DNA Brands : Articles of Incorporation

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Colorado Secretary of State

Date and Time: 05/23/2007 05:23 PM Id Number: 20071247858

Document number: 20071247858

ABOVE SPACE FOR OFFICE USE ONLY

Articles of Incorporation filed pursuant to §7-90-301, et seq. and §7-102-102 of the Colorado Revised Statutes (C.R.S)

1. Entity name:

• 2. Use of Restricted Words (if any of these terms are contained in an entity name, true name of an entity, trade name or trademark stated in this document, mark the applicable box):

• 3. Principal office street address:

_F_a__m__o_u_s__P_r_o_d__u_c_t_s_,_I_n_c_._______________________________

(The name of a corporation must contain the term or abbreviation "corporation", "incorporated", "company", "limited", "corp.", inc.", "co." or "ltd"; If the corporation is a professional corporation, it must contain the term or abbreviation "professional corporation", "p.c.", or "pc" §7- 90-601, C.R.S.)

"bank" or "trust" or any derivative thereof"credit union""savings and loan""insurance", "casualty", "mutual", or "surety"

_8_4_0__0__E_a_s_t__P_r_e_n__ti_c_e__A_v_e__. _____________________________

(Street name and number)

______________________________________________________

_G__re__e_n_w__o_o_d__V__il_la__g_e_______	C__O__	_8_0_1__1_1______________
(City)	(State)	(Postal/Zip Code)

_______________________ _U_n__it_e_d__S_t_a_te__s_

(Province - if applicable)

(Country - if not US)

4. Principal office mailing address:

(if different from above):

______________________________________________________

(Street name and number or Post Office Box information)

______________________________________________________ __________________________ ____ ____________________

(City)	(State)
_______________________	______________
(Province - if applicable)	(Country - if not US)

(Postal/Zip Code)

5. Registered agent:

(if an individual):OR (if a business organization):

____________________ ______________ ______________ _____

(Last)

(First)

(Middle)

_C__o_r_p_o_r_a_t_e__F_i_li_n_g__C_o__rp__. _______________________________

• 6. The person appointed as registered agent in the document has consented to being so appointed.

• 7. Registered agent street address:

(Suffix)

_8_4_0__0__E_a_s__t _P_r_e_n__ti_c_e__A_v__e_._____________________________

(Street name and number)

______________________________________________________ 80111

_G__re__e_n_w__o_o_d__V__il_la__g_e_______ CO ____________________

(City)

(State)

(Postal/Zip Code)

8. Registered agent mailing address:

(LEAVE BLANK if same as above)

9. If the corporation's period of duration is less than perpetual, state the date on which the period of duration expires:

______________________________________________________

(Street name and number or Post Office Box information)

______________________________________________________ __________________________ ____ ____________________

(City)

_______________________ ______________

(Province - if applicable)

_____________________

(mm/dd/yyyy)

10. (OPTIONAL) Delayed effective date: ______________________

11. Name(s) and address(es) of

(mm/dd/yyyy)

incorporator(s): (if an individual) Wagner

(State)

(Country - if not US)

(Postal/Zip Code)

____________________ ______________ ______________ _____

David

(Last)

(First)

(Middle)

(Suffix)

OR (if a business organization) ______________________________________________________

_8_4_0__0__E_a_s__t _P_r_e_n__ti_c_e__A_v_e__._____________________________

(Street name and number or Post Office Box information)

______________________________________________________

_G__re__e_n_w__o_o_d__V__il_la__g_e_______	C__O__	_8_0__1_1_1______________
(City)	(State)	(Postal/Zip Code)

_______________________ _U_n__it_e_d__S_t_a_te__s_

(Province - if applicable)

(Country - if not US)

(if an individual) ____________________ ______________ ______________ _____

(Last)

(First)

(Middle)

(Suffix)

OR (if a business organization) ______________________________________________________

______________________________________________________

(Street name and number or Post Office Box information)

______________________________________________________ __________________________ ____ ____________________

(City)	(State)
_______________________	_U_n__it_e_d__S_t_a_te__s_
(Province - if applicable)	(Country - if not US)

(Postal/Zip Code)

(if an individual) ____________________ ______________ ______________ _____

(Last)

(First)

(Middle)

(Suffix)

OR (if a business organization) ______________________________________________________

______________________________________________________

(Street name and number or Post Office Box information)

______________________________________________________ __________________________ ____ ____________________

(City)	(State)	(Postal/Zip Code)
_______________________	_U__n_it_e_d__S_t_a_t_e_s_
(Province - if applicable)	(Country - if not US)
Page 2 of 3	Rev. 11/16/2005

(If there are more than three incorporators, mark this boxand include an attachment stating the true names and mailing addresses of all additional incorporators.)

• 12. The corporation is authorized to issue ________ shares of common stock.

