ARTICLES OF INCORPORATION OF HEALTHTRONICS, INC.  I.  The name of the Corporation is HEALTHTRONICS, INC.  II.  The Corporation is authorized to issue 1,000,000
shares of common stock.  III.  The initial registered office of the Corporation is
Suite 250, 53 Perimeter Center East, Atlanta, Georgia 30346.  The initial registered agent of the
Corporation at said address is George W. Warlick.  IV.  The name and address of the incorporator of the
Corporation is:  NAME
  
  ADDRESSGeorge W. Warlick
  
  Suite 250, 53 Perimeter Center East
  Atlanta, Georgia 30346  V.  The mailing address of the initial principal office of
the Corporation is 13 West Park Square, Marietta, GA 30060.  VI.  No director of the Corporation shall have any personal
liability to the Corporation or its shareholder(s) for monetary damages for
breach of duty of care or the other duties of a director; provided, however,
that this provision shall not eliminate the liability of a director (1) for any
appropriation, in violation of his or her duties, of any business opportunity
of the Corporation, (2) for acts or omissions which involve intentional
misconduct or a knowing violation of law, or (3) for any transaction from which
the director derived an improper personal benefit.  IN WITNESS WHEREOF, the undersigned executes these
Articles of Incorporation on December 1, 1995.  /s/ George W. WarlickGEORGE W. WARLICKIncorporator  
   ARTICLES OF AMENDMENT  OF  HEALTHTRONICS, INC.  Pursuant to O.C.G.A. § 14-2-1006 (GCA § 22-1006) of
the Georgia Business Corporation Code, HealthTronics, Inc., a Georgia
corporation, hereby submits the following Articles of Amendment:  1.  The name of the corporation is HealthTronics, Inc.
(the Corporation) and the charter number of the corporation is 9535640.  2.  The Articles of Incorporation are hereby amended (the
Amendment) as follows:  II.The corporation is authorized to issue 30
million shares of common stock, 
with no par value.  VII.No shareholder shall have preemptive
rights.  To the extent that preemptive
rights 
existed prior to this amendment, the same are abolished.  3.  The Amendment was duly adopted on December 5, 1997.  4.  The foregoing Amendment was duly approved by the
shareholders of the Corporation in accordance with the provisions of O.C.G.A. §
14-2-1003 (GCA § 22-1003) of the Georgia Corporation Code.  IN WITNESS WHEREOF, HealthTronics, Inc. has caused
these Articles of Amendment to be executed by its duly authorized officers on
this 5th day of December, 1997.  HEALTHTRONICS, INC.By:
  /s/ Scott A. CochranSCOTT A. COCHRANSecretary  
   ARTICLES OF AMENDMENT  OF  HEALTHTRONICS, INC.  Pursuant
to O.C.G.A. § 14-2-1006 (GCA § 22-1006) of the Georgia Business Corporation
Code, HealthTronics, Inc., a Georgia corporation, hereby submits the following
Articles of Amendment:  1.  The Articles of Incorporation are hereby amended (the
Amendment) by deleting the text of Article 1 and replacing it with the
following:  The name of the
corporation is Surgical Services, Inc. (the Corporation) and the charter number of
the corporation is 9535640.  2.  The Amendment was duly adopted on May 17, 2001.  3.  The foregoing Amendment was duly approved by the Board
of Directors of the Corporation without shareholder approval in that
shareholder approval was not required in accordance with O.C.G.A. 14-2-1002
(GCA § 22-1002) of the Georgia Corporations Code.  The publication of Notice of Change of Corporate
Name will be published pursuant to O.C.G.A. § 14-2-1006.1(b).  IN WITNESS WHEREOF, HealthTronics, Inc. has caused
these Articles of Amendment to be executed by its duly authorized officers on
this 17th day of May, 2001.  HEALTHTRONICS, INC.By:
  /s/ Argil J. WheelockARGIL J. WHEELOCKChairman of the Board  
   ARTICLES
OF AMENDMENT  OF  SURGICAL SERVICES, INC.  Pursuant
to O.C.G.A. § 14-2-1006 (GCA § 22-1006) of the Georgia Business Corporation
Code, Surgical Services, Inc., a Georgia corporation, hereby submits the
following Articles of Amendment:  1.  The Articles of Incorporation are hereby amended (the
Amendment) by deleting the text of Article 1 and replacing it with the
following:  The name of the
corporation is HealthTronics Surgical Services, Inc. (the Corporation) and
the charter number of the corporation is 9535640.  2.  The Amendment was duly adopted on May 18, 2001.  3.  The foregoing Amendment was duly approved by the Board
of Directors of the Corporation without shareholder approval in that
shareholder approval was not required in accordance with O.C.G.A. 14-2-1002
(GCA § 22-1002) of the Georgia Corporations Code.  The publication of Notice of Change of Corporate
Name will be published pursuant to O.C.G.A. § 14-2-1006.1(b).  IN WITNESS WHEREOF, HealthTronics, Inc. has caused
these Articles of Amendment to be executed by its duly authorized officers on
this 18th day of May, 2001.  SURGICAL SERVICES, INC.By:
  /s/ Argil J. WheelockARGIL J. WHEELOCKChairman of the Board