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                                                                    EXHIBIT 3.19


                           ARTICLES OF INCORPORATION
                                       OF
                      CERTIFIED MAINTENANCE SERVICE, INC.

================================================================================

     The undersigned incorporator of these Articles of Incorporation, a natural
person competent to contract, hereby forms a corporation for profit under the
laws of the State of Florida.

                               ARTICLE I - NAME
                               ----------------

     The name of the Corporation is Certified Maintenance Service, Inc.

                        ARTICLE II - NATURE OF BUSINESS
                        -------------------------------

     The Corporation is organized for the purpose of transacting any and all
lawful business and shall have those powers generally conferred by Florida
Statutes upon corporations organized in this state, and in addition to but not
in limitation of such powers, shall also have the power:

          (a)  To acquire by purchase, lease or otherwise, lands and interests
in lands, and to own, hold, improve, develop and manage any real estate so
acquired, and to erect, or cause to be erected, on any lands owned, held, or
occupied by the Corporation, buildings or other structures, public or private,
with their appurtenances and to manage, operate, lease, rent, rebuild, enlarge,
alter or improve any buildings or other structures, now or hereafter erected on
any lands so owned, held, or occupied and to encumber or dispose of any lands or
interests in lands and any buildings or other structures, at any time owned or
held by the Corporation. To buy, sell, mortgage, exchange, lease, hold for
investment or otherwise, use and operate real estate of all kinds, improved or
unimproved, and any right or interest therein.

          (b)  To acquire, by purchase, lease, manufacture or otherwise any
personal property deemed necessary or useful in the equipment, furnishing,
improvement, development or management of any property, real or personal, at any
time owned, held or occupied by the Corporation and to invest, trade and deal in
any personal property deemed beneficial to the Corporation and to lease, rent,
encumber or dispose of any personal property at any time owned or held by the
Corporation.

          (c)  To contract debts and borrow money, issue and sell or pledge
bonds, debentures, notes and other evidences of indebtedness and to execute such
mortgages, transfers or corporate indebtedness as required.

          (d)  To purchase the corporate assets of any other corporation and
engage in the same or other character of business. 
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          (e)  To guarantee, endorse, purchase, hold, sell, transfer, mortgage,
pledge or otherwise acquire or dispose of the shares of the capital stock of, or
any bonds, securities, or other evidences of indebtedness created by, any other
corporation of the State of Florida or any other state or government and while
owner of such stock to exercise all the rights, powers and privileges of
ownership, including the right to vote such stock.

          (f)  To enter into, make, perform and carry out contracts and
agreements of every kind, for any lawful purpose, without limit as to amount,
with any person, firm, association or corporation; and to transact any further
and other business necessarily connected with the purposes of the Corporation or
calculated to facilitate the same.

          (g)  To carry on any or all of its operations and businesses and to
promote its objects within the State of Florida or elsewhere, without
restriction as to place or amount; and to have, use, exercise and enjoy all of
the general powers of like corporations.

          (h)  To engage in any and all lawful businesses, trades, occupations
and professions.

          (i)  To do any or all of the things herein set forth to the same
extent as natural persons might or could do and in any part of the world as
principals, agents, contractors or otherwise, alone, or in company with others
and to do and perform all such other things and acts as may be necessary,
profitable or expedient in carrying on any of the business or acts above-named.

     The intention is that none of the objects and powers as hereinabove set
forth, except where otherwise specified in this Article, shall be in anywise
limited or restricted by reference to or inference from the terms of any other
objects, powers or clauses of this Article or any other Articles; but that the
objects and powers specified in each of the clauses in this Article shall be
regarded as independent objects and powers.

                          ARTICLE III - CAPITAL STOCK
                          ---------------------------

     The maximum number of shares of capital stock that the Corporation is
authorized to have outstanding at any time is 1,000 shares of common stock, each
having the par value of $1.00.  Authorized capital stock may be paid for in
cash, services or property, at a just value to be fixed by the Board of
Directors of the Corporation at any regular or special meeting.

