EXHIBIT 3.88

                                                                         [STAMP]

                       CERTIFICATE OF OWNERSHIP AND MERGER
                                     MERGING
                             U.S. CAP & CLOSURE INC.
                                      INTO
                           OWENS-ILLINOIS CLOSURE INC.

             (Pursuant to Section 253 of the General Corporation Law
                                  of Delaware)

          OWENS-ILLINOIS CLOSURE INC., a corporation incorporated on the 9th day
of March, 1987, pursuant to the provisions of the General Corporation Law of the
State of Delaware;

          DOES HEREBY CERTIFY that this Corporation owns 100% of the capital
stock of U.S. CAP & CLOSURE INC., a corporation incorporated on the 26th day of
March, 1957, pursuant to the provisions of the Business Corporation Act of the
State of Illinois, and that this Corporation, by a resolution of its Board of
Directors duly adopted by unanimous written consent in lieu of a meeting as of
the 27th day of December 1993, determined to and did merge into itself said U.S.
CAP & CLOSURE INC., which resolution is in the following words to wit:

               WHEREAS this Corporation lawfully owns 100% of the
          outstanding stock of U.S. Cap & Closure Inc., a corporation
          organized and existing under the laws of Illinois; and

               WHEREAS this Corporation desires to merge into itself
          the said U.S. Cap & Closure Inc., and to be possessed of all
          the estate, property, rights, privileges and franchises of
          said corporation;

               NOW, THEREFORE, BE IT RESOLVED, that this Corporation
          merges into itself said U.S. Cap & Closure Inc. and assumes
          all of its liabilities and obligations; and

               FURTHER RESOLVED, that the president or a
          vice-president, and the secretary or an assistant secretary
          of this Corporation be and they hereby are directed to make
          and execute, under the corporate seal of this Corporation, a
          certificate of ownership and merger setting forth a copy of



          the resolution to merge said U.S. Cap & Closure Inc. into
          this Corporation and assume its liabilities and obligations,
          and the date of adoption thereof, and to file the same in
          the office of the Secretary of State of the State of
          Delaware, and a certified copy thereof in the office of the
          Recorder of Deeds of New Castle County; and

               FURTHER RESOLVED, that this merger shall be effective
          December 31, 1993 at 2:00 p.m.

               FURTHER RESOLVED, that the officers of this Corporation
          be and they hereby are authorized and directed to do all
          acts and things whatsoever, whether within or without the
          State of Delaware; which may be in any way necessary or
          proper to effect said merger.

          IN WITNESS WHEREOF, said OWENS-ILLINOIS CLOSURE INC. has caused its
corporate seal to be affixed and this certificate to be signed by David G. Van
Hooser, its Vice President and attested by James W. Baehren, its Secretary, this
31st day of December, 1993.

                                              BY:  /s/ David G. Van Hooser
                                                  ------------------------------
                                                  David G. Van Hooser
                                                  Vice President

                                              ATTEST:  /s/ James W. Baehren
                                                      --------------------------
                                                      James W. Baehren
                                                      Secretary

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