EXHIBIT 3.58



                           ARTICLES OF INCORPORATION

Indicated type of domestic corporation (check one):



__X__        Business-stock (15 Pa. C.S. ss. 1306)         _____      Professional (15 Pa. C.S. ss. 2903)
_____        Business-nonstock (15 Pa. C.S. ss. 2102)      _____      Management (15 Pa. C.S. ss. 2701)
_____        Business-statutory close (15 Pa. C.S. ss.     _____      Cooperative (15 Pa. C.S. ss. 7701)
             2304a is applicable)


1.       The name of the corporation is HEALTH POCONOS, INC. This corporation is
         incorporated under the provisions of the Business Corporation Law of
         1988.

2.       The (a) address of this corporation's initial registered office in this
         Commonwealth of (b) commercial registered office provider and the
         county of venue is:

(a)      4 Fork Street, Mt. Pocono, Pa, 18344, Luzerne County.

(b)

         --------------------------------------------------      ---------------
         Name of Commercial Registered Officer Provider          County


         For a corporation represented by a commercial registered office
         provider, the county in (b) shall be the county in which the
         corporation is located for venue and official publication purposes.

3.       The aggregate number of shares authorized is 500

4.       The name and address, including street and number, if any, of each
         incorporator is:



NAME                          ADDRESS                                      SIGNATURE                DATE
Sharon O'Donnell              401 Third Avenue, Kingston, PA 18704         /s/ Sharon O'Donnell     6/11/91
                                                                           --------------------

5.       The specified effective date, if any, is:  Upon filing of Articles.

6.       The Board of Directors shall have the authority to divide the
         authorized and unissued shares into classes or series, or both, and to
         determine for any such class or series its voting rights, designations,
         preferences, limitations and special rights.