NationsBank  of  Texas,  N.A.          Customer#  4556900
     Date:  October  1,  1996
                    CONTINUING AND UNCONDITIONAL GUARANTY

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BANK:                                       GUARANTOR:

      NationsBank of Texas, N.A.            CARL H. WESTCOTT
      Banking Center: PRIVATE CLIENT GROUP  100 CRESCENT COURT, SUITE 1620
                                            DALLAS, TEXAS 75201
      901 MAIN STREET
      DALLAS, TEXAS 75202-3714

      County: DALLAS                        County: Dallas






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  "BORROWER":  JAYHAWK  MEDICAL  ACCEPTANCE  CORPORATION

1.     GUARANTY.  FOR VALUE RECEIVED, and to induce NationsBank of Texas, N.A.
(Attn: Private Client Group) ("Bank") to make loans or advances or to extend
credit  or  other  financial  accommodations  or  benefits,  with  or  without
security,  to  or for the account of Borrower, the undersigned "Guarantor", if
more than one, then each of them jointly and severally, hereby irrevocably and
unconditionally  guarantees  to  Bank  the  full  and prompt payment when due,
whether  by  acceleration  or  otherwise,  of  any  and  all  Liabilities  (as
hereinafter  defined)  of  Borrower  to Bank.  This Guaranty is continuing and
unlimited  as  to  the amount, and is cumulative to and does not supersede any
other  guaranties.

The  undertakings of Guarantor hereunder are independent of the Liabilities of
Borrower  and a separate action or actions for payment, damages or performance
may  be  brought  or prosecuted against Guarantor, whether or not an action is
brought  against Borrower or to realize upon the security for the Liabilities,
whether  or  not Borrower is joined in any such action or actions, and whether
or  not  notice  is  given  or  demand  is  made  upon  Borrower.

Bank  shall  not  be  required to proceed first against Borrower, or any other
person,  or  entity,  whether  primarily or secondarily liable, or against any
collateral  held  by  it,  before  resorting  to  Guarantor  for  payment, and
Guarantor  shall  not be entitled to assert as a defense to the enforceability
of  the  Guaranty  any  defense  of  Borrower with respect to any Liabilities.

2.     PARAGRAPH HEADINGS, GOVERNING LAW AND BINDING EFFECT.  Guarantor agrees
that the paragraph headings in this Guaranty are for convenience only and that
they will not limit any of the provisions of this Guaranty.  Guarantor further
agrees  that  this  Guaranty shall be deemed to have been made in the State of
Texas  at Bank's address indicated at the beginning of this Guaranty and shall
be  governed  by,  and  construed in accordance with, the laws of the State of
Texas,  and  is  performable in the City and County of Texas at Bank's address
indicated  at the beginning of this Guaranty.  In any litigation in connection
with  or  to enforce this Guaranty or any other Loan Documents, Guarantor, and
each  of  them, irrevocably consent to and confer personal jurisdiction on the
courts  of  the  State of Texas or the United States courts located within the
State  of  Texas.   Nothing contained herein shall, however, prevent Bank from
bringing  any  action  or  exercising  any  rights  within  any other state or
jurisdiction  or  from  obtaining  personal  jurisdiction  by  any other means
available  by  applicable  law.  This Guaranty is binding upon Guarantor, his,
their or its executors, administrators, successors or assigns, and shall inure
to  the  benefit  of  Bank,  its  successors,  indorsees  or  assigns.  Anyone
executing  this  Guaranty shall be bound by the terms hereof without regard to
execution  by  anyone  else.

3.          DEFINITIONS.

     A.    "Guarantor"  shall  mean  Guarantor  or  any  one  or more of them.

     B.    "Liability"  or  "Liabilities"  shall  mean without limitation, all
liabilities,  indebtedness,  and  obligations  of  Borrower under that certain
Promissory  Note  of  even  date herewith to Bank, whether direct or indirect,
absolute  or  contingent,  joint  or several, secured or unsecured, due or not
due, contractual or tortious, liquidated or unliquidated, arising by operation
of  law or otherwise, now or hereafter existing, or held or to be held by Bank
for  its  own  account  or  as  agent for another or others, including but not
limited  to  all extensions or renewals thereof, and all sums payable under or
by  virtue thereof, including without limitation, all amounts of principal and
interest,  all  expenses  (including  reasonable  attorney's  fees and cost of
collection)  incurred  in  the collection thereof or the enforcement of rights
thereunder  (including  without limitation, any liability arising from failure
to  comply  with  state  or federal laws, rules and regulations concerning the
control of hazardous waste or substances at or with respect to any real estate
securing  any  loan guaranteed hereby), whether arising in the ordinary course
of  business or otherwise.  If Borrower is a partnership, corporation or other
entity  the term "Liability" or "Liabilities" as used herein shall include all
Liabilities  to  Bank  of  any  successor  entity  or  entities.

