Exhibit 3.36

                        AMENDED AND RESTATED BYLAWS

                                     OF

                                 [Company]

                         (an Oklahoma corporation)

                                 ---------

                                 ARTICLE I

                                STOCKHOLDERS

         1. CERTIFICATES REPRESENTING STOCK. Certificates representing
stock in the corporation shall be signed by, or in the name of, the
corporation by the Chairman or Vice-Chairman of the Board of Directors, if
any, or by the President or a Vice-President and by the Treasurer or an
Assistant Treasurer or the Secretary or an Assistant Secretary of the
corporation. Any or all the signatures on any such certificate may be a
facsimile. In case any officer, transfer agent, or registrar who has signed
or whose facsimile signature has been placed upon a certificate shall have
ceased to be such officer, transfer agent, or registrar before such
certificate is issued, it may be issued by the corporation with the same
effect as if he were such officer, transfer agent, or registrar at the date
of issue.

         Whenever the corporation shall be authorized to issue more than
one class of stock or more than one series of any class of stock, and
whenever the corporation shall issue any shares of its stock as partly paid
stock, the certificates representing shares of any such class or series or
of any such partly paid stock shall set forth thereon the statements
prescribed by the Oklahoma General Corporation Act. Any restrictions on the
transfer or registration of transfer of any shares of stock of any class or
series shall be noted conspicuously on the certificate representing such
shares.

         The corporation may issue a new certificate of stock or
uncertificated shares in place of any certificate theretofore issued by it,
alleged to have been lost, stolen, or destroyed, and the Board of Directors
may require the owner of the lost, stolen, or destroyed certificate, or his
legal representative, to give the corporation a bond sufficient to
indemnify the corporation against any claim that may be made against it on
account of the alleged loss, theft, or destruction of any such certificate
or the issuance of any such new certificate or uncertificated shares.

         2. STOCK TRANSFERS. The transfer of stock of the corporation and
the certificates of stock which represent the stock of the corporation or
uncertificated stock of the corporation shall be governed by the provisions
of the Oklahoma General Corporation Act and the provisions of the Uniform
Commercial Code-Investment Securities of the State of Oklahoma. To the
extent that any provision of the Oklahoma General Corporation Act is
inconsistent with the provisions of the Uniform Commercial Code-Investment
Securities of the State of Oklahoma, the provisions of the Uniform
Commercial Code-Investment Securities of the State of Oklahoma shall be
controlling.

         3. RECORD DATE FOR SHAREHOLDERS. For the purpose of determining
the shareholders entitled to notice of or to vote at any meeting of
shareholders or any adjournment thereof, or for the purpose of determining
the shareholders entitled to consent to corporate action in writing without
a meeting, the Board of Directors may fix a record date in accordance with
the provisions of Section 1058 of the Oklahoma General Corporation Act.

         4. SHAREHOLDER MEETINGS.

         - TIME. The annual meeting shall be held on the date and at the
time fixed, from time to time, by the directors, provided, that each
successive annual meeting shall be held on a date within thirteen months
after the date of the preceding annual meeting. A special meeting shall be
held on the date and at the time fixed by the directors.

         - PLACE. Annual meetings and special meetings shall be held at
such place, within or without the State of Oklahoma, as the directors may,
from time to time, fix. Whenever the directors shall fail to fix such
place, the meeting shall be held at the registered office of the
corporation in the State of Oklahoma.

         - CALL. Annual meetings and special meetings may be called by the
directors or by any officer instructed by the directors to call the
meeting.

         - NOTICE. Written notice of all meetings shall be given, stating
the place, date, and hour of the meeting and stating the place within the
city or other municipality or community at which the list of shareholders
of the corporation may be examined. The notice of an annual meeting shall
state that the meeting is called for the election of directors and for the
transaction of other business which may properly come before the meeting,
and shall (if any other action which could be taken at a special meeting is
to be taken at such annual meeting) state the purpose or purposes.

         - SHAREHOLDER LIST. The officer who has charge of the stock ledger
of the corporation shall prepare and make, at least ten days before every
meeting of shareholders, a complete list of the shareholders, arranged in
alphabetical order, and showing the address of each shareholder and the
number of shares registered in the name of each shareholder. Such list
shall be open to the examination of any shareholder, for any purpose
germane to the meeting, during ordinary business hours, for a period of at
least ten days prior to the meeting, either at a place within the city or
other municipality or community where the meeting is to be held, which
place shall be specified in the notice of the meeting, or if not so
specified, at the place where the meeting is to be held. The list shall
also be produced and kept at the time and place of the meeting during the
whole time thereof, and may be inspected by any shareholder who is present.
The stock ledger shall be the only evidence as to who are the shareholders
entitled to examine the stock ledger, the list required by this section or
the books of the corporation, or to vote at any meeting of shareholders.

