EXHIBIT 3.13
                       CERTIFICATE OF LIMITED PARTNERSHIP
                            OF RUSSELL-STANLEY, L.P.


                   PARAGRAPH 1. The name of the limited partnership is RUSSELL
STANLEY, L.P., (the "LIMITED PARTNERSHIP").

                   PARAGRAPH 2. The address of the registered office of the
Limited Partnership is 350 N. St. Paul Street, Dallas, Texas 75201.

                   PARAGRAPH 3. The name of the registered agent of the Limited
Partnership at the above address is CT Corporation System.

                   PARAGRAPH 4. The address in the United States where the
records of the Limited Partnership are to be kept or made available is 685 Route
202/206, Bridgewater, New Jersey 08807.

                   PARAGRAPH 5. The name and address of the general partner of
the Limited Partnership is as follows:

                  Russell-Stanley Midwest, Inc.
                  685 Route 202/206
                  Bridgewater, New Jersey  08807.

                   PARAGRAPH 6. The Limited Partnership shall be formed
immediately upon the filing of this Certificate with the Secretary of State of
the State of Texas.

                   IN WITNESS WHEREOF, this Certificate of Limited Partnership
is signed this 22ND day of October, 1998.


                                 RUSSELL-STANLEY MIDWEST, INC.,
                                   as General Partner of the Limited Partnership



                                 By:  /S/ DANIEL W. MILLER 
                                           Daniel W. Miller
                                           Executive Vice President