ARTICLES OF INCORPORATION       FILE #C12202-03
                                                      May 21, 2003
                               OF

                   SOCKEYE SEAFOOD GROUP INC.


KNOW ALL MEN BY THESE PRESENTS:

     That we, the undersigned, have this day voluntarily associated
ourselves together for the purpose of forming a Corporation under and
pursuant to the laws of the State of Nevada, and we do hereby certify
that:


ARTICLE I - NAME: SOCKEYE SEAFOOD GROUP INC.


ARTICLE II - RESIDENT AGENT: The Resident Agent of the Corporation is
MCQ Ventures Inc., 177 East 7th Street, Carson City, NV. 89701

ARTICLE III - DURATION:  The Corporation shall have perpetual existence.

ARTICLE IV - PURPOSES:  The purpose, object and nature of the business
for which this Corporation is organized are:

-To engage in any lawful activity;

-To carry on such business as may be necessary, convenient, or desirable
to accomplish the above purposes, and to do all other things incidental
thereto which are not forbidden by law or by these Articles of
Incorporation.

ARTICLE V - POWERS: The powers of the Corporation shall be those powers
granted by 78.060 and 78.070 of the Nevada Revised Statutes under which
this corporation is formed. In addition, the Corporation shall have the
following specific powers:

To elect or appoint officers and agents of the Corporation and to fix
their compensation;

To act as an agent for any individual, association, partnership,
corporation or other legal entity;

To receive, acquire, hold, exercise rights arising out of the ownership
or possession thereof, sell, or otherwise dispose of, shares or other
interests in, or obligations of, individuals, associations,
partnerships, corporations, or governments;

To receive, acquire, hold, pledge, transfer, or otherwise dispose of
shares of the corporation, but such shares may only be purchased,
directly or indirectly, out of earned surplus;


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To make gifts or contributions for the public welfare or for charitable,
scientific or educational purposes, and in time of war, to make
donations in aid of war activities.


ARTICLE VI - CAPITAL STOCK:

Section 1.  AUTHORIZED SHARES.  The total number of shares which this
Corporation is authorized to issue is 25,000,000 shares of Common Stock
at $.001 par value per share.

Section 2.  VOTING RIGHTS OF SHAREHOLDERS.  Each holder of the Common
Stock shall be entitled to one vote for each share of stock standing in
his name on the books of the Corporation.

Section 3.  CONSIDERATION FOR SHARES.  The Common Stock shall be issued
for such consideration, as shall be fixed from time to time by the Board
of Directors. In the absence of fraud, the judgment of the Directors as
to the value of any property for shares shall be conclusive. When shares
are issued upon payment of the consideration fixed by the Board of
Directors, such shares shall be taken to be fully paid stock and shall
be non-assessable.  The Articles shall not be amended in this
particular.

Section 4.  PRE-EMPTIVE RIGHTS.  Except as may otherwise be provided by
the Board of Directors, no holder of any shares of the stock of the
Corporation, shall have any preemptive right to purchase, subscribe for,
or otherwise acquire any shares of stock of the Corporation of any class
now or hereafter authorized, or any securities exchangeable for or
convertible into such shares, or any warrants or other instruments
evidencing rights or options to subscribe for, purchase, or otherwise
acquire such shares.

Section 5.  STOCK RIGHTS AND OPTIONS.  The Corporation shall have the
power to create and issue rights, warrants, or options entitling the
holders thereof to purchase from the corporation any shares of its
capital stock of any class or classes, upon such terms and conditions
and at such times and prices as the Board of Directors may provide,
which terms and conditions shall be incorporated in an instrument or
instruments evidencing such rights. In the absence of fraud, the
judgment of the Directors as to the adequacy of consideration for the
issuance of such rights or options and the sufficiency thereof shall be
conclusive.


ARTICLE VII - ASSESSMENT OF STOCK:  The capital stock of this
Corporation, after the amount of the subscription price has been fully
paid in, shall not be assessable for any purpose, and no stock issued as
fully paid up shall ever be assessable or assessed. The holders of such
stock shall not be individually responsible for the debts, contracts, or
liabilities of the Corporation and shall not be liable for assessments
to restore impairments in the capital of the Corporation.


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ARTICLE VIII - DIRECTORS:  For the management of the business, and for
the conduct of the affairs of the Corporation, and for the future
definition, limitation, and regulation of the powers of the Corporation
and its directors and shareholders, it is further provided:

Section 1.  SIZE OF BOARD.  The members of the governing board of the
Corporation shall be styled directors. The number of directors of the
Corporation, their qualifications, terms of office, manner of election,
time and place of meeting, and powers and duties shall be such as are
prescribed by statute and in the by-laws of the Corporation. The name
and post office address of the directors constituting the first board of
directors, which shall be Two (2) in number are:

David Knapfel
Apt. 301 Premier Condo
21/8 Sukhumvit Soi 24
Bangkok 10110 THAILAND

Sheldon Goldberg
846 West 46th Avenue
Vancouver, BC
V5Z 2R2 CANADA

Section 2.  POWERS OF BOARD.  In furtherance and not in limitation of
the powers conferred by the laws of the State of Nevada, the Board of
Directors is expressly authorized and empowered:

To make, alter, amend, and repeal the By-Laws subject to the power of
the shareholders to alter or repeal the By-Laws made by the Board of
Directors.

