Articles of Incorporation
                               (PURSUANT TO NRS 78

                                 STATE OF NEVADA
                               Secretary of State

1.     NAME  OF  CORPORATION:  ASIA  PROPERTIES,  INC.

2.     RESIDENT  AGENT:  (designated  resident  agent  and his STREET ADDRESS in
Nevada  where  process  may  be  served)

     Name  of  Resident  Agent:  The  Corporation  Trust  Company  of  Nevada.
     Street  Address:  One,  East  First  Street,  Reno,  Nevada  89501

3.  SHARES:  (Number  of  shares  the  corporation  is  authorized  to  issue)
Number  of shares with par value: 50,000,000  Par Value: $0.001 Number of shares
without  par  value:  0

4.  GOVERNING  BOARD:  Shall  be  styled  as  (check  one):  X  Directors
Trustees

5.     PURPOSE:  (optional  -  see  reverse side) The purpose of the corporation
shall  be:

6.     OTHER  MATTERS:  This form includes the minimal statutory requirements to
incorporate  under  NRS 78.-  You may include additional information pursuant to
NRS  78.037  or  any  other  information  you  deem appropriate.  If any of this
additional information is contradictory to this form it cannot be filed and will
be  returned  to  you  for  correction.  Number  of  pages  attached  0

7.     SIGNATURES  OF  INCORPORATORS:  The  names  and  addresses of each of the
incorporators  signing  the  articles:  (signature  must  be notarized)  (Attach
additional  pages  if  there  are  more  than  two  incorporators.)




                                                       
Christie  L.  Gomez                                  Katrina  M.  Reyes
Name  (print)                                        Name  (print)

818  W. Seventh St., 2nd Fl. Los Angeles CA 90017    818 W. Seventh St., 2nd Fl. Los Angeles CA 90017
Address                      City/State/Zip          Address                     City/State/Zip

Signature                                            Signature

State of California County of Los Angeles            State of  California County of Los  Angeles
This instrument was acknowledged before me on        This instrument was acknowledged before me on
April 6, 1998 by                                     April 6, 1998 by

Christie L. Gomez Name of Person as Incorporator     Katrina M. Reyes Name of Person as Incorporator
of Asia Properties, Inc.                             of Asia Properties, Inc.
(name of party on behalf of                          (name of party on behalf of
whom instrument was executed)                        whom instrument  was  executed)

See  attached  Sheet                                 See  attached  Sheet
Notary  Public  Signature Yadira H. Garcia           Notary Public Signature Yadira H. Garcia
(affix  notary  stamp  or  seal)                     (affix  notary  stamp  or  seal)



8.     CERTIFICATE  OF  ACCEPTANCE  OF  APPOINTMENT  OF  RESIDENT  AGENT:

The  Corporation  Trust  Company of Nevada hereby accept appointment as resident
agent  for  the  above  named  corporation.

The  Corporation  Trust  Company  of  Nevada  By:
Stephanie  A.  Brooks                                      April  6,  1998
Signature  of  Resident  Agent  (Assistant  Secretary)     Date