Exhibit 3.(i)(b)

                          CERTIFICATE OF INCORPORATION

                                       OF

                           EDISON CONTROL CORPORATION

             1.   Name.  The name of the Corporation is Edison Control
   Corporation (hereinafter called the "Corporation").

             2.   Purpose.  The Corporation may engage in any activity within
   the purpose for which corporations may be organized under the New Jersey
   Business Corporation Act.

             3.   Number of Shares.  The aggregate number of shares of stock
   which the Corporation shall have authority to issue is twenty-one million
   (21,000,000) shares, of which twenty million (20,000,000) shares are to be
   Common Stock with a par value of $.01 per share and one million
   (1,000,000) shares are to be Preferred Stock with a par value of $.01 per
   share. 

                  (a)  The Preferred Shares may be issued from time to time
   in one or more series, designations, preferences and relative
   participating or optional or other special rights and such qualifications,
   limitations or restrictions thereon, as expressly provided herein, or to
   the extent provided by law, or in a resolution or resolutions providing
   for the issuance of such series, adopted by the Board of Directors which
   is hereby vested with such authority in respect thereof.  Without limiting
   the generality of the foregoing, the Board of Directors is hereby
   expressly empowered to provide for the issuance of Preferred Shares at any
   time and from time to time in one or more series, and to fix as to each
   such series, by resolution or resolutions providing for the issuance of
   such series:

                       (i)  the number of shares to constitute such series,
   and the designation thereof;

                       (ii) the voting power of holders of shares of such
   series, if any, and the Board of Directors may, without limitation,
   determine the vote or fraction of vote to which such holders may be
   entitled to vote, and the Board of Directors may determine to restrict or
   eliminate entirely the right of such holders to vote;

                       (iii)     the rate of dividend, if any, and the extent
   of further participation in dividend distributions, if any, and whether
   dividends shall be cumulative or non-cumulative;

                       (iv) whether or not such series shall be redeemable,
   and if so, the terms and conditions upon which shares of such series shall
   be redeemable;

                       (v)  the extent, if any, to which such series shall
   have the benefit of any sinking fund provision for the redemption or
   purchase of shares;

                       (vi) the rights, if any, of such series, in the event
   of dissolution of the Corporation, or upon any distribution of the assets
   of the Corporation;

                       (vii)     whether or not the shares of such series
   shall be convertible, and, if so, the terms and conditions on which shares
   of such series shall be convertible; and

                       (viii)    such other powers, designations,
   preferences, and relative, participating, optional, or other special
   rights, and such qualification, limitations, or restrictions thereon, as
   and to the extent permitted by law.

             4.   Office and Registered Agent.  The address of the
   corporation's initial registered office is 140 Ethel Road West,
   Piscataway, New Jersey 08854.  The name of its initial registered agent is
   Mr. Taft B. Russell.

             5.   Number of Directors, Names and Addresses of First
   Directors.  The number of directors constituting the first board of
   directors is four and the names and addresses of the person who are to
   serve as such directors are:

                  Taft B. Russell
                  140 Ethel Road West
                  Piscataway, New Jersey 08854

                  Lewis Eslinger
                  140 Ethel Road West
                  Piscataway, New Jersey 08854

                  Walter Parsons
                  140 Ethel Road West
                  Piscataway, New Jersey 08854

                  Anthony Gagliardi
                  140 Ethel Road West
                  Piscataway, New Jersey 08854

             6.   Name and Address of Incorporator.  The name and address of
   the Incorporator is:

                  Claire D. McCrea
                  Grutman Miller Greenspoon & Hendler
                  505 Park Avenue
                  New York, New York 10022

             7.   Duration.  The duration of the Corporation is to be
   perpetual.