     C.  "Loan Documents" shall mean all deeds to secure debt, deeds of trust,
mortgages,  security  agreements  and  other documents securing payment of the
Liabilities  and  all  notes  and other agreements, documents, and instruments
evidencing  or  relating  to  the  Liabilities.

4.        WAIVERS BY GUARANTOR.  Guarantor waives notice of acceptance of this
Guaranty,  notice  of  any  Liabilities  or Obligations to which it may apply,
presentment,  demand for payment, protest, notice of dishonor or nonpayment of
any  Liabilities,  notice of intent to accelerate, notice of acceleration, and
notice  of  any  suit  or the taking of other action by Bank against Borrower,
Guarantor  or  any other person, any applicable statute of limitations and any
other  notice  to any party liable on any Loan Document (including Guarantor).

Each  Guarantor also hereby subordinates to the claims, rights and remedies of
Bank any claim, right or remedy which such Guarantor may now have or hereafter
acquire  against Borrower that arises hereunder and/or from the performance by
any other Guarantor hereunder including, without limitation, any claim, remedy
or  right  of  subrogation,  reimbursement,  exoneration,  contribution,
indemnification,  or  participation  in  any  claim,  right  or remedy of Bank
against  Borrower  or  against  any  security  which Bank now has or hereafter
acquires,  whether  or not such claim, right or remedy arises in equity, under
contract,  by  statute,  under  common law or otherwise. Each Guarantor agrees
that  such  Guarantor  will  not  exercise  any claim, right or remedy against
Borrower  unless  and  until  all  Liabilities  have  been  paid  in  full.

Guarantor also waives the benefits of any provision of law requiring that Bank
exhaust  any  right  or  remedy,  or  take  any  action, against Borrower, any
Guarantor,  any  other person and/or property including but not limited to the
provisions  of the Texas Civil Practice and Remedies Code  17.001, Texas Rules
of  Civil  Procedure  Rule 31 and the Texas Business and Commerce Code Chapter
34,  as  amended,  or  otherwise.

Bank may at any time and from time to time (whether before or after revocation
or  termination  of  this  Guaranty)  without  notice  to Guarantor (except as
required  by  law),  without  incurring  responsibility  to Guarantor, without
impairing,  releasing  or otherwise affecting the obligations of Guarantor, in
whole or in part, and without the indorsement or execution by Guarantor of any
additional  consent, waiver or guaranty: (a) change the manner, place or terms
of  payment,  or change or extend the time of or renew, or change any interest
rate  or alter any Liability or installment thereof, or any security therefor;
(b)  loan  additional  monies or extend additional credit to Borrower, with or
without  security, thereby creating new Liabilities the payment of which shall
be  guaranteed  hereunder,  and  the  Guaranty  herein made shall apply to the
Liabilities  as  so changed, extended, surrendered, realized upon or otherwise
altered;  (c)  sell,  exchange,  release, surrender, realize upon or otherwise
deal  with  in any manner and in any order any property at any time pledged or
mortgaged to secure the Liabilities and any offset there against; (d) exercise
or  refrain  from  exercising any rights against Borrower or others (including
Guarantor)  or  act  or refrain from acting in any other manner; (e) settle or
compromise  any Liability or any security therefor and subordinate the payment
of  all  or  any  part  thereof  to  the payment of any Liability of any other
parties  primarily  or  secondarily  liable  on  any  of the Liabilities;  (f)
release or compromise any Liability of Guarantor hereunder or any Liability of
any  other  parties primarily or secondarily liable on any of the Liabilities;
or  (g) apply any sums from any sources to any Liability without regard to any
Liabilities  remaining  unpaid.