Subject to the applicable provisions of the ByLaws then in effect, to
determine, from time to time, whether and to what extent, and at what
times and places, and under what conditions and regulations, the
accounts and books of the Corporation, or any of them, shall be open to
shareholder inspection. No shareholder shall have any right to inspect
any of the accounts, books or documents of the Corporation, except as
permitted by law, unless and until authorized to do so by resolution of
the Board of Directors or of the Shareholders of the Corporation;

To issue stock of the Corporation for money, property, services
rendered, labor performed, cash advanced, acquisitions for other
corporations or for any other assets of value in accordance with the
action of the board of directors without vote or consent of the
shareholders and the judgment of the board of directors as to value
received and in return therefore shall be conclusive and said stock,
when issued, shall be fully-paid and non-assessable.

To authorize and issue, without shareholder consent, obligations of the
Corporation, secured and unsecured, under such terms and conditions as
the Board, in its sole discretion, may determine, and to pledge or
mortgage, as security therefore, any real or personal property of the
Corporation, including after-acquired property;
To determine whether any and, if so, what part, of the earned surplus of
the Corporation shall be paid in dividends to the shareholders, and to
direct and determine other use and disposition of any such earned
surplus;

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To fix, from time to time, the amount of the profits of the Corporation
to be reserved as working capital or for any other lawful purpose;

To establish bonus, profit-sharing, stock option, or other types of
incentive compensation plans for the employees, including officers and
directors, of the Corporation, and to fix the amount of profits to be
shared or distributed, and to determine the persons to participate in
any such plans and the amount of their respective participations.

To designate, by resolution or resolutions passed by a majority of the
whole Board, one or more committees, each consisting of two or more
directors, which, to the extent permitted by law and authorized by the
resolution or the By-Laws, shall have and may exercise the powers of the
Board;

To provide for the reasonable compensation of its own members by By-Law,
and to fix the terms and conditions upon which such compensation will be
paid;

In addition to the powers and authority herein before, or by statute,
expressly conferred upon it, the Board of Directors may 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 laws
of the State of Nevada, of these Articles of Incorporation, and of the
By-Laws of the Corporation.

Section 3.  INTERESTED DIRECTORS.  No contract or transaction between
this Corporation and any of its directors, or between this Corporation
and any other corporation, firm, association, or other legal entity
shall be invalidated by reason of the fact that the director of the
Corporation has a direct or indirect interest, pecuniary or otherwise,
in such corporation, firm, association, or legal entity, or because the
interested director was present at the meeting of the Board of Directors
which acted upon or in reference to such contract or transaction, or
because he participated in such action, provided that: (1) the interest
of each such director shall have been disclosed to or known by the Board
and a disinterested majority of the Board shall have nonetheless
ratified and approved such contract or transaction (such interested
director or directors may be counted in determining whether a quorum is
present for the meeting at which such ratification or approval is
given); or (2) the conditions of N.R.S. 78.140 are met.

ARTICLE IX - LIMITATION OF LIABILITY OF OFFICERS OR DIRECTORS:  The
personal liability of a director or officer of the corporation to the
corporation or the Shareholders for damages for breach of fiduciary duty
as a director or officer shall be limited to acts or omissions which
involve intentional misconduct, fraud or a knowing violation of law.

ARTICLE X - INDEMNIFICATION:  Each director and each officer of the
corporation may be indemnified by the corporation as follows:

The corporation may indemnify any person who was or is a party, or is
threatened to be made a party, to any threatened, pending or completed
action, suit or proceeding, whether civil, criminal, administrative or
investigative (other than an action by or in the right of the

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corporation), by reason of the fact that he is or was a director,
officer, employee or agent of the corporation, or is or was serving at
the request of the corporation as a director, officer, employee or agent
of another corporation, partnership, joint venture, trust or other
enterprise, against expenses  (including attorneys' fees), judgments,
fines and amounts paid in settlement, actually and reasonably incurred
by him in connection with the action, suit or proceeding, if he acted in
good faith and in a manner which he reasonably believed to be in or not
opposed to the best interests of the corporation and with respect to any
criminal action or proceeding, had no reasonable cause to believe his
conduct was unlawful. The termination of any action, suite or
proceeding, by judgment, order, settlement, conviction or upon a plea of
nolo contendere or its equivalent, does not of itself create a
presumption that the person did not act in good faith and in a manner
which he reasonably believed to be in or not opposed to the best
interests of the corporation, and that, with respect to any criminal
action or proceeding, he had reasonable cause to believe that his
conduct was unlawful.