         - CONDUCT OF MEETING. Meetings of the shareholders shall be
presided over by one of the following officers in the order of seniority
and if present and acting - the Chair of the Board, if any, the Vice-Chair
of the Board, if any, the President, a Vice-President, or, if none of the
foregoing is in office and present and acting, by a chair to be chosen by
the shareholders. The Secretary of the corporation, or in his absence, an
Assistant Secretary, shall act as secretary of every meeting, but if
neither the Secretary nor an Assistant Secretary is present the chair of
the meeting shall appoint a secretary of the meeting.

         - QUORUM. The holders of a majority of the outstanding shares of
stock shall constitute a quorum at a meeting of shareholders for the
transaction of any business. The shareholders present may adjourn the
meeting despite the absence of a quorum.

         - VOTING. Each share of stock shall entitle the holder thereof to
one vote. In the election of directors, a plurality of the votes cast shall
elect. Any other action shall be authorized by a majority of the
affirmative votes cast except where the Oklahoma General Corporation Act
prescribes a different percentage of votes and/or a different exercise of
voting power, and except as may be otherwise prescribed by the provisions
of the certificate of incorporation and these Bylaws. In the election of
directors, and for any other action, voting need not be by ballot.

         5. SHAREHOLDER ACTION WITHOUT MEETINGS. Except as provided in
subsection B of Section 1056 and subsection B of Section 1073 of the
Oklahoma General Corporation Act, any action required by the Oklahoma
General Corporation Act to be taken at any annual or special meeting of
shareholders, or any action which may be taken at any annual or special
meeting of shareholders, may be taken without a meeting, without prior
notice and without a vote, if a consent in writing, setting forth the
action so taken, shall be signed by the holders of outstanding stock having
not less than the minimum number of votes that would be necessary to
authorize or take such action at a meeting at which all shares entitled to
vote thereon were present and voted, in accordance with the requirements of
Section 1073 of the Oklahoma General Corporation Act. Prompt notice of the
taking of the corporation action without a meeting by less than unanimous
written consent shall be given to those shareholders who have not consented
in writing to the extent required by the provisions of subsection E of
Section 1073 of the Oklahoma General Corporation Act.

                                 ARTICLE II

                                 DIRECTORS

         1. FUNCTIONS AND DEFINITION. The business and affairs of the
corporation shall be managed by or under the direction of the Board of
Directors of the corporation. The Board of Directors shall have the
authority to fix the compensation of the members thereof.

         2. QUALIFICATIONS AND NUMBER. A director need not be a
shareholder, a citizen of the United States, or a resident of the State of
Oklahoma. The number of directors constituting the Board of Directors shall
be one or more. Subject to the foregoing limitation, such number of
directors may be fixed or changed from time to time by the shareholders or
by the Board of Directors.

         3. ELECTION AND TERM. Any director may resign at any time upon
written notice to the corporation. Directors who are elected at an annual
meeting of shareholders, and directors who are elected in the interim to
fill vacancies and newly created directorships, shall hold office until the
next annual meeting of shareholders and until their successors are elected
and qualified or until their earlier resignation or removal. Subject to the
provisions of the Oklahoma General Corporation Act, in the interim between
annual meetings of shareholders or of special meetings of shareholders
called for the election of directors and/or for the removal of one or more
directors and for the filling of any vacancy in that connection, newly
created directorships and any vacancies in the Board of Directors,
including unfilled vacancies resulting from the removal of directors for
cause or without cause, may be filled by the vote of a majority of the
remaining directors then in office, although less than a quorum, or by the
sole remaining director.

         4. MEETINGS.

         - TIME. Meetings shall be held at such time as the Board shall
fix.

         - PLACE. Meetings shall be held at such place within or without
the State of Oklahoma as shall be fixed by the Board.

         - CALL. No call shall be required for regular meetings for which
the time and place have been fixed. Special meetings may be called by or at
the direction of the Chairman of the Board, if any, the Vice-Chairman of
the Board, if any, of the President, or of a majority of the directors in
office.

