Attached please find (i) a draft of the Completion Certificate blacklined to 
show changes made from the version attached as an exhibit to the credit 
agreement and (ii) a draft of the Cross Receipt.

Please feel free to give me a call at (713) 220-4427 with any questions or 
comments or if I can be of further assistance.


 - CrossRec.DOC
 - Blacklin.DOC