5.      SUBORDINATION.  Upon demand of Bank, Guarantor agrees that it will not
demand,  take  or  receive  from  Borrower, by set-off or in any other manner,
payment  of  any debt now and at any time or times hereafter owing by Borrower
to  Guarantor  unless and until all the Liabilities shall have been fully paid
and  performed,  and  any  security  interest,  liens  or  encumbrances  which
Guarantor  now  has  and  from time to time hereafter may have upon any of the
assets  of  Borrower  shall  be  made  subordinate,  junior  and  inferior and
postponed  in  priority, operation and effect to any security interest of Bank
in  such  assets.

6.     WAIVERS BY BANK.  No delay on the part of Bank in exercising any of its
options,  powers  or  rights, and no partial or single exercise thereof, shall
constitute a waiver thereof.  No waiver of any of its rights hereunder, and no
modification or amendment of this Guaranty, shall be deemed to be made by Bank
unless  the  same shall be in writing, duly signed on behalf of Bank; and each
such  waiver,  if  any, shall apply only with respect to the specific instance
involved,  and shall in no way impair the rights of Bank or the obligations of
Guarantor  to  Bank  in  any  other  respect  at  any  other  time.

7.        TERMINATION.  This Guaranty shall be binding on each Guarantor until
written notice of revocation signed by such Guarantor or written notice of the
death  of  such  Guarantor  shall  have been received by Bank, notwithstanding
change  in  name,  location,  composition or structure of, or the dissolution,
termination  or  increase, decrease or change in personnel, owners or partners
of  Borrower,  or  any  one or more of Guarantors.  No notice of revocation or
termination  hereof  shall  affect  in  any  manner  rights arising under this
Guaranty  with respect to Liabilities that shall have been committed, created,
contracted,  assumed  or  incurred  prior  to  receipt  of such written notice
pursuant  to  any  agreement  entered  into  by  Bank prior to receipt of such
notice.    The  sole effect of such notice of revocation or termination hereof
shall  be  to  exclude from this Guaranty, Liabilities thereafter arising that
are  unconnected  with Liabilities theretofore arising or transactions entered
into  theretofore.

In  the  event of the death of a Guarantor, the liability of the estate of the
deceased  Guarantor  shall  continue  in  full  force and effect as to (i) the
Liabilities  existing  at  the  date  of death, and any renewals or extensions
thereof,  and  (ii)  loans  or advances made to or for the account of Borrower
after  the  date  of  death of the deceased Guarantor pursuant to a commitment
made by Bank to Borrower prior to the date of such death.  As to all surviving
Guarantors,  this  Guaranty  shall continue in full force and effect after the
death  of  a  Guarantor, not only as to the Liabilities existing at that time,
but  also  as  to  Liabilities  thereafter  incurred  by  Borrower  to  Bank.

8.          PARTIAL  INVALIDITY  AND/OR  ENFORCEABILITY  OF  GUARANTY.    The
unenforceability  or  invalidity  of  any provision of this Guaranty shall not
affect  the  enforceability  or validity of any other provision herein and the
invalidity or unenforceability of any provision of any Loan Document as it may
apply  to  any  person  or circumstance shall not affect the enforceability or
validity  of such provision as it may apply to other persons or circumstances.

In  the  event  Bank  is  required  to  relinquish or return the payments, the
collateral  or  the  proceeds  thereof,  in  whole  or in part, which had been
previously  applied  to  or retained for application against any Liability, by
reason  of  a  proceeding  arising under the Bankruptcy Code, or for any other
reason,  this  Guaranty  shall  automatically  continue  to  be  effective
notwithstanding  any  previous  cancellation  or  release  effected  by  Bank.

9.         CHANGE OF STATUS.  Guarantor will not become a party to a merger or
consolidation  with any other company, except where Guarantor is the surviving
corporation  or  entity,  and all covenants under this Guaranty are assumed by
the  surviving entity.  Further, Guarantor may not change its legal structure,
without  the written consent of Bank and all covenants under this Guaranty are
assumed  by  the  new or surviving entity.  Guarantor further agrees that this
Guaranty  shall  be  binding,  legal  and enforceable against Guarantor in the
event  Borrower  changes  its  name,  status  or  type  of  entity.