                ARTICLE IV - COMMENCEMENT AND TERM OF EXISTENCE
                -----------------------------------------------

     The Corporation shall have perpetual existence.  These Articles of
Incorporation shall be effective and the Corporation's existence shall commence
upon the filing of these Articles of Incorporation by the Department of State.

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                              ARTICLE V - ADDRESS
                              -------------------

     The initial street and mailing address of the principal office of the
Corporation is to be at Corporate Address~.  The Board of Directors may from
time to time designate such other address and place for the principal office of
the Corporation as it may see fit.

                            ARTICLE VI - DIRECTORS
                            ----------------------

     The Corporation shall have No. of Directors~ directors initially. The
number of directors may be increased or diminished from time to time by the
Bylaws. The shareholders shall have the right and power at any regular meeting
or at any special meeting called for such purpose to remove any director of the
Corporation with or without cause.

                        ARTICLE VII - INITIAL DIRECTORS
                        -------------------------------

     The name and address of the initial directors who shall hold office until
their successors are elected and have qualified, is as follows:

     Mark Manfredi
     754 Monroe Road
     P.O. Box 471208
     Lake Monroe, Louisiana 32747-7780


                          ARTICLE VIII - INCORPORATOR
                          ---------------------------

     The name and post office address of the incorporator of these Articles of
Incorporation is:

     Mark Manfredi
     754 Monroe Road
     P.O. Box 471208
     Lake Monroe, Louisiana 32747-7780


               ARTICLE IX - INITIAL REGISTERED OFFICE AND AGENT
               ------------------------------------------------

     The initial registered agent of the Corporation is Mark Manfredi whose
address is 754 Monroe Road, P.O. Box 471208, Lake Monroe, Louisiana 32747-7780.

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                           ARTICLE X - VOTING RIGHTS
                           -------------------------

     Except as otherwise provided by law, the entire voting power for the
election of directors and for all other purposes shall be vested exclusively in
the holders of the outstanding common shares.


                              ARTICLE XI - BYLAWS
                              -------------------

     The power to adopt, alter, amend or repeal the Bylaws of the Corporation
shall be reserved to and vested in the Shareholders of the Corporation.

                         ARTICLE XII - INDEMNIFICATION
                         -----------------------------

     A.   The Corporation shall indemnify any person who was or is a party or is
threatened to be made a party to any threatened, pending, or completed action,
suit, or proceeding, whether civil or criminal, administrative or investigative,
by reason of the fact that he 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 expenses (including attorneys'
fees), judgments, fines, and amounts paid in settlement, actually and reasonably
incurred by him in connection with such action, suit, or proceeding, including
any appeal thereof, if he acted in good faith or in a manner he reasonably
believed to be in or not opposed to the best interests of the Corporation, and
with respect to any criminal action or proceeding, if he had no reasonable cause
to believe his conduct was unlawful. However, with respect to any action by or
in the right of the Corporation to procure a judgment in its favor, no
indemnification shall be made in respect of any claim, issue, or matter as to
which such person is adjudged liable for negligence or misconduct in the
performance of his duty to the Corporation unless, and only to the extent that,
the court in which such action or suit was brought determines, on application,
that despite the adjudication of liability, such person is fairly and reasonably
entitled to indemnity in view of all the circumstances of the case. Any
indemnification hereunder shall be made only on a determination by a majority of
disinterested directors or a majority of shareholders that indemnification is
proper in the particular circumstances because the party to be indemnified has
met the applicable standard of conduct. Determination of any action, suit, or
proceeding by judgment, order, settlement, conviction, or on a plea of nolo
contendere or its equivalent, shall not, of itself, create a presumption that
the party did not meet the applicable standard of conduct. Indemnification
hereunder may be paid by the Corporation in advance of the final disposition of
any action, suit, or proceeding, on a preliminary determination that the
director, officer, employee, or agent met the applicable standard of conduct and
on receipt of an undertaking by or on behalf of the director, officer, employee,
or agent to repay such amount, unless it is ultimately determined that he is
entitled to be indemnified by the Corporation as authorized in this section.

