Exhibit
3(ii)





BYLAWS
OF


CORAL
COMPANIES, INC.




ARTICLE
I


OFFICES





Section 1.1. Principal Office.The principal office of the corporation shall be located at such place as
the board shall designate. The corporation may have such other offices and
places of business, either within or outside of Nevada, as the board may
designate or as the affairs of the corporation may require.





Section 1.2. Registered Office.The registered office required by the Nevada Corporation Code may be, but
need not be, identical with the principal office if in Nevada, and the address
of the registered office may be changed from time to time by the board. The
board shall also appoint and maintain a registered agent, or agents if
necessary.








ARTICLE
II


SHAREHOLDERS





Section 2.1. Annual Meeting.Unless otherwise designated by the board, the annual meeting of
shareholders shall be held during the month of ____, at a time and date fixed by
the board, or at such other time as may be determined by the board, for the
purpose of electing directors and for the transaction of such other business as
may lawfully and properly come before the meeting. If the election of directors
shall not be held at the annual meeting, or at any adjournment thereof; the
board shall cause the election to be held at a special meeting as soon
thereafter as convenient.





Section 2.2. Special Meetings.Special meetings may be called as set forth in the Nevada Corporation
Code.





Section 2.3. Place of Meeting.The board may designate any place, either within or outside of Nevada, as
the place for any annual meeting or any special meeting called by the board. If
no designation is made, or if a special meeting shall be called otherwise than
by the board, the place of the meeting shall be the registered
office.





Section 2.4. Notice of Meeting;
Waiver.Written notice or waiver thereof shall be made in accordance with
the Nevada Corporation Code.





Section 2.5. Conduct of Meeting.The president shall call meetings to order and act as chairman. In the
absence of the president, any shareholder entitled to vote at that meeting, or
any proxy of such shareholder, may callthe meeting to order and
a chairman shall be elected by a majority of the shareholders entitled to vote
at that meeting. Any person appointed by the chairman shall act as secretary of
such meeting.





Section 2.6.Closing of Transfer Books or Fixing
of Record Date.The Nevada Corporation Code shall govern the closing of
transfer books or the fixing of a record date for purposes of shareholders' meetings
or for the purpose of determining shareholders entitled to receive payment of
any dividend, or in order to make a determination of shareholders for any other
proper purpose.


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Section 2.7. Quorum.Unless
otherwise provided by the articles of incorporation,1/3_ of the
outstanding shares entitled to vote, represented in person or by proxy, shall
constitute a quorum at a meeting. If a quorum is not represented at a meeting, a
majority of the shares present may adjourn the meeting without further notice
for a period not to exceed 60 days at any one adjournment. At any adjourned
meeting at which a quorum shall be present or represented, any business may be
transacted which might have been transacted at the meeting as originally
notified. The shareholders present at a duly convened meeting may continue to
transact business until adjournment, notwithstanding the withdrawal of
shareholders so that less than a quorum remains. If a quorum is present, the
affirmative vote of a majority of the shares represented and entitled to vote on
the subject matter shall be the act of the shareholders, unless the vote of a
greater number or voting by classes is required by law or the articles of
incorporation.





Section 2.8. Proxies.At all
meetings, a shareholder may vote by proxy executed in writing by the shareholder
or his duly authorized attorney-in-fact. Such proxy shall be filed with the
secretary of the meeting before or at the time of the meeting. No proxy shall be
valid after eleven (11) months from the date of its execution unless otherwise
provided in the proxy.





Section 2.9. Informal Action by
Shareholders. Any action required or allowed to be taken at a meeting may
be taken without a meeting; provided, however, that consent in writing setting
forth the action so taken shall be signed by all of the shareholders entitled to
vote with respect to the subject matter thereof. Such consent shall have the
same force and effect as a unanimous vote of the shareholders, and may be stated
as such in any articles or document filed with the Secretary of State for the
State of Nevada under the Nevada Corporation Code.





ARTICLE
III


BOARD
OF DIRECTORS





Section 3.1. General Powers.The property, business and affairs of the corporation shall be managed by
the board, except as otherwise provided in the Nevada Corporation Code or the
articles of incorporation. The board shall have all powers to act as set forth
in the laws of Nevada.





Section 3.2. Performance of Duties.A director shall perform his duties in good faith, including his duties
as a member of any committee upon which he may serve, and in a manner reasonably
believed to be in the best interests of the corporation, and with such care as
an ordinarily prudent person in a like position would use under similar
circumstances. Each director’s actions shall be subject to the business judgment
rule and each director shall be free from liability to the full extent provided
by the Nevada Corporation Code.





