<PAGE>   1
Exhibit 3.26
                            ARTICLES OF INCORPORATION
                                       OF
                             QUEST PHARMACIES, INC.


                  1. Name. The name of the corporation is Quest Pharmacies, Inc.

                  2. Purpose. The purpose for which this corporation is
organized is the transaction of any or all lawful business for which
corporations may be incorporated under the laws of the State of Arizona, as they
may be amended from time to time.

                  3. Initial Business. The corporation initially intends to
conduct the business of real estate ownership and of providing pharmaceutical
and pharmacy services.

                  4. Authorized Capital. The corporation shall have authority to
issue 10,000 shares of common stock, par value $0.01 per share.

                  5. Statutory Agent. The name and address of the initial
statutory agent of the corporation is Lawdock, Inc., One East Camelback Road,
Suite 400, Phoenix, Arizona 85012.

                  6. Initial Directors and Officers. The initial board of
directors shall consist of four directors. The names and addresses of the
persons who are to serve as directors until the first annual meeting of
shareholders or until their successors are elected and qualify are:

                                 Jerry M. Walker
                                 9342 N. Fanfol Road
                                 Paradise Valley, Arizona 85253

                                 Phillip R. Rollins
                                 12835 E. Gail
                                 Scottsdale, Arizona  85259

                                 Paul J. Contris
                                 5800 W. Kesler Street
                                 Chandler, Arizona 86226

                                 L. Robert Oberfield
                                 9140 E. Hillery Drive
                                 Scottsdale, Arizona 85260

                  The number of persons to serve on the board of directors
thereafter shall be fixed by the Bylaws. The persons who are to serve as
officers at the pleasure of the board of directors are:

                           L. Robert Oberfield     President
                           Jerry M. Walker         Chairman
                           Paul J. Contris         Vice President and Treasurer
                           Phillip R. Rollins      Vice President and Secretary
<PAGE>   2
                  7. Incorporators. The incorporators of the corporation, and
their addresses are:

                           Phillip R. Rollins
                           12835 E. Gail
                           Scottsdale, Arizona  85259

                           L. Robert Oberfield
                           9140 E. Hillary Drive
                           Scottsdale, Arizona  85260

All powers, duties and responsibilities of the incorporators shall cease at the
time of delivery of these Articles of Incorporation to the Arizona Corporation
Commission for filing.

                  8. Distributions from Capital Surplus. The board of directors
of the corporation may, from time to time, distribute on a pro rata basis to its
shareholders out of the capital surplus of the corporation a portion of its
assets, in cash or property.

                  9. Director Liability. A director of the Corporation shall not
be personally liable to the Corporation or its shareholders for monetary damages
for breach of fiduciary duty as a director, except for liability (i) for any
breach of the director's duty of loyalty to the Corporation or its shareholders,
(ii) for acts or omissions not in good faith or which involve intentional
misconduct or a knowing violation of law, (iii) for authorizing the unlawful
payment of a dividend or other distribution on the Corporation's capital stock
or the unlawful purchase of its capital stock, (iv) for any transaction from
which the director derived an improper personal benefit, or (v) for a violation
of Section 10-041 of the Arizona General Corporation Law. If the Arizona General
Corporation Law is amended after approval by the shareholders of this Article to
authorize corporate action further eliminating or limiting the personal
liability of directors, then the liability of a director of the Corporation
shall be eliminated or limited to the fullest extent permitted by the Arizona
General Corporation Law, as so amended.

                  Any repeal or modification of the foregoing paragraph by the
shareholders of the Corporation shall not adversely affect any right or
protection of a director of the Corporation existing at the time of such repeal
or modification. No amendment to the Arizona Revised Statutes that further
limits the acts, omissions or transactions for which elimination or limitation
of liability is permitted shall affect the liability of a director for any act,
omission or transaction which occurs prior to the effective date of such
amendment.

                  10. Repurchase of Shares. The board of directors of the
Corporation may, from time to time, cause the corporation to purchase its own
shares to the extent of the unreserved and unrestricted earned and capital
surplus of the corporation.



