Attached please find an initial draft of the Put Option Confirmation.

 <<Put Option Confirmation.DOC>>

> Alicia L. Curry
> Vinson & Elkins L.L.P.
> 2300 First City Tower
> 1001 Fannin Street
> Houston, Texas 77002-6760
> Phone:  713-758-4428
> Fax:  713-615-5688
> (Licensed in New York only)
>
>
>
>
> +++++++++++++++++++++++
> CONFIDENTIALITY NOTICE
> +++++++++++++++++++++++
> The information in this email may be confidential and/or privileged. This
> email is intended to be reviewed by only the individual or organization
> named above. If you are not the intended recipient or an authorized
> representative of the intended recipient, you are hereby notified that any
> review, dissemination or copying of this email and its attachments, if
> any, or the information contained herein is prohibited. If you have
> received this email in error, please immediately notify the sender by
> return email and delete this email from your system. Thank You
>
PRIVILEGED AND CONFIDENTIAL:
Contains attorney-client communications and/or attorney work product.


 - Put Option Confirmation.DOC