<Page>
EXHIBIT 3.9
[SEAL]
CERTIFICATE OF AMENDED AND RESTATED
ARTICLES OF INCORPORATION
OF
AMERIPATH OHIO, INC.
JAMES C. NEW, who is the President, and ROBERT P. WYNN, who is the
Secretary of AMERIPATH OHIO, INC., an Ohio corporation for profit (the
"Corporation"), do hereby certify that in a writing signed by all of the
shareholders who would be entitled to a notice of a meeting held for such
purpose, the following Amended Articles of Incorporation were adopted to
supersede and take the place of the existing Articles and all amendments
thereto. These amended Articles are to be filed under Ohio Revised Code
("O.R.C.") Section 1785.01 et. seq. for a professional corporation and this
Corporation will no longer be formed as a non-professional corporation under
O.R.C. 1701.01.
FIRST: The name of the corporation is: AMERIPATH CINCINNATI, INC.
SECOND: The place in the State of Ohio where its principal office is
located is in the City of Cincinnati, Hamilton County.
THIRD: The purposes for which the Corporation is formed are as follows:
To render professional medical services;
To possess and exercise without restriction as fully as a natural
person might do all the powers and authorities conferred upon or
permitted to a professional association engaged in the practice of
medicine under the laws of the State of Ohio; and
To do any an all things incidental to the accomplishment of the
purposes hereinbefore set forth or incidental to the protection and
benefit of the Corporation.
FOURTH: The number of shares which the Corporation is authorized to have
outstanding is five hundred (500).
FIFTH: The Corporation, through its Board of Directors, shall have the
right and power to repurchase any of its outstanding shares at such price and
upon such terms as may be agreed upon between the Corporation and the selling
shareholder of shareholders.
SIXTH: These Amended Articles of Incorporation take the place and
supersede the existing Articles of Incorporation as heretofore amended.
[SEAL]
<Page>
IN WITNESS WHEREOF, the above-named officers, acting and on behalf of the
corporation have hereunto subscribed their names this 7th day of November, 1996.
By: /s/ James C. New
------------------------------
JAMES C. NEW, President
By: /s/ Robert P. Wynn,
------------------------------
ROBERT P. WYNN, Secretary
[SEAL]
<Page>
[SEAL]
CERTIFICATE OF AMENDED ARTICLES OF INCORPORATION
OF
DAVID R. BARRON, M.D., INC.
DAVID R. BARRON, who is President and CAROLE S. BARRON, who is Secretary of
the above-named Ohio corporation for profit do hereby certify that in a writing
signed by all the shareholders who would be entitled to a notice of a meeting
held for that purpose, the following Amended Articles of Incorporation were
adopted to supersede and take the place of the existing Articles and all
amendments thereto. These Amended Articles are to be filed under Ohio Revised
Code Section 1701.01 et. seq. for a non-professional corporation and this
corporation will no longer be formed as a professional corporation under O.R.C.
1785.01.
AMENDED ARTICLES OF INCORPORATION
FIRST: The name of the corporation is: AMERIPATH OHIO, INC.
SECOND: The place in the State of Ohio where its principal office is located
is in the City of Cincinnati, Hamilton County.
THIRD: The corporation is formed for the purpose of engaging in any lawful
act or activity for which corporations may be formed under Sections
1701.01 to 1701.99, inclusive, of the Ohio Revised Code.
FOURTH: The number of shares which the corporation is authorized to have
outstanding is five hundred (500).
FIFTH: The corporation, through its Board of Directors, shall have the right
and power to repurchase any of its outstanding shares at such price
and upon such terms as
<Page>
may be agreed upon between the corporation and the selling shareholder
or shareholders.
SIXTH: These Amended Articles of Incorporation take the place of and
supersede the existing Articles of Incorporation as heretofore
amended.
IN WITNESS WHEREOF, the above-named officers, acting and on behalf of the
corporation, have hereunto subscribed their names this 30th day of September,
1996.
By: /s/ David R. Barron MD
----------------------------
DAVID R. BARRON, M.D.,
President
By: /s/ Carole S. Barron
----------------------------
CAROLE S.BARRON,
Secretary
[SEAL]
-2-
<Page>
[SEAL]
CERTIFICATE OF AMENDMENT
TO THE ARTICLES OF INCORPORATION
OF
DANIEL F. RICHFIELD, M.D., INC.
