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                                                                    EXHIBIT 3.21

[SEAL OF CALIFORNIA]                                  File#____________________


                             STATE OF CALIFORNIA

                                  BILL JONES

                              SECRETARY OF STATE


                           LIMITED LIABILITY COMPANY
                           ARTICLES OF ORGANIZATION
                 A $70.00 FILING FEE MUST ACCOMPANY THIS FORM.
          IMPORTANT - READ INSTRUCTIONS BEFORE COMPLETING THIS FORM.


                                               This Space if For Filing Use Only
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1.  Name of the limited liability company (end the name with the words "Limited
    Liability Company," "Ltd. Liability Co.," or the abbreviations  "LLC" or
    "L.L.C.")

    DOMINO'S PIZZA CALIFORNIA LLC
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2.  The purpose of the limited liability company is to engage in any lawful act
    or activity for which a limited liability company may be organized under the
    Beverly-Killea limited liability company act.

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3.  Name the agent for service of process and check the appropriate provision
    below:


    C T Corporation System                                 which is
    -------------------------------------------------------

    [ ] an individual residing in California.  Proceed to item 4.

    [x] a corporation which has filed a certificate pursuant to section 1505.
        Proceed to item 5.
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4.  If an individual, California address of the agent for service of process:

    Address:

    City:                        State:  CA              Zip Code:
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5.  The limited liability company will be managed by:  (CHECK ONE)

    [ ] ONE MANAGER      [ ] MORE THAN ONE MANAGER

    [x] LIMITED LIABILITY COMPANY MEMBERS
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6.  Other matters to be included in this certificate may be set forth on
    separate attached pages and are made a part of this certificate. Other
    matters may include the latest date on which the limited liability company
    is to dissolve.

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7.  Number of pages attached, if any:

            4
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    Type of business of the limited liability company.

    Domino's Pizza California LLC will be an operating company that operates
    Domino's Pizza corporate stores and commissaries within the State of
    California.
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    DECLARATION:  It is hereby declared that I am the person who executed this
    instrument, which execution is my act and deed.

                                             Harry Silverman

    -------------------------------          ----------------------------------
    Signature of Organizer                   Type or Print Name of Organizer

    November 10, 1999
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     Date
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SEC/STATE  (REV. 1/99)                           FORM LLC-1 - FILING FEE $70.00
                                                 Approved by Secretary of State
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       INSTRUCTIONS FOR COMPLETING THE ARTICLES OF ORGANIZATION (LLC-1)

                            DO NOT ALTER THIS FORM

                      TYPE OR LEGIBLY PRINT IN BLACK INK.

PROFESSIONAL LIMITED LIABILITY COMPANIES ARE PROHIBITED FROM FORMING OR
REGISTERING IN CALIFORNIA.

-  Attach the fee for filing the Articles or Organization (LLC-1) with the
   Secretary of State.  The fee is seventy dollars ($70).

-  Make check(s) payable to the Secretary of State.

-  Send the executed document and filing fee to:
                              California Secretary of State
                              Limited Liability Company Unit
                              P.O. Box 944228
                              Sacramento, CA 94244-2280

- Fill in the items as follows:

ITEM 1.       Enter the name of the limited liability company. The name shall
              contain the words "Limited Liability Company," or the
              abbreviations "LLC" or L.L.C." The words "Limited" and "Company"
              may be abbreviated to "Ltd." and "Co." The name of the limited
              liability company may not contain the words "bank," "trust,"
              "trustee," "incorporated," "inc.," "corporation," or "corp.," and
              shall not contain the words "insurer" or "insurance company" or
              any other words suggesting that it is in the business of issuing
              policies of insurance and assuming insurance risks. (Section
              17052)

ITEM 2.       Execution of this document confirms the following statement which
              has been preprinted on the form and may not be altered: "The
              purpose of the limited liability company is to engage in any
              lawful act or activity for which a limited liability company may
              be organized under the Beverly-Killea Limited Liability Company
              Act." Provisions limiting or restricting the business of the
              limited liability company may be included as an attachment.

ITEM 3.       Enter the name of the agent for service of process. The agent for
              service of process must be an individual residing in California or
              a corporation which has filed a certificate pursuant to California
              Corporations Code Section 1505. Check the appropriate provision.

ITEM 4.       If an individual is designated as the agent for service of
              process, enter an address in California. Do not enter "in care
              of" (c/o) or abbreviate the name of the city. DO NOT enter an
              address if a corporation is designated as the agent for service of
              process.

ITEM 5.       Check the appropriate provision indicating whether the limited
              liability company is to be managed by one manager, more than one
              manager, or the limited liability company members. Section
              17051(a)(5).

ITEM 6.       The Articles of Organization (LLC-1) may include other matters
              that the person filing the Articles of Organization determines to
              include. Other matters may include the latest date on which the
              limited liability company is to dissolve. If other matters are to
              be included check the box in this item and attach one or more
              pages setting forth the other matters.

ITEM 7.       Indicate the total number of additional pages attached.  All
              attachments should be 8 1/2" x 11", one-sided and legible.

