Exhibit 3.16


                         CERTIFICATE OF INCORPORATION

                                      OF

                            LIFESTYLE HOLDINGS LTD.



            The undersigned incorporator, for the purpose of incorporating or
organizing a corporation under the General Corporation Law of the State of
Delaware, hereby certifies that:

            FIRST: The name of the corporation (the "Corporation") is: LIFESTYLE
HOLDINGS LTD.

            SECOND: The address of the Corporation's registered office in the
State of Delaware is 1209 Orange Street, Wilmington, New Castle County, Delaware
19801. The name of its registered agent at such address is The Corporation Trust
Company.

            THIRD: The purpose of the Corporation is to engage in any lawful act
or activity for which corporations may be organized under the General
Corporation Law of the State of Delaware.

            FOURTH: The total number of shares of capital stock which the
Corporation shall have authority to issue is Three Thousand (3,000) shares with
a par value of $0.01 per share, all such shares will be one class and designated
"Common Stock".

            FIFTH: The name and mailing address of the incorporator are as
follows:

            Name                               Mailing Address
            ----                               ---------------

            Catherine I. Jourdan          Morgan, Lewis & Bockius LLP
                                             101 Park Avenue 
                                             New York, NY 10178.

            SIXTH: Elections of directors need not be by ballot unless the
By-Laws of the Corporation shall so provide. Meetings of stockholders may be
held within or without the State of Delaware, as the By-Laws may provide. The
books of the Corporation may be kept (subject to any provision contained in the
General Corporation Law of the State of Delaware) outside the State of Delaware
at such place or places as may be designated from time to time by the Board of
Directors or in the By-Laws.

            SEVENTH: The Board of Directors is expressly authorized to adopt,
amend or repeal the By-Laws of the Corporation, subject to the reserved power of
the stockholders to amend and repeal any By-Laws adopted by the Board of
Directors.


            EIGHTH: No person who is or was a director of the Corporation shall
be personally liable to the Corporation for monetary damages for breach of
fiduciary duty as a director unless, and only to the extent that, such director
is liable (i) for any breach of the director's duty of loyalty to the
Corporation or its stockholders, (ii) for acts or omissions not in good faith or
which involve intentional misconduct or a knowing violation of law, (iii) under
Section 174 of the General Corporation Law of the State of Delaware or any
amendment thereto or successor provision thereto, or (iv) for any transaction
from which the director derived an improper personal benefit. No amendment to,
repeal or adoption of any provision of this Certificate of Incorporation
inconsistent with this article shall apply to or have any effect on the
liability of any director of the Corporation for or with respect to any acts or
omissions of such director occurring prior to such amendment, repeal, or
adoption of an inconsistent provision.

            NINTH: Each person who at any time is or shall have been a director,
officer, employee or agent of the Corporation and is threatened to be or is made
a party to any threatened, pending or completed action, suit or proceeding,
whether civil, 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, trustee or agent of another corporation, partnership, joint venture,
trust or other enterprise, shall be indemnified against expenses (including
attorneys' fees), judgments, fines and amounts paid in settlement actually and
reasonably incurred by him in connection with any such action, suit or
proceeding to the fullest extent authorized under Section 145 of the General
Corporation Law of the State of Delaware. The foregoing right of indemnification
shall in no way be exclusive of any other rights of indemnification to which
such director, officer, employee or agent may be entitled under any By-Law,
agreement, vote of stockholders or disinterested directors, or otherwise.

            IN WITNESS WHEREOF, I have signed this Certificate this 17th day of
June, 1996.



                                    _______________________________
                                    Catherine I. Jourdan
                                    Sole Incorporator

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