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     B.   The Corporation shall also indemnify any director, officer, employee,
or agent who has been successful on the merits or otherwise, in defense of any
action, suit, or proceeding, or in defense of any claim, issue, or matter
therein, against all expenses, including attorneys' fees, actually and
reasonably incurred by him in connection therewith, without the necessity of an
independent determination that such director, officer, employee, or agent met
any appropriate standard of conduct.

     C.   The indemnification provided for herein shall continue as to any
person who has ceased to be a director, officer, employee, or agent, and shall
inure to the benefit of the heirs, executors, and administrators of such person.

     D.   In addition to the indemnification provided for herein, the
Corporation shall have the power to make any other or further indemnification,
except an indemnification against gross negligence or wilful misconduct, under
any resolution or agreement duly adopted by a majority of disinterested
directors, or duly authorized by a majority of shareholders.

     E.   If any expenses or other amounts are paid by way of indemnification,
otherwise than by court order or action by the shareholders, the Corporation
shall, not later than the time of delivery to the shareholders of written notice
of the next annual meeting, unless such meeting is held within three months from
the date of such payment, and, in any event, within fifteen months from the date
of such payment, deliver by mail to each shareholder of record at the time
entitled to vote for the election of directors, a statement specifying the
persons paid, the amounts paid, and the nature and status at the time of such
payment of the litigations or threatened litigation.

                       ARTICLE XIII - PREEMPTIVE RIGHTS
                       --------------------------------

     Each shareholder of the Corporation shall have the right to purchase,
subscribe for, or receive a right or rights to purchase or subscribe for, at the
price at which it is offered to others, a pro rata portion of:

          (1)  Any stock of any class that the Corporation may issue or sell,
whether or not exchangeable for any stock of the Corporation of any class or
classes, and whether or not of unissued shares authorized by the Articles of
Incorporation as originally filed or by any amendment thereof or out of shares
of stock of the Corporation acquired by it after the issuance thereof, and
whether issued for cash, labor done, personal property, or real property or
leases thereof; or

          (2)  Any obligation that the Corporation may issue or sell which is
convertible into or exchangeable for any stock of the Corporation of any class
or classes, or to which is attached or pertinent any warrant or warrants or
other instrument or instruments conferring on the holder the right to subscribe
for or purchase from the Corporation any shares of its stock of any class or
classes.

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Any transfer of stock in the Corporation in violation of any such agreement
effectively restricting such transfer shall be void. Each share certificate
issued by the Corporation shall have printed or stamped thereon either a notice
that such shares are subject to transfer restrictions set forth in a
specifically referenced document or the following legend:

     "The shares of capital stock evidenced by this certificate have not 
     been registered under applicable federal or state securities laws 
     and may not be sold or otherwise transferred unless so registered 
     or unless the Corporation receives a legal opinion acceptable to the 
     Corporation and its counsel that any such sale or other transfer is 
     exempt from such registration requirements."

                            ARTICLE XV - AMENDMENT
                            ----------------------

     These Articles of Incorporation may be amended in the manner provided by
law.  Every amendment shall be approved by the Board of Directors, proposed by
them to the shareholders and approved at a shareholders' meeting by a majority
of the stock entitled to vote thereon, unless all the shareholders sign a
written statement manifesting their intention that a certain amendment of these
Articles of Incorporation may be made.

     IN WITNESS WHEREOF, the undersigned has hereunto signed and acknowledged
the foregoing Articles of Incorporation under the laws of the State of Florida,
on the date set forth next to his signature.

 

                  /s/ Mark Manfredi            August 15, 1991
                -----------------------        ---------------
                Incorporator  Date
 
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