<PAGE>




                             EXHIBIT 3.(I)


                     CERTIFICATE OF INCORPORATION
                                  OF
                       HIGH POINT VENTURES, INC.


     The undersigned, being of legal age, in order to form a corporation under

and pursuant to the laws of the State of Delaware, does hereby set forth as

follows:



     FIRST: The name of the corporation is

                HIGH POINT VENTURES, INC.

     SECOND:    The address of the initial registered office and registered

agent in this state is c/o United Corporate Services, Inc., 410 South State

Street, in the City of Dover, County of Kent, State of Delaware 19901 and the

name of the registered agent at said address is United Corporate Services, Inc.

     THIRD:     The purpose of the corporation is to engage in any lawful act

or activity for which corporations may be organized under the corporation laws

of the State of Delaware.

     FOURTH:    The corporation shall be authorized to issue the following

shares:

     CLASS            NUMBER OF SHARES      PAR VALUE

     COMMON                 15,000,000           $.01

     FIFTH: The name and address of the incorporator are as follows:

     NAME                   ADDRESS

     Ray A. Barr      9 East 40th Street
                            New York, New York 10016
     SIXTH: The following provisions are inserted for the management of the

business and for the conduct of the affairs of the corporation, and for further

definition, limitation and regulation of the powers of the corporation and its

directors and stockholders:

           (1) The number of directors of the corporation shall be such as from
     time to time shall be fixed by, or in the manner provided in the By-Laws.
     Election of directors need not be by ballot unless the By-Laws so provide.

           (2) The Board of Directors shall have power without the assent to
     vote of the stockholders:

                (a) To make, alter, amend, change, add to or repeal the By-Laws
           of the corporation; to fix and vary the amount to be reserved for
           any proper purpose; to authorize and cause to be executed mortgages
           and liens upon all or any part of the property of the corporation;
           to determine the use and disposition of any surplus or net profits;
           and to fix the times for the declaration and payment of dividends.

                (b) To determine from time to time whether, and to what times
           and places, and under what conditions the accounts and books of the
           corporation (other than the stockledger) or any of them, shall be
           open to the inspection of the stockholders.

           (3) The directors in their discretion may submit any contract or act
     for approval or ratification at any annual meeting of the stockholders or
     at any meeting of the stockholders called for the purpose of considering
     any such act or contract, and any contract or act that shall be approved
     or be ratified by the vote of the holders of a majority of the stock of
     the corporation which is represented in person or by proxy at such meeting
     and entitled to vote thereat (provided that a lawful quorum of
     stockholders be there represented in person or by proxy) shall be as valid
     and as binding upon the corporation and upon all the stockholders as
     though it had been approved or ratified by every stockholder of the
     corporation, whether or not the contract or act would otherwise be open to
     legal attack because of directors' interest, or for any other reason.

           (4) In addition to the powers and authorities hereinbefore or by
     statute expressly conferred upon them, the directors are hereby empowered
     to exercise all such powers and do all such acts and things as may be
     exercised or done by the corporation; subject, nevertheless, to the
     provisions of the statutes of Delaware, of this certificate, and to any
     By-Laws from time to time made by the stockholders; provided, however,
     that no By-Laws so made shall invalidate any prior act of the directors
     which would have been valid if such By-Law had not been made.

     SEVENTH: No director shall be liable to the corporation or any of its

stockholders for monetary damages for breach of fiduciary duty as a director,

except with respect to (1) a breach of the director's duty of loyalty to the

corporation or its stockholders, (2) acts or omissions not in good faith or

which involve intentional misconduct or a knowing violation of law,

(3) liability under Section 174 of the Delaware General Corporation Law or (4)

a transaction from which the director derived an improper personal benefit, it

being the intention of the foregoing provision to eliminate the liability of

the corporation's directors to the corporation or its stockholders to the

fullest extent permitted by Section 102(b)(7) of the Delaware General

Corporation Law, as amended from time to time. The corporation shall indemnify

to the fullest extent permitted by Sections 102(b)(7) and 145 of the Delaware

General Corporation Law, as amended from time to time, each person that such

Sections grant the corporation the power to indemnify.