10.        FINANCIAL AND OTHER INFORMATION.  Guarantor has made an independent
investigation  of  the  financial  condition  and affairs of Borrower prior to
entering  into  this  Guaranty,  and  Guarantor  will  continue  to  make such
investigation;  and  in  entering  into this Guaranty Guarantor has not relied
upon  any  representation  of Bank as to the financial condition, operation or
creditworthiness  of  Borrower.  Guarantor further agrees that Bank shall have
no  duty  or  responsibility  now  or  hereafter  to make any investigation or
appraisal  of Borrower on behalf of Guarantor or to provide Guarantor with any
credit  or other information which may come to its attention now or hereafter.

11.      NOTICES.  Notice shall be deemed reasonable if mailed postage prepaid
at  least  five (5) days before the related action to the address of Guarantor
or  Bank,  at  their  respective  addresses indicated at the beginning of this
Guaranty,  or  to  such  other  address  as any party may designate by written
notice  to  the  other party.  Each notice, request and demand shall be deemed
given  or  made,  if  sent by mail, upon the earlier of the date of receipt or
five  (5) days after deposit in the U.S. Mail, first class postage prepaid, or
if  sent  by  any  other  means,  upon  delivery.

12.  GUARANTOR DUTIES.  Guarantor shall upon notice or demand by Bank promptly
and  with  due  diligence  pay  all Liabilities for the benefit of Bank in the
event  of (a) the occurrence of any monetary default under any Loan Documents;
(b)  the failure of any Borrower or Guarantor to pay any material liability or
indebtedness of any Borrower or Guarantor to Bank, or to any affiliate of Bank
and  the  continuation  of  such failure for five (5) days after Bank provides
Guarantor  with  notice  thereof
 .

13.        REMEDIES.  Upon the failure of Guarantor to fulfill its duty to pay
all  Liabilities as required hereunder, Bank shall have all of the remedies of
a  creditor  and,  to  the  extent  applicable,  of a secured party, under all
applicable  law,  and  without  limiting the generality of the foregoing, Bank
may,  at  its  option and without notice or demand:  (a) declare any Liability
due  and payable at once; and (b) take possession of any collateral pledged by
Borrower or Guarantor wherever located, and sell, resell, assign, transfer and
deliver  all  or  any  part of said collateral of Borrower or Guarantor at any
public or private sale or otherwise dispose of any or all of the collateral in
its  then  condition,  for  cash  or  on credit or for future delivery, and in
connection therewith Bank may impose reasonable conditions upon any such sale,
and  Bank,  unless prohibited by law the provisions of which cannot be waived,
may  purchase  all  or  any  part of said collateral to be sold, free from and
discharged  of  all  trusts,  claims,  rights  or  redemption  and equities of
Borrower  or  Guarantor whatsoever; Guarantor acknowledges and agrees that the
sale  of  any  collateral  through  any  nationally  recognized broker-dealer,
investment  banker or any other method common in the securities industry shall
be  deemed a commercially reasonable sale under the Uniform Commercial Code or
any  other  equivalent  statute  or  federal  law, and expressly waives notice
thereof  except  as  provided  herein;  and  (c)  set-off  against  any or all
liabilities  of  Guarantor  all  money  owed  by  Bank or any of its agents or
affiliates  in  any capacity to Guarantor whether or not due, and also set-off
against  all  other Liabilities of Guarantor to Bank all money owed by Bank in
any  capacity  to Guarantor, and if exercised by Bank, Bank shall be deemed to
have  exercised  such  right  of set-off and to have made a charge against any
such  money  immediately  upon the occurrence of such default although made or
entered  on  the  books  subsequent  thereto.

Bank  shall  have a properly perfected security interest in all of Guarantor's
funds  on  deposit  with  Bank to secure the balance of any Liabilities and/or
Obligations that Guarantor may now or in the future owe Bank.  Bank is granted
a  contractual  right of set-off and will not be liable for dishonoring checks
or  withdrawals  where  the exercise of Bank's contractual right of set-off or
security  interest  results  in insufficient funds in Guarantor's account.  As
authorized  by law, Guarantor grants to Bank this contractual right of set-off
and security interest in all property of Guarantor now or at anytime hereafter
in  the  possession  of  Bank, including but not limited to any joint account,
special  account,  account  by  the  entireties,  tenancy  in  common, and all
dividends  and  distributions now or hereafter in the possession or control of
Bank.

