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                                                                    EXHIBIT 23.1

                               CONSENT OF COUNSEL


         We consent to the use of our opinion, to the incorporation by reference
of such opinion as an exhibit to the Form S-8 and to the reference to our firm
under the heading "Legal Matters" in the Prospectus and included in this Form
S-8. In giving this consent, we do not admit that we are within the category of
persons whose consent is required under Section 7 of the Securities Act of 1933,
as amended, or the rules and regulations of the Securities and Exchange
Commission thereunder.




                                           SELMAN & MUNSON, P.C.




                                           By: /s/ JACK A. SELMAN
                                               ---------------------------------
                                               Jack A. Selman, President




Austin, Texas
November 10, 1999