     EIGHTH: Wherever a compromise or arrangement is proposed between this

corporation and its creditors or any class of them and/or between this

corporation and its stockholders or any class of them, any court of equitable

jurisdiction within the State of Delaware, may, on the application in a summary

way of this corporation or of any creditor or stockholder thereof or on the

application of any receiver or receivers appointed for this corporation under

the provisions of Section 291 of Title 8 of the Delaware Code or on the

application of trustees in dissolution or of any receiver or receivers

appointed for this corporation under the provisions of Section 279 Title 8 of

the Delaware Code order a meeting of the creditors or class of creditors,

and/or of the stockholders or class of stockholders of this corporation, as the

case may be, to be summoned in such manner as the said court directs. If a

majority in number representing three-fourths (3/4) in value of the creditors

or class of creditors, and/or of the stockholders or class of stockholders of

this corporation, as the case may be, agree to any compromise or arrangement

and to any reorganization of this corporation as consequence of such compromise

or arrangement, the said compromise or arrangement and the said reorganization

shall, if sanctioned by the court to which the said application has been made,

be binding on all the creditors or class of creditors, and/or on all the

stockholders or class of stockholders of this corporation, as the case may be,

and also on this corporation.

     NINTH: The corporation reserves the right to amend, alter, change or

refusal any provision contained in this certificate of Incorporation in the

manner now or hereafter prescribed by law, and all rights and powers conferred

herein on stockholders, directors and officers are subject to this reserved

power.

     IN WITNESS WHEREOF, the undersigned hereby executes this document and

affirms that the facts set forth herein are true under the penalties of perjury

this                                                 day of            , 1987.




                                 Ray A. Barr, Incorporator


<PAGE>




                       CERTIFICATE OF AMENDMENT
                                OF THE
                     CERTIFICATE OF INCORPORATION
                                  OF
                       HIGH POINT VENTURES, INC.

                       Under Section 242 of the
               CORPORATION LAW OF THE STATE OF DELAWARE


     HIGH POINT VENTURES, INC. (the "Corporation"), a corporation organized and
existing under and by virtue of the General Corporation Law of the State of
Delaware, DOES HEREBY CERTIFY:

FIRST: That the Board of Directors of said corporation, by written unanimous
consent filed with the minutes of the board, adopted the following resolution
proposing and declaring advisable the following amendment to the Certificate of
Incorporation of said corporation:

     "1. That Article FIRST of the Certificate of Incorporation be amended and,
as amended, read as follows:

     'FIRST: The name of the corporation is AVIATION EDUCATION SYSTEMS, INC.'

SECOND: That the aforesaid amendment was duly adopted in accordance with the
applicable provisions of section 242 of the General Corporation Law of the
State of Delaware.

THIRD: Prompt notice of the taking of this corporate action is being given to
all stockholders who did not consent in writing, in"accordance with Section 228
of the General Corporation Law of the State of Delaware.

     IN WITNESS WHEREOF, the corporation has caused this certificate to be
signed by Philip Wayne Elkins, its President, and attested by Louis Kelem, its
Secretary, this 21st day of August, 1987.


                                 HIGH POINT VENTURES, INC.


                                 By:
                                    Philip Wayne Elkins, President
ATTEST:


By:
     Louis Kelem, Secretary

<PAGE>




                       CERTIFICATE OF AMENDMENT
                OF THE CERTIFICATE OF INCORPORATION OF
                   AVIATION EDUCATION SYSTEMS, INC.


     Aviation Education Systems, Inc., a corporation organized and existing
under the laws of the State of Delaware, pursuant to Title 8. Section 242 of
the General Corporation Law of be State of Delaware does hereby certify:

     FIRST: That the board of directors of the corporation by written consent
filed with the minutes of the board adopted the following resolution proposing
and declaring advisable the following amendment to the Certificate of
Incorporation of the corporation;

     1.    That article FOURTH of the Certificate of Incorporation be amended
and, as amended, read as follows:

           FOURTH: The corporation shall be authorized to issue the following
           shares:

           CLASS            NUMBER OF SHARES          PAR VALUE

           COMMON           30,000,000                $.01

     SECOND: That the aforesaid amendment was duly adopted by the directors and
shareholders in accordance with the applicable provisions of Section 242 of the
General Corporation Law of the State of Delaware.

     IN WITNESS WHEREOF, the Corporation has caused this Certificate to be
signed by Robert W. Lynch, Jr., its President, and attested by Cindy L.
Rollins, its Secretary, this 25th lay of November, 1992.

                                 AVIATION EDUCATION SYSTEMS, INC.


                                 By:
                                      Robert W. Lynch, Jr., President


ATTEST:


By:
     Cindy L. Rollins, Secretary
<PAGE>




                       CERTIFICATE OF AMENDMENT
                OF THE CERTIFICATE OF INCORPORATION OF
                   AVIATION EDUCATION SYSTEMS, INC.


