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EXHIBIT 3.24
CERTIFICATE OF LIMITED PARTNERSHIP
POOL COMPANY TEXAS LTD.
The undersigned General Partner, desiring to form a limited
partnership under the provisions of the Texas Revised Limited Partnership Act,
certifies as follows:
1. The name of the partnership is POOL COMPANY TEXAS LTD.
2. The address of the partnership's registered office is:
10375 Richmond Avenue
Houston, Texas 77042
3. The name and address of the partnership's registered agent for service
of process is:
Geoffrey Arms
10375 Richmond Avenue
Houston, Texas 77042
4. The address of the principal office where records of the partnership
are required to be kept or made available is:
10375 Richmond Avenue
Houston, Texas 77042
5. The name, mailing address and street address of the business of each
General Partner is:
Name Mailing Address Street Address
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Pool Company P.O. Box 4271 10375 Richmond Avenue
Houston, Texas 77210 Houston, Texas 77042
I affirm, under penalties of perjury, that this Certificate is
executed on or as of the 12th day of December, 1996, and that, to the best of
my knowledge and belief, the facts stated in this Certificate are true.
POOL COMPANY, General Partner
By: /s/ E.J. SPILLARD
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E.J. Spillard, Senior Vice
President, Finance