              For informational purposes only, briefly describe the type of
              business that constitutes the principal business activity of the
              limited liability company. Note restrictions in the rendering of
              professional services by Limited Liability Companies. Professional
              services are defined in California Corporations Code, Section
              13401(a) as: "Any type of professional services that may be
              lawfully rendered only pursuant to a license, certification, or
              registration authorized by the Business and Professions Code or
              the Chiropractic Act."

DECLARATION:  The Articles of Organization (LLC-1) shall be executed with an
              original signature of the organizer. A facsimile or photocopy of
              the signature is not acceptable for the purpose of filing with the
              Secretary of State.

              The person executing the Articles of Organization (LLC-1)need not
              be a member or manager of the limited liability company.

              If an entity is signing the Articles of Organization (LLC-1), the
              person who signs for the entity must note the exact entity name,
              his/her name, and his/her position.

              If an attorney-in-fact is signing the Articles of Organization
              (LLC-1), the signature must be followed by the words
              "Attorney-in-fact for (name of person)."

             If a trust is signing the Articles of Organization (LLC-1), the
             articles must be signed by a trustee as follows:
             _____________, trustee for ____________ trust (including the date
             of the trust, if applicable). Example: Mary Todd, trustee of the
             Lincoln Family Trust (U/T/A 5-1-94).

-  Statutory provisions can be found in Section 17051 of the California
   Corporations Code, unless otherwise indicated.

-  For further information contact the Limited Liability Company Unit at (916)
   653-3795
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                         DOMINO'S PIZZA CALIFORNIA LLC
                            ARTICLES OF INCORPORATION

ARTICLE VIII
SECTION 8.1 Limitation of Liability. A Director of the Corporation shall not be
personally liable to the Corporation or its Shareholders for monetary damages
resulting from a breach of fiduciary duties imposed on the Director, except for
liability:

         (a)  resulting from breach of the Director's duty of loyalty to the
              Corporation or its Shareholders;

         (b)  resulting from any acts or omissions not in good faith or which
              involve intentional misconduct or knowing violations of law;

         (c)  resulting from a violation of Section 551(1) of the Michigan
              Business Corporation Act (the "Act"); or

         (d)  resulting from any transaction from which the Director derived an
              improper personal benefit.

In the event that the Michigan Business Corporation Act is hereafter amended to
authorize corporation action further eliminating or limiting personal liability
of directors, then the liability of the Directors of this Corporation shall be
eliminated or limited to the fullest extent permitted by the Michigan
Corporation Act so amended. Any repeal, modification or amendment of any
provision in these Articles of Incorporation inconsistent with this Article
shall not adversely affect any right or protection of a Director of the
Corporation existing at the time of such repeal, modification or amendment for
or with respect to any act or omission occurring prior to the time of such
repeal, modification or amendment.

ARTICLE IX

SECTION 9.1 Action by Third Party. Except to the extent limited by the Act, the
Corporation has the power to indemnify a person who was or is a party or is
threatened to be made a party to a threatened, pending or completed action, suit
or proceeding, whether civil, criminal, administrative or investigative and
whether formal or informal, other than an action by or in the right of the
Corporation, by reason of the fact that he or she is or was a director, officer,
employee or agent of the Corporation, or is or was serving at the request of the
Corporation as a director, officer, partner, trustee, employee or agent of
another foreign or domestic corporation, partnership, joint venture, trust or
other enterprise, whether profit or not, against expenses, including attorneys'
fees, judgments, penalties, fines and amounts paid in settlement actually and
reasonably incurred by him or her in connection with the action, suit or
proceeding, if the person acted in good faith and in a manner he or she
reasonably believed to be in or not opposed to the best interests of the
Corporation or its stockholders, and with respect to a criminal action or
proceeding, if the person had no reasonable cause to believe his or
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her conduct was unlawful. The termination of an action, suit, or proceeding by
judgment, order, settlement, conviction, or upon a plea of nolo contendere or
its equivalent, does not, of itself, create a presumption that the person did
not act in good faith and in a manner which he reasonably believed to be in or
not opposed to the best interests of the Corporation or its stockholders, and,
with respect to a criminal action or proceeding, had reasonable cause to believe
that his or her conduct was unlawful.

SECTION 9.2 Action by or in Right of Corporation. Except to the extent limited
by the Act, the Corporation has the power to indemnify a person who was or is a
party to or is threatened to be made a party to a threatened, pending or
completed action or suit by or in the right of the Corporation to procure a
judgment in its favor by reason of the fact that he or she is or was a director,
officer, employee or agent of the Corporation, or is or was serving at the
request of the Corporation as a director, officer, partner, trustee, employee,
or agent of another foreign or domestic corporation, partnership, joint venture,
trust, or other enterprise, whether for profit or not, against expenses,
including actual and reasonable attorneys' fees, and amount paid in settlement
incurred by the person in connection with the action or suit, if the person
acted in good faith and in a manner the person reasonably believed to be in or
not opposed to the best interests of the Corporation or its stockholders.
However, indemnification shall not be made for a claim, issue, or matter in
which the person has been found liable to the Corporation unless and only to the
extent that the court in which the action or suit was brought has determined
upon application that, despite the adjudication of liability, but in view of all
circumstances of the case, the person is fairly and reasonably entitled to
indemnification for the expenses which the court considers proper.