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                  EXECUTED as of the 15th day of May, 1995.


                                   /s/ Phillip R. Rollins
                                   ---------------------------------
                                   Phillip R. Rollins, Incorporator



                                   /s/ L. Robert Oberfield
                                   ---------------------------------
                                   L. Robert Oberfield, Incorporator




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<PAGE>   4
                            ACCEPTANCE OF APPOINTMENT
                               BY STATUTORY AGENT


                  Pursuant to the provisions of Section 10-055, Arizona Revised
Statutes, the undersigned hereby acknowledges and accepts the appointment as
statutory agent of Quest Pharmacies, Inc., effective as of the 30th day of May,
1995.


                                  LAWDOCK, INC.



                                  By /s/ Dianne L. Lash
                                     ----------------------------
                                     Its: Assistant Secretary
                                          One East Camelback Road
                                          Suite 400
                                          Phoenix, Arizona 85012



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<PAGE>   5


                             SHAREHOLDERS AGREEMENT


         This Shareholders Agreement (this "Agreement") is entered into by QUEST
PHARMACIES, INC., an Arizona corporation (the "Corporation"), SUNQUEST
HEALTHCARE CORPORATION, a Delaware corporation ("SunQuest"), and L. ROBERT
OBERFIELD ("Oberfield"), with an effective date as of May 15, 1995. (SunQuest
and Oberfield are sometimes referred to herein severally as a "Shareholder" and
collectively as "Shareholders").

                                    RECITALS

         A. SunQuest and Oberfield are the owners of the following number of
shares of the Corporation, which in total constitute all of the issued and
outstanding shares of the Corporation:

<TABLE>
<CAPTION>
                    Name                Number Of Shares
                    ----                ----------------
<S>               <C>                   <C> 
                  SunQuest                    7500
                  Oberfield                   2500
</TABLE>

         B. The parties wish to provide for certain rights by and between
themselves with respect to the transfer and issuance of shares in the
Corporation, all in the manner set forth herein.


                                   AGREEMENTS


         The Corporation and the Shareholders agree as follows:


         1. Demand Sale/Purchase of Oberfield Shares.

                  a. Nature of Right and Timing. On the first Trading Day (as
defined below) of May 1998 and on the first Trading Day of each May thereafter
(each a "Trigger Date"), Oberfield will have the right, in his sole discretion,
to require that SunQuest purchase all or part of Oberfield's shares in the
Corporation, and SunQuest will have the right, in its sole discretion, to
require that Oberfield sell all or part of Oberfield's shares in the Corporation
to SunQuest. Any transaction resulting from Oberfield's exercise of his put
rights or SunQuest's exercise of its call rights as set forth herein is referred
to herein as a "Demand Transaction." The mutual rights of SunQuest and/or
Oberfield to compel Demand Transactions will remain in force for so long as the
Corporation remains in existence, and will be exercisable by either or both of
them upon 90 days written notice prior to a Trigger Date from the party seeking
to exercise its right to the other party. For purposes of this Agreement,
"Trading Day" shall mean (i) if SunQuest is a publicly held company, any day
<PAGE>   6
that the stock exchange listing SunQuest's stock is open to the public for
transacting business, or (ii) if SunQuest is not a publicly held company, any
day that all or substantially all of the nationally recognized United States'
stock exchanges are open to the public for transacting business. Although a
Demand Transaction may have a Closing Date (as defined below) falling after the
applicable Trigger Date, the price shall be established and fixed as of the
Trigger Date, in the manner set forth below.

                  b. Price. In a Demand Transaction, the price of the shares
will be determined using one of the two following valuation techniques,
depending on the circumstances on the applicable Trigger Date:

                           (i) If SunQuest is a publicly held company on or
before the applicable Trigger Date, the valuation shall be (A) 100% of the
price/earnings ratio of SunQuest's publicly traded stock (calculated as of the
applicable Trigger Date) multiplied by (B) an annualized estimate of the
after-tax net income of the Corporation (calculated by multiplying the financial
information for the three month operating period from February through April
immediately preceding the applicable Trigger Date by 4 to convert the earnings
to an annualized estimate) multiplied by (C) Oberfield's percentage share of the
total outstanding capital stock of the Corporation that is being transferred.

