EXHIBIT 3.1.1

CERTIFICATE OF INCORPORATION

OF

CALIFORNIA CYBER DESIGN, INC.

FIRST.

 The name of this corporation shall be:

CALIFORNIA CYBER DESIGN, INC.

SECOND. Its registered office in the State of Delaware is to be located at 1013 Centre Road, in the City of Wilmington, County of New Castle, 19805, and its registered agent at such address is CORPORATE AGENTS, INC.

THIRD. The purpose or purposes of the corporation shall be:

To engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of Delaware.

FOURTH. The total number of shares of stock which this corporation is authorized to issue is:

One Hundred Million (100,000,000) shares of which Eighty Million (80,000,000) with a par value of One Tenth of One Mil ($.0001) each, amounting to Eight Thousand Dollars ($8,000.00) are Common Stock and Twenty Million (20,000,000) shares with a par value of One Tenth of One Mil ($.0001) each, amounting to Two Thousand Dollars ($2,000.00).

FIFTH. The name and mailing address of the incorporator is as follows:

Stacie Keffer

Corporate Agents, Inc.

1013 Centre Road

Wilmington, DE 19805

SIXTH. The Board of Directors shall have the power to adopt, amend or repeal the by-laws.

IN WITNESS WHEREOF, The undersigned, being the incorporator hereinbefore named, has executed, signed and acknowledged this certificate of incorporation this twenty-seventh day of May, A.D. 1998.