Form: 10-K

Annual report [Section 13 and 15(d), not S-K Item 405]

CONSENT OF INDEPENDENT PUBLIC ACCOUNTANT

Published on



EXHIBIT 23.1


CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


As independent public accountants, we hereby consent to the incorporation
of our reports included and incorporated by reference in this Form 10-K, into
the Company's previously filed Registration Statements File No.'s 333-71,
333-16239 and 33-49889.



ARTHUR ANDERSEN LLP


Houston, Texas
March 26, 1997