Medical Makeover Corp of America Watch

from 8-K ~20 pages Plan of reorganization, merger, acquisition or similar

from 8-K ~10 pages Plan of reorganization, merger, acquisition or similar

from 10SB12G ~10 pages Bylaws of Cactus New Media I, Inc.

from 10SB12G 1 page State of Delaware Certificate of Incorporation Cactus New Media I, Inc. First: The Name of This Delaware Corporation Is: Cactus New Media I, Inc. Second: The Name and Address of the Corporation's Registered Agent Is: Corporate Creations Enterprises, Inc. 2530 Channin Drive Wilmington, De 19810 New Castle County Third: The Purpose of the Corporation Is to Conduct or Promote Any Lawful Business or Purposes. Fourth: The Corporation Shall Have the Authority to Issue 100,000,000 Shares of Common Stock, Par Value $.0001 Per Share. in Addition, the Corporation Shall Have the Authority to Issue 10,000,000 Shares of Preferred Stock, Par Value $.0001 Per Share, Which May Be Divided Into Series and With the Preferences, Limitations and Relative Rights Determined by the Board of Director. Fifth: The Directors Shall Be Protected From Personal Liability to the Fullest Extent Permitted by Law. Sixth: The Name and Address of the Incorporator Is: Corporate Creations International, Inc. 941 Fourth Street, #200 Miami Beach, Fl 33139 Seventh: This Certificate of Incorporation Shall Become Effective on the Date Shown Below. /S/ Luis A. Uriarte - Corporate Creations International, Inc. Luis A. Uriarte, Vice President Date: March 29, 1999