EXHIBIT 3.69

                            CERTIFICATE OF FORMATION
                                       OF
                             TSI HOLDINGS (IP), LLC

         UNDER SECTION 18-201 OF THE DEL. LIMITED LIABILITY COMPANY ACT

                  This Certificate of Formation of TSI Holdings (IP), LLC, dated
as of December 23, 2002, is being duly executed and filed by Alexander A.
Alimanestianu, as secretary, to form a limited liability company under the
Delaware Limited Liability Company Act (6 Del. C. Section 18-101, et seq.).

                  FIRST. The name of the limited liability company formed hereby
is TSI HOLDINGS (IP), LLC.

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

                  IN WITNESS WHEREOF, the undersigned has executed this
Certificate of Formation as of the date first above written.

                                     /s/ Alexander A. Alimanestianu
                                     ------------------------------------
                                     Name: Alexander A. Alimanestianu
                                     Title: Secretary/Authorized Person