EXHIBIT 3.42

                            ARTICLES OF INCORPORATION

                                       OF

                          WESTLAKE OVERSEAS CORPORATION

         We the undersigned natural persons of lawful age, acting as
incorporators of a corporation under Title 13, Virgin Islands Code, adopt the
following Articles of Incorporation for such corporation.

         FIRST:   The name of the corporation is:

                  WESTLAKE OVERSEAS CORPORATION

         SECOND:  The corporate purposes are:


         1.       General - To engage in the business of importation and
exportation of petrochemicals and in general to do all things necessary and
proper in connection therewith.

         2.       Ancillary - To do everything necessary, proper, advisable or
convenient for the accomplishment of the purposes hereinabove set forth, and to
do all other things incidental thereto or connected therewith which are not
forbidden by statute or by these Articles.

         3.       Foreign Sales Corporation - To undertake the business of a
Foreign Sales Corporation.

         4.       Business Outside Territory - To conduct and carry out its
business in any state or territory of the United States or in any foreign
country.

         5.       Other - To engage in any other business activity or enterprise
not prohibited by law.

         THIRD:   The aggregate number of shares which the corporation shall
have authority to issue is one thousand (1,000) common shares at no par value.

         FOURTH:  The minimum amount of capital with which the corporation shall
commence business shall be One Thousand Dollars ($1,000).

         FIFTH:   The address of the initial registered office of the
corporation shall be #1A Gallows Bay, PO Box 4540, Christiansted, St. Croix,
U.S. Virgin Islands 00820.

         SIXTH:   The name of the initial registered agent of the corporation is
PROFESSIONAL CORPORATE SERVICE GROUP, INC., PO Box 3627, #1A Gallows Bay,
Christiansted, St. Croix, USVI 00820.

         SEVENTH: The corporation shall have perpetual existence.



                                                       ARTICLES OF INCORPORATION

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         EIGHTH:  The number of directors shall be provided by the By Laws, and
shall not be less than three.

         NINTH:   The names and addresses of the persons forming the corporation
are: Maud Pierre-Charles, Lisa L. Perkins, Carmen M. Santiago, of Lot #1A,
Gallows Bay, Christiansted, St. Croix, U.S. Virgin Islands 00820.

         TENTH: The corporation shall have all rights and powers granted to a
corporation by law, and all powers necessary or convenient to carry out the
purposes set forth in Article Second, and to act as principal, agent, partner or
in any other capacity which may be authorized or approved by the Board of
Directors of this corporation.

         IN WITNESS WHEREOF, the Incorporators have signed these Articles of
Incorporation at Christiansted, St. Croix, U.S. Virgin Islands, on this 10th day
of May, 1988.

         IN WITNESS:


                                                  /s/ Maud Pierre-Charles
         -------------------------------      ---------------------------------
                                                  Maud Pierre-Charles

         -------------------------------

                                                  /s/ Lisa L. Perkins
         -------------------------------      ---------------------------------
                                                  Lisa L. Perkins

         -------------------------------

                                                  /s/ Carmen M. Santiago
         -------------------------------      ---------------------------------
                                                  Carmen M. Santiago
         -------------------------------

                                 ACKNOWLEDGMENT

         TERRITORY OF THE VIRGIN ISLANDS )
         DIVISION OF ST. CROIX           ) SS:

         On this 10th day of May, 1988 before me, the undersigned officer,
personally appeared Maud Pierre-Charles, Lisa L. Perkins, Carmen M. Santiago,
known to me (or satisfactorily proven) to be the individuals whose names are
subscribed to the foregoing ARTICLES OF INCORPORATION; and they acknowledged to
me that they executed same freely and voluntarily for the uses and purposes
therein contained.

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                                                       ARTICLES OF INCORPORATION

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IN WITNESS WHEREOF, I hereunto set my hand and seal.

                                              ----------------------------------
                                              NOTARY PUBLIC

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