


Exhibit 3.1

                              ARTICLES OF AMENDMENT
                                     TO THE
                            ARTICLES OF INCORPORATION
                                       OF
                         ASHLIN DEVELOPMENT CORPORATION

1.      The name of the  corporation  is  Ashlin  Development  Corporation  (the
"Corporation").

2.      Pursuant to Section  607.10025 of the Florida  Business  Corporation Act
(the "Act"),  the  Corporation  hereby  combines the  Corporation's  outstanding
shares of common stock, $.001 par value per share ("Common Stock"), such that as
of the Effective  Time (as defined below) the issued and  outstanding  shares of
Common Stock (the "Old Common Stock") shall  automatically,  and without further
act,  be  converted  into shares of Common  Stock (the "New Common  Stock") at a
ratio of one share of New Common Stock for each 1.249419586 shares of Old Common
Stock.

3.       The first  paragraph of Article IV of the  Corporation's  Articles of
Incorporation  is hereby amended to read as follows:

                                   "ARTICLE IV

                                  CAPITAL STOCK

     The total  number of shares of each class that the  corporation  shall have
the authority to issue is 128,059,462 shares, consisting of:

     (a)  120,055,746  shares of common shares (the "Common Shares"),  par value
          $.001 per share;

     (b)  8,003,716  shares of preferred  shares (the "Preferred  Shares"),  par
          value $.001 per share"

4.     Neither this share combination nor these Articles of Amendment adversely
affect the rights or  preferences  of the holders of  outstanding  shares of any
class or series,  and neither  result in the  percentage  of  authorized  shares
remaining  unissued  after  the  share  division  exceeding  the  percentage  of
authorized shares unissued before the division.

5.     These  Articles of Amendment were duly adopted by the Board of Directors
of the  Corporation  on November 5, 2005.  Pursuant to Section  607.10025 of the
Act, no  shareholder  approval is  necessary  to  effectuate  these  Articles of
Amendment.

     6. These Articles of Amendment shall become effective at 9:00 a.m. (Eastern
Standard Time) on Monday, November 21, 2005 (the "Effective Time").


     IN WITNESS WHEREOF, the undersigned officer of the Corporation has executed
these Articles of Amendment on this 17th day of November 2005.

                                     ASHLIN DEVELOPMENT CORPORATION



                                    By:   /s/  James A. Brown
                                             Name: James A. Brown
                                             Title: Chief Executive Officer









