Exhibit 3.15


                                  RESTATED

                         ARTICLES OF INCORPORATION

                                     OF

                                 [Company]


                  FIRST: The name of the corporation is [Company]
(hereinafter, the "Corporation").

                  SECOND: The address of the registered office of the
Corporation is 225 Hillsborough Street, Raleigh, Wake County, North
Carolina 27603. The name of the registered agent at that address is CT
Corporation System.

                  THIRD: The total number of shares of stock which the
Corporation shall have authority to issue is One Thousand (1000) shares of
Common Stock, each having a par value of one cent ($0.01).

                  FOURTH: The purpose of the Corporation is to engage in
any lawful act or activity for which a corporation may be organized under
the North Carolina Business Corporation Act including, but not limited to,
the acting as an insurance agent and the providing of insurance services,
exclusive of the underwriting of insurance policies.