         - NOTICE OR ACTUAL OR CONSTRUCTIVE WAIVER. No notice shall be
required for regular meetings for which the time and place have been fixed.
Written, oral, or any other mode of notice of the time and place shall be
given for special meetings in sufficient time for the convenient assembly
of the directors thereat. Notice need not be given to any director or to
any member of a committee of directors who submits a written waiver of
notice signed by him before or after the time stated therein. Attendance of
any such person at a meeting shall constitute a waiver of notice of such
meeting, except when he attends a meeting for the express purpose of
objecting, at the beginning of the meeting, to the transaction of any
business because the meeting is not lawfully called or convened. Neither
the business to be transacted at, nor the purpose of, any regular or
special meeting of the directors need be specified in any written waiver of
notice.

         - QUORUM AND ACTION. A majority of the whole Board shall
constitute a quorum except when a vacancy or vacancies prevents such
majority, whereupon a majority of the directors in office shall constitute
a quorum, provided, that such majority shall constitute at least one-third
of the whole Board. A majority of the directors present, whether or not a
quorum is present, may adjourn a meeting to another time and place. Except
as herein otherwise provided, and except as otherwise provided by the
Oklahoma General Corporation Act, the vote of the majority of the directors
present at a meeting at which a quorum is present shall be the act of the
Board. The quorum and voting provisions herein stated shall not be
construed as conflicting with any provisions of the Oklahoma General
Corporation Act and these Bylaws which govern a meeting of directors held
to fill vacancies and newly created directorships in the Board or action of
disinterested directors.

         Any member or members of the Board of Directors or of any
committee designated by the Board, may participate in a meeting of the
Board, or committee, as the case may be, by means of conference telephone
or similar communications equipment by means of which all persons
participating in the meeting can hear or otherwise communicate with each
other.

         5. REMOVAL OF DIRECTORS. Except as may otherwise be provided by
the Oklahoma General Corporation Act, any director or the entire Board of
Directors may be removed, with or without cause, by the holders of a
majority of the shares then entitled to vote at an election of directors.

         6. WRITTEN ACTION. Any action required or permitted to be taken at
any meeting of the Board of Directors or any committee thereof may be taken
without a meeting if all members of the Board or committee, as the case may
be, consent thereto in writing, and the writing or writings are filed with
the minutes of proceedings of the Board or committee.

                                ARTICLE III

                                  OFFICERS

         The officers of the corporation shall consist of a President, a
Secretary, a Treasurer, and, if deemed necessary, expedient, or desirable
by the Board of Directors, a Chairman of the Board, a Vice-Chairman of the
Board, an Executive Vice-President, one or more other Vice-Presidents, one
or more Assistant Secretaries, one or more Assistant Treasurers, and such
other officers with such titles as the resolution of the Board of Directors
choosing them shall designate. Except as may otherwise be provided in the
resolution of the Board of Directors choosing him, no officer other than
the Chairman or Vice-Chairman of the Board, if any, need be a director. Any
number of offices may be held by the same person, as the directors may
determine.

         Unless otherwise provided in the resolution choosing him, each
officer shall be chosen for a term which shall continue until the meeting
of the Board of Directors following the next annual meeting of shareholders
and until his successor shall have been chosen and qualified.

         All officers of the corporation shall have such authority and
perform such duties in the management and operation of the corporation as
shall be prescribed in the resolutions of the Board of Directors
designating and choosing such officers and prescribing their authority and
duties, and shall have such additional authority and duties as are incident
to their office except to the extent that such resolutions may be
inconsistent therewith. The Secretary or an Assistant Secretary of the
corporation shall record all of the proceedings of all meetings and actions
in writing of shareholders, directors, and committees of directors, and
shall exercise such additional authority and perform such additional duties
as the Board shall assign to him. Any officer may be removed, with or
without cause, by the Board of Directors. Any vacancy in any office may be
filled by the Board of Directors.

                                 ARTICLE IV

                               CORPORATE SEAL

         The corporate seal shall be in such form as the Board of Directors
shall prescribe.

                                 ARTICLE V

                                FISCAL YEAR

         The fiscal year of the corporation shall be fixed, and shall be
subject to change, by the Board of Directors.

                                 ARTICLE VI

                            CONTROL OVER BYLAWS

         Subject to the provisions of the certificate of incorporation and
the provisions of the Oklahoma General Corporation Act, the power to amend,
alter, or repeal these Bylaws and to adopt new Bylaws may be exercised by
the Board of Directors or by the shareholders.