DAVID R. BARRON, M.D., who is President and CAROLE S. BARRON who is
Secretary of DANIEL F. RICHFIELD, M.D., INC., an Ohio professional corporation,
with its principal office located at Cincinnati, Hamilton County, Ohio, do
hereby certify that in a writing signed by the Sole Shareholder, who would be
entitled to a notice of a meeting held for such purpose, the following
resolution was adopted to amend the Article:
"RESOLVED, that Article FIRST of the Articles of Incorporation shall be
amended to read as follows:
FIRST: The name of the Corporation shall be
DAVID R. BARRON, M.D., INC."
IN WITNESS WHEREOF, said DAVID R. BARRON, M.D., President and CAROLE S.
BARRON, Secretary of DANIEL F. RICHFIELD, M.D., INC. acting for and on behalf
of said Corporation, have hereunto subscribed their names this 29 day of Mar
1993.
By: /s/ David R. Barron, MD
----------------------------
David R. Barron, M.D., President
By: /s/ Carole S. Barron
----------------------------
Carole S. Barron, Secretary
<Page>
[SEAL]
ARTICLES OF INCORPORATION
(UNDER CHAPTER 1785.01 ET. SEQ.)
PROFESSIONAL CORPORATION
OF
DAVID F. RICHFIELD, M.D., INC.
The undersigned, a majority of whom are citizens of the United States,
desiring to form a professional corporation in accordance with Chapters 1785
and 1701, Ohio Revised Code, in the practice of medicine do hereby state
the following:
FIRST. The name of the said corporation shall be
DAVID F. RICHFIELD, M.D., INC.
SECOND. The place in Ohio where its principal office is to be located is
Cincinnati Hamilton County, Ohio
- ----------------------------------------------------------
(City, Village or Township)
THIRD. The purpose for which the said corporation is organized shall be to
practice the profession of medicine and to
B. The corporation, through its board of Directors, shall have the right and
power to repurchase any of its outstanding shares at such price and upon such
terms as may be agreed upon between the corporation and the selling shareholder
or shareholders.
C. Notwithstanding any provisions of the General Corporation Law of Ohio, now or
hereafter in force, required for any purpose the vote of consent of the holders
of shares entitling them to exercise two-thirds of the voting power of the
corporation or any class or classes of shares thereof, such action, unless
otherwise expressly required by statute, may be taken by the vote of consent of
the holders of shares entitling them to [ILLEGIBLE] majority of the voting power
of the corporation or at such class of shares thereof.
D. A director or officer of the Corporation shall not be disqualified by his
office from dealing or contracting with the corporation as a vendor, purchaser,
employee, agent or otherwise, nor shall any transaction, contract or act of the
corporation be void or voidable or in any way affected or invalidated by reason
of the fact that any director or officer of any firm of which such director or
officer is a member or any corporation of which such director or officer is a
shareholder, director or officer, is in any way interested in such transaction
contract or act, provided the fact shall be known to the Board of Directors or
such members thereof as shall be present at any meeting of the Board of
Directors at
Page 2
<Page>
which action upon any such contract, transaction for act shall be taken; nor
shall any such director or officer be accountable or responsible to the
corporation or for in respect of any such transaction, contract, or net of the
corporation of for any gains or profits realized by him by reason of the fact
that he or any firm of which he is a member or any corporation of which he is a
shareholder, officer or director, is interested in such transaction, contract or
act and any such director or officer if such officer is a director, may be
counted in determining the existence of a quorum at any meeting of the Board of
Directors of the corporation which shall authorize or take action in respect of
any such contract, transaction or act, and way vote thereat to authorize, ratify
or I approve any such contract, transaction or act, with like force and effect
as if he or any firm of which he is a member or any corporation of which he is a
shareholder, officer or director, were not in such transaction.
FOURTH: The amount of stated capital with which the corporation shall
begin business is Five Hundred Dollars ($500.00).
FIFTH: The number of shares, which the corporation is authorized to
have outstanding is Five Hundred (500):, all of .which shall be Without par
value,
IN WITNESS WHEREOF, we have hereunto subscribed our names, this 29 day of
October, 1968.
DANIEL F. RICHFIELD, M.D., INC.
/s/ Joseph A. Brant
---------------------------------
Joseph A. Brant
/s/ Guy M. Hild
---------------------------------
Guy M. Hild
/s/ Helen M. Smith
---------------------------------
Helen M. Smith
INCORPORATORS
Page 3