                           (ii) If SunQuest is not a publicly held company on or
before the applicable Trigger Date, the valuation methodology shall be the same
as that described in paragraph 1(b)(i), except that the price/earnings ratio
will be 75% of the average price/earnings ratio for the 10 largest publicly
traded nursing home companies, as determined by annual gross revenues from the
most recently available year-end financial statements for such companies, in the
same business as SunQuest ("Long Term Care Companies") as of the applicable
Trigger Date.

                  c. Payment Terms. If a Demand Transaction results from
Oberfield's exercise of his put rights, the purchase price shall be paid as
follows: (i) in all cash on the Closing Date if both SunQuest and Oberfield
consent to a cash payment, or (ii) 25% cash payment on the Closing Date and the
remaining 75% of the purchase price in fully amortized, equal monthly
installments over a period of 24 to 36 months, with the exact length of the
period selected by Oberfield, with interest at 10% per annum. The monthly
installment payments will commence on the 15th day of the month immediately
following the Closing Date. If a Demand Transaction results from SunQuest's
exercise of its call rights, Oberfield shall have the right to require SunQuest
to pay the calculated purchase price in all cash on the Closing Date or on the
following terms: 100% of the purchase price in fully amortized, equal monthly
installments over a period not to exceed 36 months, with interest at 10% per
annum. For purposes of this Agreement, the "Closing Date" shall mean that

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<PAGE>   7
date upon which the transfer is actually consummated, which shall be no later
than 15 days following the date upon which the financial statements of the
Corporation for the months of February through April immediately preceding the
applicable Trigger Date are published.

                  d. Purchase with SunQuest Shares. Notwithstanding paragraph
1(c) above, upon any Demand Transaction, Oberfield, in his sole discretion, may
require that SunQuest purchase Oberfield's shares in the Corporation with shares
of SunQuest's own capital stock. If Oberfield elects this option, the number of
shares of SunQuest capital stock necessary to complete the purchase shall be
determined by comparative valuations of the Corporation and SunQuest. The market
valuation per share of SunQuest shall be (i) its listed selling price on the
applicable exchange on the applicable Trigger Date, if SunQuest is publicly
traded as of the applicable Trigger Date, or (ii) if SunQuest is not publicly
traded as of the applicable Trigger Date, the value arrived at by multiplying
75% of the average price/earnings ratio for Long Term Care Companies by
SunQuest's consolidated after-tax net income as annualized based upon the 6
month period ending on the April 30th immediately preceding the applicable
Trigger Date, and then by dividing the resulting market valuation of SunQuest by
the total outstanding common shares of SunQuest as of the Trigger Date. The
market valuation of the Corporation shall be determined based on the methods set
forth in paragraphs 1(b)(i) and (ii) above. The number of shares of common stock
of SunQuest to be paid to Oberfield to effect the transaction shall be
determined by dividing the total market valuation of the Corporation by the per
share value of SunQuest stock, as determined above, and then multiplying the
result by Oberfield's fractional share of stock of the Corporation.

         2. Issuance and Sale of Stock; Preemptive Rights.

                  Except for stock splits and similar types of issuances that do
not require payment of additional consideration by the Shareholders and do not
dilute each Shareholder's Applicable Percentage (as defined below), the
Corporation shall not issue or sell any additional stock without the consent of
Oberfield, which consent shall not be unreasonably withheld. If such consent is
obtained, the issuance and sale of stock by the Corporation shall be governed by
the remainder of this Section 2. In the event of any issuance and sale by the
Corporation of new common stock, the Shareholders shall have the right and
option to purchase a sufficient number of shares of such new common stock to
restore their percentage of outstanding shares to 25% for Oberfield and 75% for
SunQuest (respectively for each, the "Applicable Percentage"). The Applicable
Percentage shall be adjusted downward to give effect to any exercise of
employees' stock options (if any) and for sales and purchases of stock by the
Shareholders. The number of shares the Shareholders shall be entitled to
purchase pursuant to the

