EXHIBIT 3.6
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                          ARTICLES AND PLAN OF MERGER

                                       OF

                            BECAN DISTRIBUTORS, INC.

                                      AND

                               DRUGMAX.COM, INC.

To the Secretary of State
   of the State of Nevada

     Pursuant to the provisions of Chapter 92A, Nevada Revised Statutes, the
domestic corporation and the foreign corporation herein named do hereby submit
the following Articles of Merger.

     1.  The following is the Plan of Merger for merging Becan Distributors,
         Inc. with and into DrugMax.com, Inc.

         a.       DrugMax.com, Inc., which is a business corporation of the
                  State of Nevada and is the parent corporation and the owner of
                  all the outstanding shares of Becan Distributors, Inc, which
                  is a business corporation of the State of Ohio and the
                  subsidiary corporation, hereby merges Becan Distributors, Inc.
                  into DrugMax.com, Inc., pursuant to the provisions of Chapter
                  92A, Nevada Revised Statutes and pursuant to the provisions of
                  the laws of the jurisdiction of organization of DrugMax.com,
                  Inc.

         b.       The jurisdiction of organization of Becan Distributors, Inc.
                  is the State of Ohio. The jurisdiction of organization of
                  DrugMax.com, Inc. is the State of Nevada.

         c.       The separate existence of Becan Distributors, Inc. shall cease
                  at the effective time of the merger pursuant to the provisions
                  of Chapter 92A, Nevada Revised Statutes, and pursuant to the
                  provisions of the Laws of the jurisdiction of its
                  organization; and DrugMax.com, Inc. shall continue its
                  existence as the surviving corporation pursuant to the
                  provisions of Chapter 92A, Nevada Revised Statues.

         d.       The issued shares of Becan Distributors, Inc. shall not be
                  converted in any manner, but each said share which is issued
                  as of the effective time of the merger shall be surrendered
                  and extinguished.

         e.       The Board of Directors and the proper officers of DrugMax.com,
                  Inc. shall not be converted in any manner, but each said share
                  which is issued as of the effective time of the merger shall
                  be surrendered and extinguished.

     2.  The said Plan of Merger has been adopted by the Board of Directors of
         Becan Distributors, Inc. and of DrugMax.com, Inc. DrugMax.com, Inc., is
         the owner of all of the outstanding shares of Becan Distributors, Inc.
         Approval by the stockholders of DrugMax.com, Inc. was not required.
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     3.  The merger of Becan Distributors, Inc. with and into DrugMax.com, Inc.
         is permitted by the laws of the jurisdiction or organization of Becan
         Distributors, Inc. and has been authorized in compliance with the said
         laws.

     4.  DrugMax.com, Inc., as the owner of all of the outstanding shares of
         Becan Distributors, Inc., has waived the requirements of mailing a copy
         of the Plan of Merger to itself.

Signed on March 29, 2000

                                                 Becan Distributors, Inc.

                                                 By: /s/ William LaGamba
                                                 -----------------------------
                                                 Name: William LaGamba
                                                 Title: Vice President

                                                 By: /s/ Stephen M. Watters
                                                 -----------------------------
                                                 Name: Stephen M. Watters
                                                 Title: Secretary

                                                 DrugMax.com, Inc.

                                                 By: /s/ Stephen Watters
                                                 -----------------------------
                                                 Name: Stephen Watters
                                                 Title: President

                                                 By: /s/ William LaGamba
                                                 -----------------------------
                                                 Name: William LaGamba
                                                 Title: Secretary