     Aviation Education Systems, Inc., a corporation organized and existing
under the laws of the State of Delaware, pursuant to Title 8, Section 242 of
the General Corporation Law of the State of Delaware, does hereby certify:

     FIRST: That the board or directors of the corporation, by written consent
filed with the minutes of the board adopted the following resolution proposing
and declaring advisable the following amendment to the Certificate of
Incorporation of the corporation:

     1.    That article FOURTH of the Certificate of Incorporation be amended
and, as amended, read as follows:

           FOURTH: The corporation shall be authorized to issue the following
           shares:

           CLASS            NUMBER OF SHARES          PAR VALUE

           COMMON           400,000,000               $.01

     SECOND: That the aforesaid amendment was duly adopted by the directors and
shareholders in accordance with the applicable provisions of Section 242 of the
General Corporation Law of the State of Delaware.

     IN WITNESS WHEREOF, the Corporation has caused this Certificate to be
signed by Robert W. Lynch, Jr., its President, and attested by Cindy L.
Rollins, its Secretary, this 24th day of June, 1993.

                                 AVIATION EDUCATION SYSTEMS, INC.


                                 By:
                                      Robert W. Lynch, Jr., President


ATTEST:


By:
     Cindy L. Rollins, Secretary
<PAGE>




                       CERTIFICATE OF AMENDMENT

                  OF THE CERTIFICATE OF INCORPORATION

                  OF AVIATION EDUCATION SYSTEMS, INC.

                 Under Section 242 of the Corporation
                     LAW OF THE STATE OF DELAWARE

     AVIATION EDUCATION SYSTEMS, INC. (the "Corporation") a corporation
organized and existing under and by virtue of the General corporation Law of
the State of Delaware, DOES HEREBY CERTIFY:

FIRST:     That the Board of Directors of the Corporation, by written unanimous
consent filed with the minutes of the board, adopted the following resolution
proposing and declaring advisable the following amendment to the Certificate of
Incorporation of said corporation:

     1.    That Article FIRST of the Certificate of Incorporation, as
previously amended, be further amended to read as follows:

           "FIRST: The name of the corporation is SETECH, INC."

SECOND:    That the aforesaid amendment was duly adopted in accordance with the
applicable provisions of Section 242 of the General corporation Law of the
State of Delaware.

THIRD:     Prompt notice of the taking of this corporate action is being given
to all stockholders who did not consent in writing, in accordance with Section
228 of the General Corporation Law of the State of Delaware.

     IN WITNESS WHEREOF, the Corporation has caused this certificate to be
signed by Thomas N. Eisenman, its President, and attested by Cindy L. Rollins,
its Secretary, this 9th day of August, 1996.

                                 AVIATION EDUCATION SYSTEMS, INC.


                                 By:
                                      Thomas N. Eisenman, President

ATTEST:


By:
     Cindy L. Rollins, Secretary
<PAGE>




                       CERTIFICATE OF AMENDMENT
                OF THE CERTIFICATE OF INCORPORATION OF
                             SETECH, INC.


     SETECH, Inc. (formerly known as Aviation Education Systems, Inc. ) a
corporation organized and existing under the laws of the State of Delaware,
pursuant to Title 8, Section 242 of the General Corporation Law of the State of
Delaware, does hereby certify:

     FIRST:  That the board of directors of the corporation, by written consent
filed with the minutes of the board adopted the following resolution proposing
and declaring advisable the following amendment to the Certificate of
Incorporation of the corporation;

     1.    That article FOURTH of the Certificate of Incorporation be amended
and, as amended, read as follows:

           FOURTH:  The Corporation shall be authorized to issue the following
           shares:

             CLASS          NUMBER OF SHARES          PAR VALUE

           COMMON                 10,000,000               $.01

     SECOND:  That the aforesaid amendment was duly adopted by the directors
and shareholders in accordance with the applicable provisions of Section 242 of
the General Corporation Law of the State of Delaware.

     IN WITNESS WHEREOF, the Corporation has caused this Certificate to be
signed by Thomas N. Eisenman, its President, and attested by Cindy L. Rollins,
its Secretary, this        day of                   , 1997.

                                      SETECH, INC.



                                      By:

                                            Thomas N. Eisenman, President


ATTEST:


By:
     Cindy L. Rollins, Secretary