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<PAGE>   8
preemptive rights granted herein shall be the number of shares necessary to
preserve the Applicable Percentage. The Company shall provide written notice of
all sales of stock to the Shareholders within 10 days of such sale, setting
forth the number of shares of stock sold and the proposed sales price per share.
If the preemptive rights apply, the Shareholder shall have 30 days from receipt
of notice within which to exercise the preemptive rights. The purchase price for
any shares purchased pursuant to the preemptive rights shall be the same as the
proposed sales price to a third party and shall be paid in cash 30 days after
the notice of exercise of the preemptive rights. The preemptive rights granted
herein shall expire upon the earliest occurrence of: (a) an initial public
offering of the common stock of the Corporation; or (b) the exercise by either
party of its rights pursuant to paragraph 1 above with respect to all of the
Oberfield shares.

         3. Right of First Refusal. No Shareholder shall have the right to
transfer, pledge, sell of otherwise dispose of any of the shares of the
Corporation or any certificate representing such shares, by inheritance,
operation of law or otherwise, until the shares proposed to be transferred are
first offered for sale to the other Shareholder to this Agreement for the same
price and upon the same terms as a bona fide third party offer to purchase such
shares, or if the proposed transfer is not pursuant to a third party offer, for
a price calculated in accordance with paragraphs 1(b)(i) and (ii). Any transfer
in violation of this provision shall be void. Such offer to the other party
shall be in writing, signed by the shareholder and sent by certified mail to the
other party and to the secretary of the Corporation. An offer to purchase from a
third party shall be considered as a bona fide offer only when a formal
agreement has been signed, an escrow has been opened with an independent escrow
company and not less than 10% of the purchase price has been placed in escrow
and is to be held for the entire amount of time allotted for the non-selling
Shareholder to exercise its rights hereunder. The offer shall remain open for
acceptance for 60 days from the date of mailing such offer. Subject to Section
6.6 of the Corporation's By-Laws, which shall apply and shall control if the
Corporation has other shareholders aside from SunQuest and Oberfield, the
non-selling Shareholder may accept the offer by advising the selling Shareholder
and the secretary of the Corporation by certified mail of such acceptances. The
non-selling Shareholder shall thereafter close substantially in accordance with
the terms of the offer.

         4. Right of Purchase on Certain Events. Each Shareholder agrees that
upon the occurrence of any event set forth in the following sentence, the
affected Shareholder shall immediately submit to the Corporation and the other
Shareholder a written offer to sell all the Shares then owned by the affected
Shareholder, under the payment terms and conditions stated below in this
paragraph 4. The following events shall require an offer: (a) the filing of a
petition in bankruptcy by or against a Shareholder and

                                       -4-
<PAGE>   9
the failure to quash or remove the petition within 90 days after the filing; (b)
the death, dissolution or liquidation of a Shareholder; and (c) the entry of a
final decree of divorce of a Shareholder unless on or prior thereto the
Shareholder has acquired all of his divorced spouse's interest in the Shares
owned by the Shareholder and/or the divorced spouse. The purchase price for any
shares purchased by the other Shareholder pursuant to such an event shall be
calculated in the manner set forth in paragraphs 1(b)(i) and (ii) as of the date
upon which the event occurs. If Oberfield is the selling Shareholder under this
paragraph, Oberfield shall not be entitled to require payment in shares of
SunQuest stock, as referenced in paragraph 1(d) above.

         5. Additional Signatories. Without limiting the restrictions contained
herein, the Shareholders hereby agree that, in their capacities as Shareholders
and as officers and directors of the Corporation, they will cause any person who
becomes a shareholder of the Corporation, as a condition precedent to becoming a
shareholder, to become a signatory to this Agreement simultaneously with the
acquisition of any shares of the Corporation. In such event, all references to
any Shareholder herein shall also apply to the new shareholder, as the context
requires.