14.        ATTORNEY FEES, COST AND EXPENSES.  Guarantor shall pay all costs of
collection  and  reasonable  attorney's  fees, including reasonable attorney's
fees  in connection with any suit, mediation or arbitration proceeding, out of
Court  payment  agreement, trial, appeal, bankruptcy proceedings or otherwise,
incurred  or  paid  by  Bank  in  enforcing  the  payment  of any Liability or
defending  this  agreement.

15.       PRESERVATION OF PROPERTY.  Bank shall not be bound to take any steps
necessary to preserve any rights in any property pledged as collateral to Bank
to  secure  Borrower and/or Guarantor's Liabilities and Obligations as against
prior  parties  who  may  be  liable in connection therewith, and Borrower and
Guarantor  hereby  agree  to  take any such steps.  Bank, nevertheless, at any
time,  may  (a)  take  any  action  it  deems  appropriate  for  the  care  or
preservation of such property or of any rights of Borrower and/or Guarantor or
Bank therein; (b) demand, sue for, collect or receive any money or property at
any  time  due,  payable  or  receivable  on account of or in exchange for any
property  pledged as collateral, to Bank to secure Borrower and/or Guarantor's
Liabilities  to Bank; (c) compromise and settle with any person liable on such
property;  or  (d) extend the time of payment or otherwise change the terms of
the  Loan  Documents as to any party liable on the Loan Documents, all without
notice  to,  without incurring responsibility to, and without affecting any of
the  Obligations  or  Liabilities  of  Guarantor.

16.    ARBITRATION.    ANY  CONTROVERSY  OR CLAIM BETWEEN OR AMONG THE PARTIES
HERETO  INCLUDING  BUT NOT LIMITED TO THOSE ARISING OUT OF OR RELATING TO THIS
INSTRUMENT,  AGREEMENT  OR  DOCUMENT OR ANY RELATED INSTRUMENTS, AGREEMENTS OR
DOCUMENTS, INCLUDING ANY CLAIM BASED ON OR ARISING FROM AN ALLEGED TORT, SHALL
BE  DETERMINED  BY  BINDING  ARBITRATION  IN  ACCORDANCE  WITH  THE  FEDERAL
ARBITRATION ACT (OR IF NOT APPLICABLE, THE APPLICABLE STATE LAW), THE RULES OF
PRACTICE  AND  PROCEDURE  FOR  THE  ARBITRATION  OF  COMMERCIAL  DISPUTES  OF
J.A.M.S./ENDISPUTE  OR  ANY  SUCCESSOR  THEREOF ("J.A.M.S."), AND THE "SPECIAL
RULES"  SET FORTH BELOW.  IN THE EVENT OF ANY INCONSISTENCY, THE SPECIAL RULES
SHALL  CONTROL.    JUDGMENT  UPON  ANY ARBITRATION AWARD MAY BE ENTERED IN ANY
COURT  HAVING  JURISDICTION.    ANY  PARTY  TO  THIS  INSTRUMENT, AGREEMENT OR
DOCUMENT  MAY BRING AN ACTION, INCLUDING A SUMMARY OR EXPEDITED PROCEEDING, TO
COMPEL ARBITRATION OF ANY CONTROVERSY OR CLAIM TO WHICH THIS AGREEMENT APPLIES
IN  ANY  COURT  HAVING  JURISDICTION  OVER  SUCH  ACTION.

     A.  SPECIAL RULES.  THE ARBITRATION SHALL BE CONDUCTED IN THE COUNTY OF
ANY  BORROWER'S  DOMICILE    AT  THE TIME OF THE EXECUTION OF THIS INSTRUMENT,
AGREEMENT  OR  DOCUMENT  AND  ADMINISTERED  BY  J.A.M.S.  WHO  WILL APPOINT AN
ARBITRATOR;  IF J.A.M.S. IS UNABLE OR LEGALLY PRECLUDED FROM ADMINISTERING THE
ARBITRATION,  THEN  THE  AMERICAN  ARBITRATION  ASSOCIATION  WILL  SERVE.  ALL
ARBITRATION  HEARINGS  WILL  BE  COMMENCED  WITHIN  90  DAYS OF THE DEMAND FOR
ARBITRATION;  FURTHER,  THE ARBITRATOR SHALL ONLY, UPON A SHOWING OF CAUSE, BE
PERMITTED  TO  EXTEND THE COMMENCEMENT OF SUCH HEARING FOR UP TO AN ADDITIONAL
60  DAYS.

