Exhibit 3.57

                       RESTATED ARTICLES OF INCORPORATION

                                       OF

                                MCWHORTER'S, INC.
                            ************************


      We, Kathleen M. Delaney, the Vice President, and Mark D. Director, the
Assistant Secretary, of McWhorter's, Inc., a corporation duly organized and
existing under the laws of the State of California, do hereby certify:

      That they are the Vice President and the Assistant Secretary, respectively
of McWhorter's, Inc., a California corporation.

      That the articles of incorporation of this corporation were filed by the
Secretary of State on the Twentieth day of September, 1978.

      That an amended and restatement of the articles of incorporation of this
corporation has been approved by the board of directors.

      That an amendment and restatement of the articles of incorporation shall
be as said articles are amended through the date of the filing of this
certificate.

      The foregoing amendment and restatement of Articles of Incorporation has
been duly approved by the required vote of shareholders in accordance with
Section 902, California Corporations Code. The total number of outstanding
shares of the corporation is 100. The number of shares voting in favor of the
amendment equaled or exceeded the vote required. The percentage vote required
was more than 50%.

      That the following sets forth the text of the articles of incorporation of
this corporation as amended to the date of this certificate in full:



                              AMENDED AND RESTATED
                            ARTICLES OF INCORPORATION

                                       OF

                                MCWHORTER'S, INC.

FIRST: That the name of the corporation is McWhorter's, Inc.

SECOND: The purpose of this corporation is to engage in any lawful act or
activity for which a corporation may be organized under the General Corporation
Law of California other than the banking business, the trust company business or
the practice of a profession permitted to be incorporated by the California
Corporation Code.

THIRD: The total number of shares which the corporation is authorized to issue
is 1,000 shares of Common Stock; all of such shares shall be with no par value.

FOURTH: The duration of this corporation is to be perpetual.



Each of the undersigned declares under penalty of perjury that the statements
contained in the foregoing certificate are true of their own knowledge. Executed
at 1025 Thomas Jefferson St., Suite 600 East, Washington, DC, on September 25,
1998.

                                           /s/ Kathleen M. Delaney
                                           ------------------------------------
                                           Kathleen M. Delaney, Vice President

                                           /s/ Mark D. Director
                                           ------------------------------------
                                           Mark D. Director, Assistant Secretary