EXHIBIT 3.43

                            CERTIFICATE OF AMENDMENT

                                       OF

                            ARTICLES OF INCORPORATION

                                       OF

                        MEDICAL ACTIVITIES XCHANGE, INC.

RODRIGO A. MUNOZ, M.D. certifies that:

         1.       He is the Sole Incorporator of MEDICAL ACTIVITIES XCHANGE,
                  INC., a California corporation.

         2.       He hereby adopts the following amendments of the Articles of
                  Incorporation of this Corporation:

                  A.       Article FIRST is amended to read as follows:

                           "The name of this corporation is:

                           PSYCHIATRIC MANAGEMENT RESOURCES, INC."

                  B.       Article FIFTH is added to the Articles of
                           Incorporation which reads in full as follows:

                           "The liability of the directors of the corporation
                           for monetary damages shall be eliminated to the
                           fullest extent permissible under California law. In
                           the event the California Corporations Code is amended
                           to further eliminate or limit the personal liability
                           of directors, then the liability of a director of the
                           Corporation shall be eliminated or limited to the
                           fullest extent permitted by the California
                           Corporations Code, as so amended, without further
                           shareholder action. Any repeal or modification of
                           this Article Fifth shall not result in any liability
                           for a director with respect to any action or omission
                           occurring prior to such repeal or modification."

                  C.       Article SIXTH is added to the Articles of
                           Incorporation which reads in full as follows:

                           "The corporation is authorized to provide
                           indemnification of agents (as defined in Section 317
                           of the California Corporations Code) for breach of
                           duty to the corporation and its stockholders through
                           bylaw provisions or through agreements with the






                           agents, or both, in excess of the indemnification
                           otherwise permitted by Section 317 of the California
                           Corporations Code, subject to the limits on such
                           excess indemnification set forth in Section 204 of
                           the California Corporations Code. Notwithstanding the
                           foregoing, if the California Corporations Code is
                           amended to permit greater indemnification of agents,
                           then an agent of the Corporation shall be indemnified
                           to the fullest extent permitted by the California
                           Corporations Code, as so amended, without further
                           shareholder action. Any repeal or modification of
                           this Article Sixth shall not in any way prohibit,
                           impair, or adversely affect indemnification of an
                           agent with respect to any action or omission
                           occurring prior to such repeal or modification."

         3.       No directors were named in the original Articles of
                  Incorporation and none have been elected.

         4.       No shares have been issued.

I further declare under penalty of perjury under the laws of the State of
California that the matters set forth in this Certificate are true and correct
of my own knowledge.

Dated this 22nd day of April 1988.

                                              /s/ Rodrigo A. Munoz, M.D.
                                              ---------------------------------
                                              RODRIGO A. MUNOZ, M.D.
                                              Incorporator



                           ARTICLES OF INCORPORATION

                                       OF

                        MEDICAL ACTIVITIES XCHANGE, INC.

     FIRST: The name of this corporation is MEDICAL ACTIVITIES XCHANGE, INC.

     SECOND: The purpose of the 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
Corporations Code.

     THIRD: The name and address in the State of California of the
corporation's initial Agent for Service of Process is RODRIGO A. MUNOZ, 4045
Third Avenue, Suite 303, San Diego, California 92103.

     FOURTH: The total number of shares which this corporation is authorized to
issue is one hundred thousand (100,000), all of the same class, designated
"Common Stock".

     DATED this 14th day of August, 1987.

                                     /s/ Rodrigo A. Munoz, M.D.
                                     --------------------------------
                                     RODRIGO A. MUNOZ, M.D.
                                     Incorporator

     The undersigned declares that he is the Incorporator who has executed the
foregoing Articles of Incorporation and hereby declares that this instrument is
the act and deed of the undersigned.

                                     /s/ Rodrigo A. Munoz, M.D.
                                     --------------------------------
                                     RODRIGO A. MUNOZ, M.D.