  50,000,000

  (number)

  (Additional classes of capital stock may be authorized and additional information regarding the corporation's stock may be stated, mark this box 4 and include an attachment stating pertinent information.)

• 13. Additional information may be included pursuant to §7-102-102, C.R.S. and other organic statutes such as title 12, C.R.S. If applicable, mark this box 4 and include an attachment stating the additional information.

Notice:

Causing this document to be delivered to the secretary of state for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes.

This perjury notice applies to each individual who causes this document to be delivered to the secretary of state, whether or not such individual is named in the document as one who has caused it to be delivered.

14. Name(s) and address(es) of the

individual(s) causing the document to be delivered for filing: ____________________ ______________ ______________ _____

Wagner

David

(Last)

(First)

(Middle)

(Suffix)

_8_4_0__0__E_a_s__t _P_r_e_n__ti_c_e__A_v__e_._____________________________

(Street name and number or Post Office Box information)

______________________________________________________ _______________________ _U_n__it_e_d__S_t_a_te__s_

_G__r_e_e_n_w__o_o__d_V__i_ll_a_g_e_______	C__O__	_8_0__1_1_1______________
(City)	(State)	(Postal/Zip Code)

(Province - if applicable)

(Country - if not US)

(The document need not state the true name and address of more than one individual. However, if you wish to state the name and address of any additional individuals causing the document to be delivered for filing, mark this boxand include an attachment stating the name and address of such individuals.)

Disclaimer:

This form, and any related instructions, are not intended to provide legal, business or tax advice, and are offered as a public service without representation or warranty. While this form is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form. Questions should be addressed to the user's attorney.

ARTICLE I

Incorporation

This attachment is incorporated into the foregoing Articles of Incorporation.

ARTICLE II

Authorized Shares

Section 1: Number. The aggregate number of shares which the Corporation shall have authority to issue is Fifty Million (50,000,000) Common Shares of one class, with unlimited voting rights, all with a par value of $0.001 per share and One Million (1,000,000) Preferred Shares, all with a par value of $0.10 per share, to have such classes and preferences as the Board of Directors may determine from time to time.

Section 2: Dividends. Dividends in cash, property or shares of the Corporation may be paid upon the stock, as and when declared by the Board of Directors, out of funds of the Corporation to the extent and in the manner permitted by law.

ARTICLE III

Preemptive Rights

The holders of the capital stock of this Corporation shall not have the preemptive right to acquire additional unissued shares or treasury shares of the capital stock of this Corporation, or securities convertible into shares of capital stock or carrying capital purchase warrants or privileges.

ARTICLE IV

Cumulative Voting

Cumulative voting of shares of stock of the Corporation shall not be allowed or authorized in the election of the Board of Directors of the Corporation.

ARTICLE V

Provisions for Regulation of the

Internal Corporate Affairs

The following provisions are inserted for the management of the business and for the regulation of the internal affairs of theCorporation, and the same are in furtherance of and not in limitation or exclusion of the powers conferred by law.

Section 1: Bylaws. The Board of Directors shall have the power to adopt, alter, amend or repeal, from time to time, such Bylaws as it deems proper for the management of the affairs of the Corporation, according to these Articles and the laws in such cases made and provided.

Section 2: Executive Committee. The Bylaws may provide for designation by the Board of Directors of an Executive Committee and one or more other committees, the personnel and authority of which and the other provisions relating to which shall be as may be set forth in the Bylaws.

Section 3: Place of Meetings. Both Stockholders' and Directors' meetings may be held either within or without the State of Colorado, as may be provided in the Bylaws.

Section 4:	Directors.	The	Board of
Directors is	provisions	for	reasonable

Compensation to

authorizedtomakecompensation to its members for their services as Directors. Any Director of the Corporation may also serve the Corporation in any other capacity and receive compensation therefor in any form.

Section 5: Conflicts of Interest. No transaction of the Corporation with any other person, firm or corporation, or in which this Corporation is interested, shall be affected or invalidated solely by: (a) the fact that any one or more of the Directors or Officers of this Corporation is interested in or is a director or officer of another corporation; or (b) the fact that any Director or Officer, individually or jointly with others, may be a party to or may be interested in any such contract or transaction.

Section 6: Registered Owner of Stock. The Corporation shall be entitled to treat the registered holder of any shares of the Corporation as the owner thereof for all purposes, including all rights deriving from such shares, on the part of any other person, including, but not limited to, a purchaser, assignee or transferee of such shares or rights deriving from such shares, unless and until such purchaser, assignee, transferee or other person becomes the registered holder of such shares, whether or not the Corporation shall have either actual or constructive notice of the interest of such purchaser, assignee, transferee or other person. The purchaser, assignee or transferee of any of the shares of the Corporation shall not be entitled to: (a) receive notice of the meetings of the Shareholders; (b) vote at such meetings; (c) examine a list of the Shareholders; (d) be paid dividends or other

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