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                         [BDO SEIDMAN, LLP LETTERHEAD]



November 2, 1998



Dyna Group International, Inc.
1661 S. Seguin Street
New Braunfels, Texas 78130

and

Padgett, Stratemann & Co., L.L.P.
1635 N.E. Loop 410, Suite 700
San Antonio, Texas 78209-1684

Gentlemen:

We have previously audited, in accordance with generally accepted auditing
standards, the December 31, 1997, financial statements of Dyna Group
International, Inc. (DGI). We rendered a report on those financial statements
and have not performed any audit procedures since the audit report date. You
have requested that we allow Padgett, Stratemann & Co., L.L.P. (PS & Co.), as
successor accountants for DGI, access to our workpapers prepared in connection
with that audit. Subject to the following, we will allow PS & Co. access to our
workpapers, other than certain workpapers we consider proprietary to BDO
Seidman, LLP.

Our audit, and the workpapers prepared in connection therewith, of DGI's
financial statements was not planned or conducted in contemplation of your
review. Therefore, items of possible interest to you may not have been
specifically addressed. Our use of professional judgement and the assessment of
materiality for the purpose of our audit means that matters may have existed
that would have been assessed differently by you. We make no representation as
to the sufficiency or appropriateness of the information in our workpapers for
your purposes.

We understand that the purpose of PS & Co.'s review is to obtain information
about DGI and our 1997 audit results to assist PS & Co. in planning its 1998
audit of DGI. For that purpose only, we will provide PS & Co. access to our
workpapers which relate to that objective.

Because PS & Co.'s review of our workpapers is undertaken solely for the purpose
described above, and will not entail a review of all of our workpapers, PS & Co.
agrees that (a) it is unable to, and will not, comment orally or in writing to
anyone as a result of that review as to whether our audit was performed in
accordance with generally accepted auditing standards, and (b) it will not
provide expert testimony or litigation support services involving issues
relating to the quality of our audit. Furthermore, PS & Co. agrees that it does
not intend to use the audit results documented in our workpapers as audit
evidence in rendering its opinion on the 1998 financial statements of DGI,
except as contemplated in Statement on Auditing Standards No. 84.
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[BDO LOGO]                                        Dyna Group International, Inc.
                                               Padgett, Stratemann & Co., L.L.P.
                                                                November 2, 1998
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Upon request and reimbursement of associated costs, copies will be provided to 
PS & Co. of those workpapers that provide factual information about DGI. PS & 
Co. agrees to subject any such copies or information otherwise derived from our 
workpapers to its normal policy for retention of working papers (if more 
restrictive retention is requested, so describe) and protection client 
confidential information. PS & Co. agrees to advise us promptly of and, in any 
event, in advance of compliance with, any request by subpoena or court order 
for access to its workpapers that include copies of our workpapers or 
information otherwise derived therefrom.

Please confirm your agreement with the foregoing by signing and dating a copy 
of this letter and returning it to us.

Very truly yours,

/s/ BDO SEIDMAN, LLP

The foregoing is accepted:

By: /s/ ROGER R. TUTTLE                      Date:     11-2-98
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        Roger R. Tuttle



Padgett, Stratemann & Co., L.L.P.


By:                                          Date:
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