H3 Enterprises Inc Watch

from SB-2/A 1 page [Description] Consent of Accountant Consent of Independent Certified Public Accountants We Have Issued Our Report Dated May 5, 2000, Accompanying the Consolidated Financial Statements of Uptown Restaurant Group, Inc. and Our Report Dated July 10, 1999 and May 5, 2000, Accompanying the Financial Statements of Nyb Foods, Inc., Contained in the Fifth Amendment to the Registration Statement and Prospectus on Form Sb-2. We Consent to the Use of the Aforementioned Reports in the Registration Statement and Prospectus, and to the Use of Our Name as It Appears Under the Caption "Experts." James E. Raftery, C.P.A., P.C. Mesa, Arizona November 9, 2000

from SB-2/A 1 page [Description] Consent of Accountant Consent of Independent Certified Public Accountants We Have Issued Our Report Dated May 5, 2000, Accompanying the Consolidated Financial Statements of Uptown Restaurant Group, Inc. and Nyb Foods, Inc., Contained in the Fourth Amendment to the Registration Statement and Prospectus on Form Sb-2. We Consent to the Use of the Aforementioned Report in the Registration Statement and Prospectus, and to the Use of Our Name as It Appears Under the Caption "Experts." James E. Raftery, C.P.A., P.C. Mesa, Arizona September 1, 2000

from SB-2/A 1 page [Description] Consent of Accountant Consent of Independent Certified Public Accountants We Have Issued Our Report Dated May 5, 2000, Accompanying the Consolidated Financial Statements of Uptown Restaurant Group, Inc. Contained in the Third Amendment to the Registration Statement and Prospectus on Form Sb-2. We Consent to the Use of the Aforementioned Report in the Registration Statement and Prospectus, and to the Use of Our Name as It Appears Under the Caption "Experts." James E. Raftery, C.P.A., P.C. Mesa, Arizona September 1, 2000

from 8-A12G 1 page [Description] Articles of Amendment to Articles of Incorporation Articles of Amendment to the Articles of Incorporation for a Colorado Profit Corporation. Pursuant to the Provisions of the Colorado Business Corporation Act, the Undersigned Corporation Adopts the Following Articles of Amendment to Its Articles of Incorporation: First: The Name of the Corporation Is Wrapsters, Inc. Second: The Following Amendments to the Articles of Incorporation Were Adopted on the 15th Day of December, 1999, as Prescribed by the Colorado Business Corporation Act, in the Following Manner: Such Amendments Were Adopted by a Vote of Shareholders. the Number of Shares Voted for the Amendments Were Sufficient for Approval. Amendment: Article First of the Articles of Incorporation of the Corporation Shall Be Amended to Read as Follows: The Name of the Corporation Is Uptown Restaurant Group, Inc. Amendment: Article Third, Subsection (A) of the Articles of Incorporation of the Corporation Shall Be Amended to Read as Follows: The Aggregate Number of Common Shares Which the Corporation Shall Have Authority to Issue Is 50,000,000 Shares of Common Stock. the Shares of This Class of Common Stock Shall Have Unlimited Voting Rights and Shall Constitute the Sole Voting Group of the Corporation, Except to the Extent Any Additional Voting Group or Groups May Hereafter Be Established in Accordance With the Colorado Business Corporation Act. the Shares of This Class Shall Also Be Entitled to Receive the Net Assets of the Corporation Upon Dissolution. Wrapsters, Inc. N/K/a Uptown Restaurant Group, Inc. Robert D. Palmer, Jr. Robert D. Palmer, Jr., President Attest: Gregory W. Dawson Gregory W. Dawson, Secretary

from 8-A12B 1 page [Description] Articles of Amendment to Articles of Incorporation Articles of Amendment to the Articles of Incorporation for a Colorado Profit Corporation. Pursuant to the Provisions of the Colorado Business Corporation Act, the Undersigned Corporation Adopts the Following Articles of Amendment to Its Articles of Incorporation: First: The Name of the Corporation Is Wrapsters, Inc. Second: The Following Amendments to the Articles of Incorporation Were Adopted on the 15th Day of December, 1999, as Prescribed by the Colorado Business Corporation Act, in the Following Manner: Such Amendments Were Adopted by a Vote of Shareholders. the Number of Shares Voted for the Amendments Were Sufficient for Approval. Amendment: Article First of the Articles of Incorporation of the Corporation Shall Be Amended to Read as Follows: The Name of the Corporation Is Uptown Restaurant Group, Inc. Amendment: Article Third, Subsection (A) of the Articles of Incorporation of the Corporation Shall Be Amended to Read as Follows: The Aggregate Number of Common Shares Which the Corporation Shall Have Authority to Issue Is 50,000,000 Shares of Common Stock. the Shares of This Class of Common Stock Shall Have Unlimited Voting Rights and Shall Constitute the Sole Voting Group of the Corporation, Except to the Extent Any Additional Voting Group or Groups May Hereafter Be Established in Accordance With the Colorado Business Corporation Act. the Shares of This Class Shall Also Be Entitled to Receive the Net Assets of the Corporation Upon Dissolution. Wrapsters, Inc. N/K/a Uptown Restaurant Group, Inc. Robert D. Palmer, Jr. Robert D. Palmer, Jr., President Attest: Gregory W. Dawson Gregory W. Dawson, Secretary

from SB-2 ~20 pages Articles of Incorporation or Bylaws

from 10SB12B ~20 pages Articles of Incorporation or Bylaws