EXHIBIT 3.34

                            ARTICLES OF INCORPORATION

                                       OF

                              TP ACQUISITION CORP.

                                      * * *

                                   ARTICLE ONE

     The name of the Corporation is TP ACQUISITION CORP.

                                   ARTICLE TWO

     The period of duration of the Corporation is perpetual.

                                  ARTICLE THREE

     The purpose for which the Corporation is organized is to transact any or
all lawful business for which corporations may be incorporated under the Texas
Business Corporation Act.

                                  ARTICLE FOUR

     The Corporation is authorized to issue an aggregate of 100,000 shares of
stock, consisting of only one class (designated "Common Stock"), having a par
value of $0.01 per share. The shares of stock shall have identical rights and
privileges in every respect.

                                  ARTICLE FIVE

     No security holder shall have the preemptive right to subscribe for or
acquire shares or other securities of any kind of the Corporation, except to the
extent such right is expressly granted in writing by the Corporation.

                                   ARTICLE SIX

     Cumulative voting by the shareholders of the Corporation at elections of
directors is expressly prohibited.

                                  ARTICLE SEVEN

     The Corporation will not commence business until it has received for the
issuance of its shares consideration of the value of at least One Thousand
Dollars ($1,000.00), consisting of money, labor done, property actually received
or such other consideration as may be authorized by law.

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                                  ARTICLE EIGHT

     The initial board of directors consists of one (1) member who shall serve
as director until the first annual meeting of shareholders or until his
successor is elected and qualified, and whose name and address is:

     Name                 Address
     ----                 -------
Richard Cervera   262 Losoya, Suite 330
                  San Antonio, Texas 78205

     The number of directors constituting the board of directors (other than the
initial board of directors) shall be fixed by, or in the manner provided in, the
bylaws of the Corporation.

                                  ARTICLE NINE

     A director of the Corporation shall not be liable to the Corporation or its
security holders for monetary damages for any act or omission in the director's
capacity as a director. This Article does not eliminate or limit the liability
of a director for (i) a breach of the director's duty of loyalty to the
Corporation or its shareholders, (ii) an act or omission not in good faith that
constitutes a breach of duty of the director to the Corporation or an act or
omission that involves intentional misconduct or a knowing violation of the law,
(iii) a transaction from which the director received an improper benefit,
whether or not the benefit resulted from an action taken within the scope of the
director's office, or (iv) an act or omission for which the liability of a
director is expressly provided by an applicable statute.

     This Article is intended to limit the liability of a director of the
Corporation to the fullest extent permitted by law. In the event that the Texas
Miscellaneous Corporation Laws Act or the Texas Business Corporation Act is
amended to authorize corporate action further limiting or eliminating liability
of directors, then the liability of a director of the Corporation shall be
limited or eliminated to the fullest extent permitted by either of such Acts, as
so amended, without any further action. The limitation of liability contained in
this Article shall not be deemed exclusive of any rights or limitations of
liability or indemnity to which a director may otherwise be entitled. Any repeal
or modification of this Article by the shareholders of the Corporation or
otherwise shall not adversely affect any right or protection of a director of
the Corporation existing at the time of such repeal or modification.

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                                   ARTICLE TEN

     The street address of the Corporation's initial registered office and the
name of its initial registered agent at such address are:

     Name                 Address
     ----                 -------
Richard Cervera   262 Losoya, Suite 330
                  San Antonio, Texas 78205

                                 ARTICLE ELEVEN

     The name and address of the incorporator is:

     Name                 Address
     ----                 -------
Matthew R. Bair   1500 NationsBank Plaza
                  300 Convent Street
                  San Antonio, Texas 78205

                                                       INCORPORATOR:


                                                       /s/ Matthew R. Bair
                                                       -------------------------
                                                       MATTHEW R. BAIR

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