<DOCUMENT>
<TYPE>EX-3.49
<SEQUENCE>48
<FILENAME>p68936exv3w49.txt
<DESCRIPTION>EXHIBIT 3.49
<TEXT>
<PAGE>

                                                                    EXHIBIT 3.49

                           ARTICLES OF INCORPORATION

                                       OF

                               TWELVE PAC COMPANY

                              A NEVADA CORPORATION

         KNOW ALL [ILLEGIBLE] BY [ILLEGIBLE] PRESENTS: That I, the undersigned,
for the purpose of forming a corporation under the laws of the state of nevada,
do certify:

                                   ARTICLE I

         The name of the corporation is: TWELVE PAC COMPANY.

                                   ARTICLE II

         The principal place of business of the corporation shall be:

                   1325 Airnotive way, Suite 100, Reno 89502.

         The corporation's resident agent shall be:

                    The Corporation Trust Company of Nevada
                   One Rest First street, Reno, Nevada 89501

                                  ARTICLE III

         The nature of the business and the objects and purposes to be
[ILLEGIBLE], promoted, or carried on by the corporation are to engage in any
lawful act or activity for which corporations may be organized under the general
corporation Law of Nevada.

                                   ARTICLE IV

         The corporation shall have authority to issue the following:
                  The number of shares of common stock which this corporation is
                  authorised to issue in one hundred thousand (100,000) shares
                  with a per value of one cent (0.01) per share.

<PAGE>

                                   ARTICLE V

         The number of the Board of Directors shall be:

                  The Board of Directors will consist of one (1) to nine (9).
                  The person who is to serve as Director until the first annual
                  meeting of shareholder or until his successor is elected and
                  qualified is:

         Charles J. Bayer, 3240 E. Pershing, Phoenix, As. 85032

                                   ARTICLE VI

         The name and address of the incorporator is:

         J. Scott Askew, 2721 N. Central Avenue, Phoneix, as. 85004

                                  ARTICLE VII

         The period of existence of the corporation shall be:

                                   Perpetual

IN WITNESS WHEREOF, I the aforementioned incorporator have signed the Articles
of Incorporation this 3RD day of March, 1995.

                                 /s/ J. Scott Askew
                                 -----------------------------------------------
                                 J. Scott Askew Incorporator

<PAGE>

STATE OF ARIZONA

COUNTY OF [ILLEGIBLE]

         THIS IS TO CERTIFY that on the 3rd day of March, 1995 before as, a
Notary Public, personally appeared J. Scott Askew, who I am satisfied in the
person named in and who executed the foregoing Articles of Incorporation and I
first having made known to his the contents thereof, did acknowledge that he had
signed the same as his voluntary act and deed for the uses and purposes
therein expressed.

         IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal this 3rd day of March, 1995.

         (NOTARIAL SEAL)                /s/ [ILLEGIBLE]
                                        ---------------------------
                                        [ILLEGIBLE]
                                        NOTARY PUBLIC

</TEXT>
</DOCUMENT>