Section 3.3. Number, Tenure and
Qualifications.The number of directors shall initially be set at the
organizational meeting therefore, or unanimous consent in lieu thereof. The
number of directors shall not exceed seven (7), nor be less than three (3),
unless there are fewer then three (3) shareholders in number, in which event the
number of directors may equal the number of shareholders. The directors shall be
elected at each annual meeting of shareholders. Each director shall hold office
until the next annual meeting of shareholders and thereafter until his successor
shall have been elected and qualified. Directors shall be 18 years of age or
older, but need not be residents of Nevada or shareholders. Directors shall be
removable in the manner provided by the Nevada Corporation Code.





Section 3.4. Resignation.Any
director may resign at any time by giving notice (either oral or written) of his
resignation to the board, the president or the secretary. The resignation shall
take effect at the date of receipt of such notice or at any later time specified
therein and, unless otherwise specified therein, the acceptance of suchresignation
shall not be necessary to make it effective.





Section 3.5. Removal.Except as otherwise
provided in the articles of incorporation or in these bylaws, any director may
be removed, either with or without cause, at any time by the affirmative vote of
the holders of a majority of the issued and outstanding shares of stock entitled
to vote for the election of directors at a special meeting of the shareholders
called and held for such purpose.


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Section 3.6.Vacancies.Any vacancy
occurring in the board may be filled by the affirmative vote of a majority of
the remaining directors though less than a quorum.





Section 3.7. Regular Meetings.A regular
meeting of the board shall be held without other notice than this bylaw
immediately after and at the same place as the annual meeting of shareholders.
The board may provide by resolution the time and place, either within or outside
of Nevada, for the holding of additional regular meetings without other notice
than such resolution.





Section 3.8. Notice. Notice of any special
meeting shall be given at least 3 days previous thereto by written notice
delivered personally or mailed to each director at his business address. Such
notice shall be deemed to be delivered when deposited in the United States mail
so addressed, 'with postage thereon prepaid.





Section 3.9. Quorum.A majority of the
number of directors in office at the time of the meeting shall constitute a
quorum for the transaction of business, but if less than such a majority is
present, a majority of the directors present may adjourn the meeting from time
to time without further notice.





Section 3.10. Manner of Acting. If a quorum
is present, the affirmative vote of a majority present and entitled to vote on
that particular matter shall be the act of the board, unless the vote of a
greater number is required by law or the articles of incorporation.





Section 3.11. Compensation. By resolution of
the board, any director may be reimbursed for all reasonable expenses incurred
in attending any meeting and may be paid a fixed sum for attendance at such
meeting, or receive a stated salary as director. No such payment shall preclude
any director
from serving the corporation in any other capacity and receiving compensation
therefore.





Section 3.12. Committees.The
board, by resolution adopted by a majority elected and qualified at the lime of
the resolution, may designate two or more directors to constitute an executive
or any other committee, which shall have and may exercise all of the authority
of the board or such lesser authority as may be set forth in said resolution. No
such delegation of authority shall operate to relieve the board or any director
from any responsibility imposed by law. The board shall at any time have the
power to fill vacancies in, to change the size or constituent membership of and
to discharge any committee in whole or in part. Each committee shall keep a
written record of its acts and proceedings and shall submit this record to the
board at each regular meeting thereof and at such other times as may be
requested by the board. Failure to submit this record or of the board to approve
any action set forth therein shall not invalidate any action taken by the
committee to the extent the action was carried out prior to the time it was or
should have been submitted to the board.





Section 3.13. Informal Action by
Directors.Any action required or permitted to be taken at a meeting of
directors, or at any meeting of any committee of directors, may be taken without
a meeting if a consent in writing setting forth the action so taken shall be
signed by all directors entitled to vote with respect to the subject matter
thereof. Such consent shall have the same force and effect as a unanimous vote
of the directors, and may be stated as such in any articles or documents filed
with the Secretary of State for the State of Nevada under the Nevada Corporation
Code.





Section 3.14. Meetings by Telephone.Members of the board or any committee may participate in a meeting by
means of conference telephone or similar communications equipment by which all
persons participating in the meeting can hear each other at the same time. Such
participation shall constitute presence in person.