         6. Indemnification. If a Shareholder sells all of his or its shares to
the Corporation or the other Shareholder pursuant to this Agreement, the
remaining Shareholder shall indemnify and hold harmless the selling Shareholder
against and in respect to any action, liability, damage or expense, including
reasonable attorneys' fees and court costs, relating to any matters arising from
the activities of the Corporation, except if such actions, liability, damages or
expenses were caused by the wrongful actions of the selling Shareholder.

         7. Legend On Share Certificates.

                  The Shareholders agree, immediately upon execution of this
Agreement, to cause the secretary of the Corporation to stamp on the
certificates in a prominent manner the following legend:

                  The transfer, sale, exchange, assignment, hypothecation,
                  encumbrance or alienation of the shares represented by this
                  certificate is restricted by a Shareholder Agreement among the
                  shareholders of this corporation dated May 15, 1995. A copy of
                  the Shareholder Agreement will be mailed without charge to the
                  shareholder within 5 days after receipt of a written request
                  therefor. All the terms and provisions of the Shareholder
                  Agreement are hereby incorporated by reference and made a part
                  of this certificate.

                                       -5-
<PAGE>   10
         8. Agreement Available For Inspection.

                  An original copy of this Agreement duly executed by the
Corporation and by the Shareholders shall be delivered to the secretary of the
Corporation and maintained at the principal executive office of the Corporation
available for inspection by any person requesting to see it.

         9. Termination Of Agreement.

                  This Agreement shall terminate upon the written agreement of
the Corporation and each of the Shareholders to that effect.

         10. Amendment Or Alteration.

                  This Agreement may only be altered or amended by a written
agreement signed by all of the parties.

         11. Notices.

                  Any and all notices or other communications required or
permitted by this Agreement or by law to be served on, given to or delivered to
any party hereto by any other party to this Agreement shall be in writing and
shall be deemed duly served, given or delivered when personally delivered to the
party or to an officer of the party, or in lieu of such personal delivery, when
deposited in the United States mail, registered or certified mail, return
receipt requested, addressed to either the Corporation or a Shareholder at the
Corporation's principal executive office.

         12. Binding Effect.

                  This Agreement shall inure to the benefit of and shall be
binding on the parties hereto and on each of their heirs, executors,
administrators, successors and assignees. This paragraph, however, shall not
permit shares in the Corporation to be transferred in a manner otherwise
prohibited under this Agreement.

         13. Severability.

                  Should any provision or portion of this Agreement be held
unenforceable or invalid for any reason, the remaining provisions and portions
of this Agreement shall be unaffected by such holding.

         14. Governing Law.

                  This Agreement shall be construed and governed by the laws of
the State Of Arizona.

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<PAGE>   11
         15. Sole and Separate Property. Oberfield represents and warrants that
his shares are and will continue to be his sole and separate property at all
times while this Agreement is in effect.

         16. Entire Agreement.

                  This Agreement constitutes the entire agreement of the parties
hereto with respect to the matters discussed herein and correctly sets forth the
rights, duties and obligations of each to the others in relation thereto. Any
prior agreements, promises, negotiations or representations concerning the
matters discussed herein, which are not expressly set forth herein, are of no
force or effect.

                  DATED as of the date first above written.

                                       SUNQUEST HEALTHCARE CORPORATION



                                       By /s/ Jerry M. Walker
                                         --------------------------------------
                                       Its President
                                          -------------------------------------
 
                                                  SHAREHOLDER


                                       /s/ L. Robert Oberfield
                                       ----------------------------------------
                                       L. ROBERT OBERFIELD

                                                   SHAREHOLDER


                                       QUEST PHARMACIES, INC.



                                       By /s/ Jerry M. Walker
                                         --------------------------------------
                                       Its Chairman
                                       ----------------------------------------
                                                   CORPORATION

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