At the request of Louise Kitchen, I am attaching our proposed form of 
Confidentiality Agreement.  It is our desire to have this agreement executed 
before the Tuesday, May 30 meeting with Louise and Mark Crosno.  If you have 
any comments or questions please call me at (713) 853-3399 or Mark Taylor, 
V.P. and Assistant General Counsel, at (713) 853-7549. 

Sincerely,

Tana L. Jones
Sr. Legal Specialist