EXHIBIT 3.2

                          ARTICLES OF INCORPORATION OF
                                   QUIPP, INC.

                  (Pursuant to Item 601(3)(b)(3)(i) of Regulation S-K, the
following constitutes a complete copy of the Articles of Incorporation of the
Registrant, as amended to date and as currently in effect).


                                    ARTICLE I
                                      NAME

                  The name of the Corporation shall be: QUIPP, INC.

                                   ARTICLE II
                                     PURPOSE

                  The Corporation is organized for the purpose of transacting
any and all lawful business for which Corporations may be incorporated under the
State of Florida.

                                   ARTICLE III
                                  CAPITAL STOCK

                  The aggregate number of shares which this corporation shall
have authority to issue is 8,000,000 shares of common stock, $.01 par value.

                                   ARTICLE IV
                              NO PREEMPTIVE RIGHTS

                  The holders of the common stock of this corporation shall have
no preemptive rights to purchase any shares of the stock of this Corporation.

                                    ARTICLE V
                                TERM OF EXISTENCE

                  This Corporation shall exist perpetually.

                                   ARTICLE VI

                  (1) The total number of directors of this corporation shall be
the number from time to time fixed by the directors in accordance with the terms
and conditions of the bylaws of the corporation.

                  (2) The term of each director who is serving as a director on
June 1, 2004 shall expire at the next annual meeting of shareholders after such
date and upon the election and qualification of such director's successor,
subject, however, to such director's earlier death, resignation or removal,
notwithstanding that such director may have been elected for a term that
extended beyond the date of such next annual meeting of stockholders.

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                                   ARTICLE VII
                           REGISTERED OFFICE AND AGENT

                  The street office of the registered office of the Corporation
is 2655 LeJeune Road, Suite 11011, Coral Gables, Florida, 33134 and the name of
the registered agent of the Corporation at that address is Charles P. Sacher.

                                  ARTICLE VIII

                  No action required to be taken or which may be taken at any
annual or special meeting of shareholders of the corporation may be taken by
shareholders without a meeting, and the power of shareholders to consent in
writing without a meeting to the taking of any such action is specifically
denied.

                                   ARTICLE IX

                  Special meetings of the shareholders of the corporation may be
called, for any purpose or purposes permitted by law, by the board of directors
of the corporation on its own initiative and shall be called by the board of
directors (a) upon written request by the chairman of the board or the president
of the corporation or (b) following delivery to the secretary of the
corporation, by holders of not less than ten percent of all the votes entitled
to be cast on any issue proposed to be considered at the proposed special
meeting, of one or more signed and dated written demands for the meeting
describing the purpose or purposes for which it is to be held; provided, that if
a special meeting is called pursuant to a demand by shareholders, the board of
directors shall not, within one year following the date of such special meeting,
be required to call a meeting pursuant to clause (b) unless there is delivered
to the secretary of the corporation, by holders of not less than one-third of
all the votes entitled to be cast on any issue proposed to be considered at the
proposed special meeting, one or more signed and dated written demands for the
meeting describing the purpose or purposes for which it is to be held. Special
meetings of the shareholders may not be called in any manner that is not set
forth in this Article IX. Only business within the purpose or purposes described
in the special meeting notice may be conducted at a special meeting of
shareholders.


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