SECTION 9.3 Expense. Indemnification against expenses:

         (a)  To the extent that a director, officer, employee, or agent of the
              Corporation has been successful on the merits or otherwise in
              defense of an action, suit, or proceeding referred to above in
              Sections 9.1 or 9.2, or in defense of a claim, issue, or matter in
              the action, suit or proceeding, he or she shall be indemnified
              against expenses, including actual and reasonable attorneys' fees,
              incurred by him or her in connection with the action, suit, or
              proceeding and an action, suit or proceeding brought to enforce
              the mandatory indemnification provided in this Subsection.

         (b)  An indemnification under Sections 9.1 and 9.2 above, unless
              ordered by a court, shall be made by the Corporation only as
              authorized in the specific case upon a determination that
              indemnification of the director, officer, employee or agent is
              proper in the circumstances because he or she has met the
              applicable standard of conduct set forth in Subsections 9.1 and
              9.2 above. This determination shall be made in any of the
              following ways:

                  (i)    By a majority vote of a quorum of the Board consisting
                         of directors who were not parties to the action, suit
                         or proceeding.
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                  (ii)   If the quorum described in subdivision (i) is not
                         obtainable, then by a majority vote of a committee of
                         directors who are not parties to the action. The
                         committee shall consist of not less than two (2)
                         disinterested directors.

                  (iii)  By independent legal counsel in a written opinion.

                  (iv)   By the stockholders.

         (c)  If a person is entitled to indemnification under Section 9.1 or
              9.2 for a portion of expenses including attorneys' fees,
              judgments, penalties, fines, and amounts paid in settlement, but
              not for the total amount thereof, the Corporation may indemnify
              the person for the portion of the expenses, judgments, penalties,
              fines, or amounts paid in settlement for which the person is
              entitled to be indemnified.

SECTION 9.4 Payment in Advance. Expenses incurred in defending a civil or
criminal action, suit, or proceeding described in Sections 9.1 or 9.2 above may
be paid by the Corporation in advance of the final disposition of the action,
suit, or proceeding upon receipt of an undertaking by or on behalf of the
director, officer, employee, or agent to repay the expenses if it is ultimately
determined that the person is not entitled to be indemnified by the Corporation.
The undertaking shall be by unlimited general obligation of the person on whose
behalf advances are made but need not be secured.

SECTION 9.5 Nonexclusivity.

         (a)  The indemnification or advancement of expenses provided under
              Sections 9.1 to 9.4 is not exclusive of other rights to which a
              person seeking indemnification or advancement of expenses may be
              entitled under the Articles of Incorporation, Bylaws or a
              contractual agreement. However, the total amount of expenses
              advanced or indemnified from all sources combined shall not exceed
              the amount of actual expenses incurred by the person seeking
              indemnification or advancement of expenses.

         (b)  The indemnification provided for in Sections 9.1 to 9.4 continues
              as to a person who ceases to be a director, officer, employee, or
              agent and shall inure to the benefit of the heirs, executors, and
              administrators of the person.

SECTION 9.6 Insurance. The Corporation shall have the power to purchase and
maintain insurance on behalf of any person who is or was a director, officer,
employee or agent of the Corporation, or is or was serving at the request of the
Corporation as a director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise against any liability
asserted against him and incurred by him in any such capacity or arising out of
his status as such, whether or not the Corporation would have the power to
indemnify him against such liability under Sections 9.1 to 9.5.
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SECTION 9.7 Constituent Corporations. For purposes of Sections 9.1 to 9.6 above,
"corporation" includes all constituent corporations absorbed in a consolidation
or merger and the resulting or surviving corporation, so that a person who is or
was a director, officer, employee, or agent of the constituent corporation or is
or was serving at the request of the constituent corporation as a director,
officer, partner, trustee, employee, or agent of another foreign or domestic
corporation, partnership, joint venture, trust, or other enterprise whether for
profit or not shall stand in the same position under the provisions of this
Subsection with respect to the resulting or surviving corporation as the person
would if he or she had served the resulting or surviving corporation in the same
capacity.

SECTION 9.8 Definitions. For the purposes of Sections 9.1 to 9.6 above, "other
enterprises" shall include employee benefit plans; "fines" shall include any
excise taxes assessed on a person with respect to an employee benefit plan; and
"serving at the request of the Corporation" shall include any service as a
director, officer, employee, or agent of the Corporation which imposes duties
on, or involves services by, the director, officer, employee, or agent with
respect to an employee benefit plan, its participants or beneficiaries; and a
person who acted in good faith and in a manner he or she reasonably believed to
be in the interest of the participants and beneficiaries of an employee benefit
plan shall be considered to have acted in a manner "not opposed to the best
interests of the Corporation or its stockholders" as referred to in Sections 9.1
and 9.2 above.