     B.  RESERVATION OF RIGHTS.  NOTHING IN THIS ARBITRATION PROVISION SHALL
BE  DEEMED TO (I) LIMIT THE APPLICABILITY OF ANY OTHERWISE APPLICABLE STATUTES
OF  LIMITATION  OR  REPOSE  AND  ANY  WAIVERS  CONTAINED  IN  THIS INSTRUMENT,
AGREEMENT  OR DOCUMENT; OR (II) BE A WAIVER BY BANK OF THE PROTECTION AFFORDED
TO IT BY 12 U.S.C. SEC. 91 OR ANY SUBSTANTIALLY EQUIVALENT STATE LAW; OR (III)
LIMIT THE RIGHT OF BANK HERETO (A) TO EXERCISE SELF HELP REMEDIES SUCH AS (BUT
NOT  LIMITED  TO)  SETOFF,  OR  (B)  TO FORECLOSE AGAINST ANY REAL OR PERSONAL
PROPERTY  COLLATERAL,  OR  (C) TO OBTAIN FROM A COURT PROVISIONAL OR ANCILLARY
REMEDIES SUCH AS (BUT NOT LIMITED TO) INJUNCTIVE RELIEF, WRIT OF POSSESSION OR
THE  APPOINTMENT  OF  A  RECEIVER.    BANK MAY EXERCISE SUCH SELF HELP RIGHTS,
FORECLOSE UPON SUCH PROPERTY, OR OBTAIN SUCH PROVISIONAL OR ANCILLARY REMEDIES
BEFORE,  DURING  OR  AFTER  THE  PENDENCY
OF  ANY  ARBITRATION PROCEEDING BROUGHT PURSUANT TO THIS INSTRUMENT, AGREEMENT
OR  DOCUMENT.  NEITHER THIS EXERCISE OF SELF HELP REMEDIES NOR THE INSTITUTION
OR  MAINTENANCE  OF  AN  ACTION  FOR  FORECLOSURE  OR PROVISIONAL OR ANCILLARY
REMEDIES  SHALL  CONSTITUTE  A WAIVER OF THE RIGHT OF ANY PARTY, INCLUDING THE
CLAIMANT  IN  ANY  SUCH  ACTION, TO ARBITRATE THE MERITS OF THE CONTROVERSY OR
CLAIM  OCCASIONING  RESORT  TO  SUCH  REMEDIES.

18.          CONTROLLING  DOCUMENT.    To  the extent that this Continuing and
Unconditional  Guaranty  conflicts with or is in any way incompatible with any
other  Loan  Document  concerning  this  Obligation, any promissory note shall
control  over any other document, and if such promissory note does not address
an  issue,  then each other document shall control to the extent that it deals
most  specifically  with  an  issue.

 19.          NOTICE  OF  FINAL  AGREEMENT.

THIS  WRITTEN  CONTINUING  AND  UNCONDITIONAL  GUARANTY  REPRESENTS  THE FINAL
AGREEMENT  BETWEEN  THE  PARTIES  AND  MAY  NOT BE CONTRADICTED BY EVIDENCE OF
PRIOR,  CONTEMPORANEOUS,  OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.  THERE
ARE  NO  UNWRITTEN  ORAL  AGREEMENTS  BETWEEN  THE  PARTIES.


IN WITNESS WHEREOF, the undersigned has caused this guaranty to be executed on
this  1st  day  of  October,  1996.


NATIONSBANK  OF  TEXAS,  N.A.                          GUARANTOR:

By:/s/ Thomas C. Goyne                                 /s/ Carl H. Westcott
                                                       Carl  H.  Westcott

Thomas  C.  Goyne,  Vice  President


INDIVIDUAL  ACKNOWLEDGMENT

State  of  Texas_________________          )
                              )
County  of  Dallas_______________          )

This instrument was acknowledged before me on Oct. 1_____________, 1996____, by
_______________________________________________.           /s/ Carl H. Westcott
                                                                 (Guarantor)

(Seal)                                                                        
                                                      /s/ Judith Pearce LeDoux
                                                       Notary  Public
                                                       in and for the State of
                                                       Texas

12/12/96                                               Judith Pearce LeDoux
My  Commission  Expires                                Print Name of Notary