EXHIBIT 23.1


               CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


As independent public accountants, we hereby consent to the incorporation of our
report dated February 12, 1997, incorporated by reference in this Form 10-K,
into the Company's previously filed Registration Statement file No. 33-15598 on
Form S-8.


ARTHUR ANDERSEN LLP



Houston, Texas
March 5, 1997