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ARTICLE
IV


OFFICERS
AND AGENTS





Section 4.1. General.The
officers shall initially be a president, a secretary and a treasurer, each of
whom shall be elected by the board. The board may also appoint one or more vice
presidents and such other officers, assistant treasurers, and assistant
secretaries as may be necessary, each of whom shall be chosen in such manner and
hold office for such terms and have such authority and duties as from time to
time may be determined by the board, or which may otherwise be commensurate with
their position. The salaries of all the officers shall be fixed by the board.
One person may hold any two offices, except that no person may simultaneously
hold the offices of president and secretary. The officers shall be 18 years of
age or older. In all cases where the duties of any officer, agent or employee
are not prescribed by the bylaws or by the board, such officer, agent or
employee shall follow the orders and instructions of (a) the president, or if a
chairman of the board has been elected, then (b) the chairman.





Section 4.2. Election and Term in
Office.The officers shall be elected by the board annually at the first
meeting held after each annual meeting of the shareholders. If the election of
officers shall not be held at such meeting, such election shall be held as soon
thereafter as may be convenient. Each officer shall hold office until the first
of the following occurs: until his successor shall have been duly elected and
shall have qualified; until his death; until he shall resign; or until he shall
have been removed in the manner hereinafter provided.





Section 4.3. Removal.Any
officer, agent or employee may be removed by the board or by an executive
committee, if any, whenever in its judgment the best interests of the
corporation will be served thereby, but such removal shall be without prejudice
to the contracts rights, if any, of the person so removed. Election or
appointment of an officer or agent shall not of itself create contract
rights.





Section 4.4.Vacancies.A vacancy in any
office, however occurring, may be filled by the board for the unexpired portion
of the term.





Section 4.5. Bonds.If the
board by resolution shall so require, any officer or agent of the corporation
shall give bond to the corporation in such amount and with such surety as the
board, may deem sufficient, conditioned upon the faithful performance of that
officer's or agent's duties and offices.








ARTICLE
V


STOCK





Section 5.1. Certificates.The
shares of stock shall be represented by consecutively numbered certificates
signed in the name of the corporation by its president or a vice president and
by the treasurer or an assistant treasurer or by the secretary or an assistant
secretary, and shall be sealed with the seal of the corporation, if any.
Certificates of stock shall be in such form consistent with law as shall be
prescribed by the board. No certificate shall be issued until the shares
represented thereby are fully paid. Once issued, shares shall be
nonassessable.





Section 5.2. Record.A record
shall be kept of the name of each person or other entity holding the stock
represented by each certificate for shares of the corporation issued, the number
of shares represented by each such certificate, the date of issuance and, in the
case of cancellation, the date of cancellation. The person or other entity in
whose name shares of stock stand on the books of the corporation shall be deemed
the owner thereof, and thus the holder of record of such shares of stock for all
purposes.


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ARTICLE
VI


INDEMNIFICATION
OF OFFICERS AND DIRECTORS





The
corporation has the power to indemnify current or former directors, officers,
employees, and agents to the fullest extent provided in its Articles of
Incorporation and by section 7-3-101.5, Nevada Revised Statute, as amended and
in effect on the date of the adoption of this article.





ARTICLE
VII


INSTRUMENTS;
LOANS; CHECKS; DEPOSITS; PROXIES





Section 7.1. Execution of
Instruments.The president shall have the power to execute and deliver on
behalf of and in the name of the corporation any instrument requiring the
signature of an officer of the corporation, except as otherwise provided in the
articles of incorporation or these bylaws or where the execution and delivery
thereof shall be expressly delegated by the board to some other officer or agent
of the corporation. Unless authorized to do so by these bylaws or by the board,
no officer, agent or employee shall have any power or authority to bind the
corporation in any way, to pledge its credit or to render it liable pecuniarily
for any purpose or in any amount.





Section 7.2. Loans.The corporation may
lend money to, guarantee the obligations of and otherwise assist directors,
officers and employees of the corporation, or directors of another corporation
of which the corporation owns a majority of the voting stock, only upon
compliance with the requirements of the Nevada Corporation Code. No loans shall
be contracted for on behalf of the corporation and no evidence of indebtedness
shall be issued in its name unless authorized by a resolution of the board. Such
authority may be general or confined to specific instances.





ARTICLE
VIII


MISCELLANEOUS





Section 8.1. Amendments. The board shall
have the power to alter, amend or repeal the bylaws or adopt new bylaws of the
corporation at any regular meeting of the board or at any special meeting called
for that purpose, subject to repeal or change by action of the
shareholders.





Section 8.2. Emergency Bylaws.Subject to repeal or change by action of the shareholders, the board may
adopt emergency bylaws in accordance with and pursuant to the provisions of the
Nevada Corporation Code.





The above
and foregoing constitute the true, correct and complete bylaws of Coral
Companies, Inc., a Nevada corporation, as adopted by its directors on May 3,
1996.








_________________________________


Secretary






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