The corporation may indemnify any person who was or is a party, or is
threatened to be made a party, to any threatened, pending or completed
action or suit by or in the right of the corporation, to procure a
judgment in its favor by reason of the fact that he is or was a
director, officer, employee or agent of the corporation, or is or was
serving at the request of the corporation as a director, officer,
employee or agent of another corporation, partnership, joint venture,
trust or other enterprise against expenses including amounts paid in
settlement and attorneys' fees actually and reasonably incurred by him
in connection with the defense or settlement of the action or suit, if
he acted in good faith and in a manner which he reasonably believed to
be in or not opposed to the best interests of the corporation.
Indemnification may not be made for any claim, issue or matter as to
which such a person has been adjudged by a court of competent
jurisdiction, after exhaustion of all appeals there from, to be liable
to the corporation or for amounts paid in settlement to the corporation,
unless and only to the extent that the court in which the action or suit
was brought or other court of competent jurisdiction determines upon
application that in view of all the circumstances of the case the person
is fairly reasonably entitled to indemnity for such expenses as the
court deems proper.

To the extent that a director, officer, employee or agent of a
corporation has been successful on the merits or otherwise in defense of
any action, suit or proceeding referred to in subsections (a) and (b) of
this Article, or in defense of any claim, issue or matter therein, he
must be indemnified by the corporation against expenses, including
attorney's fees, actually and reasonably incurred by him in connection
with the defense.

Any indemnification under subsections (a) and (b) unless ordered by a
court or advanced pursuant to subsection (e), must be made by the
corporation only as authorized in the specific case upon a determination
that indemnification of the director, officer, employee or agent is
proper in the circumstances. The determination must be made:

-By the stockholders;


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-By the board of directors by majority vote of a quorum consisting of
directors who were not parties to the act, suit or proceeding;

If a majority vote of a quorum consisting of directors who were not
parties to the act, suit or proceeding so orders, by independent legal
counsel in a written opinion; or

If a quorum consisting of directors who were not parties to the act,
suit or proceeding cannot be obtained, by independent legal counsel in a
written opinion.

Expenses of officers and directors incurred in defending a civil or
criminal action, suit or proceeding must be paid by the corporation as
they are incurred and in advance of the final disposition of the action,
suit or proceeding, upon receipt of an undertaking by or on behalf of
the director or officer to repay the amount if it is ultimately
determined by a court of competent jurisdiction that he is not entitled
to be indemnified by the corporation. The provisions of this subsection
do not affect any rights to advancement of expenses to which corporate
personnel other than directors or officers may be entitled under any
contract or otherwise by law.

The indemnification and advancement of expenses authorized in or ordered
by a court pursuant to this section:

-Does not exclude any other rights to which a person seeking
indemnification or advancement of expenses may be entitled under the
certificate or articles of incorporation or any bylaw, agreement, vote
of stockholders or disinterested directors or otherwise, for either an
action in his official capacity or an action in another capacity while
holding his office, except that indemnification, unless ordered by a
court pursuant to subsection (b) or for the advancement of expenses made
pursuant to subsection (e) may not be made to or on behalf of any
director or officer if a final adjudication establishes that his acts or
omissions involved intentional misconduct, fraud or a knowing violation
of the law and was material to the cause of action.

-Continues for a person who has ceased to be a director, officer,
employee or agent and inures to the benefit of the heirs, executors and
administrators of such a person.


ARTICLE XI - PLACE OF MEETING; CORPORATE BOOKS:  Subject to the laws of
the State of Nevada, the shareholders and the Directors shall have power
to hold their meetings, and the Directors shall have power to have an
office or offices and to maintain the books of the Corporation outside
the State of Nevada, at such place or places as may from time to time be
designated in the By-Laws or by appropriate resolution.


ARTICLE XII - AMENDMENT OF ARTICLES:  The provisions of these Articles
of Incorporation may be amended, altered or repealed from time to time
to the extent and in the manner prescribed by the laws of the State of
Nevada, and additional provisions authorized by such laws as are then in
force may be added. All rights herein conferred on the directors,
officers and shareholders are granted subject to this reservation.

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ARTICLE XIII - INCORPORATOR:  The name and address of the sole
incorporator signing these Articles of Incorporation is as follows:

MCQ Ventures Inc.
177 East 7th Street
Carson City, NV 89701


     IN WITNESS WHEREOF, the undersigned incorporation has executed
these Articles of Incorporation this 16th day of May, 2003.


              /s/ John A. McQuirk on behalf of MCQ Ventures, Inc.