EXHIBIT 3.5

                                                     As Filed with the Secretary
                                               of State of the State of Delaware
                                                            on November 22, 2002

                              CERTIFICATE OF MERGER
                                     MERGING
                                US PATRIOT, INC.
                         (A SOUTH CAROLINA CORPORATION)

                                  WITH AND INTO
                       TRIMEDIA ENTERTAINMENT GROUP, INC.
                            (A DELAWARE CORPORATION)

     Pursuant  to  Section  253  of  the  Delaware  General Corporation Law, the
undersigned  corporations  hereby  execute  the following Certificate of Merger:

     FIRST: That US Patriot, Inc. ("US Patriot") was incorporated on October 25,
2001, pursuant to the South Carolina Business Corporation Act, the provisions of
which  permit  the  merger  of  a corporation of another state and a corporation
organized  and  existing  under  the  laws  of  said  state.

     SECOND:  That  TriMedia  Entertainment  Group,  Inc.  ("TriMedia")  was
incorporated  on  October  16, 2002, pursuant to the General Corporation Laws of
the  State  of  Delaware.

     THIRD:  An Agreement and Plan of Merger between US Patriot and TriMedia has
been  approved,  adopted, certified, executed and acknowledged by US Patriot and
TriMedia  in  accordance  with  the  laws  of  their  respective  states  of
incorporation.

     FOURTH:  The  name  of the surviving corporation of the merger is: TriMedia
Entertainment  Group,  Inc.

     FIFTH:  The  Certificate  of Incorporation of TriMedia Entertainment Group,
Inc.,  a  Delaware  corporation,  shall continue in full force and effect as the
Certificate  of  Incorporation  of  the  surviving  corporation.

     SIXTH: A copy of the Agreement and Plan of Merger is on file at the offices
of the surviving corporation, the address of which is provided below, and a copy
of  the Agreement and Plan of Merger will be furnished, upon request and without
any  cost,  to  any  shareholder  of  the  constituent  corporations.

                              Exhibit 3.5 - Page 1

                         101  Charles  Drive
                         Bryn  Mawr,  PA  19010

     SEVENTH:  Anything herein or elsewhere to the contrary notwithstanding this
merger  may  be  terminated or abandoned by the parties at any time prior to the
time  that  this  merger  is  filed  with  the  Secretary  of  State and becomes
effective.

     EIGHTH:  The  authorized  capital  of  US  Patriot  is  One Hundred Million
(100,000,000)  shares  of  common  stock,  $0.0001  par value and Twenty Million
(20,00  0,000)  shares  of  preferred  stock,  $0.0001 par value. The authorized
capital of TriMedia is One Hundred Million (100,000,000) shares of common stock,
$0.0001  par  value  and  Twenty Million (20,000,000) shares of preferred stock,
$0.0001  par  value.

     NINTH:  This  Certificate  of  Merger  shall  be effective upon the date of
filing  with  the Secretary of State of Delaware. IN WITNESS WHEREOF, US Patriot
and TriMedia have caused this Certificate of Merger to be signed as of this 22nd
day  of  November,  2002.

                              US  PATRIOT,  INC.

                              By:  /s/  Christopher  Schwartz
                              -------------------------------------------------
                              Christopher  Schwartz,  Chief  Executive  Officer


                              TRIMEDIA  ENTERTAINMENT  GROUP,  INC.



                              By:  /s/  Christopher  Schwartz
                              -------------------------------------------------
                              Christopher  Schwartz,  Chief  Executive  Officer


                              Exhibit 3.5 - Page 2