------------------------
                                       Sandip I. Patel, Esquire
                                       Incorporator

                        Acknowledgment of Registered Agent

                                       I hereby am familiar with and accept the
                                       duties and responsibilities as Registered
                                       Agent for said corporation.

                               By: /s/ SANDIP I. PATEL
                                       ------------------------
                                       Sandip I. Patel, Esquire
                                       Registered Agent