At the request of Michael Bridges, I am attaching our proposed form of Letter 
of Interest.  If the agreement meets with your approval, please return a copy 
to me via fax no. (713) 646-3490.  If you have any comments or questions you 
would like to discuss, please do not hesitate to call me at (713) 853-3399, 
Mike at (713) 345-4079 or Bob Shults at (713) 853-0397.  We look forward to 
hearing from you.