EXHIBIT 3.15

                                    BYLAWS #2







                              DURGA RESOURCES LTD.

                                  BY-LAW NO. 2

          A by-law  respecting the borrowing of money,  the giving of guarantees
and the giving of  security  by DURGA  RESOURCES  LTD.  (hereinafter  called the
"Corporation").

          IT IS HEREBY ENACTED as a by-law of the Corporation as follows:

          The directors of the Corporation may from time to time:

          (a)  borrow money on the credit of the Corporation;

          (b)  issue,   reissue,   Bell  or  pledge  debt   obligations  of  the
Corporation,  including without limitation,  bonds,  debentures,  notes or other
evidences of  indebtedness or guarantee of the  Corporation,  whether secured or
unsecured;

          (c)  to  the  extent  permitted  by  the  Business  Corporations  Act.
(Alberta),  give a guarantee on behalf of the Corporation to secure  performance
of an obligation of any individual,  partnership,  association,  body corporate,
trustee, executor, administrator or legal representative;

          (d) mortgage hypothecate, pledge or otherwise create an interest in or
charge  on  all or  any  property  of the  Corporation,  owned  or  subsequently
acquired,  to secure payment of a debt or performance of any other obligation of
the Corporation;


          (e) delegate,  to one or more  directors,  a committee of directors or
one or more officers of the  Corporation  as may be designated by the directors,
all or any of the powers  conferred by the  foregoing  clauses of this by-law to
such extent and in such manner as the directors  shall  determine at the time of
each such delegation.

          In the event any provision of any other by-law of the  Corporation now
in force is inconsistent  with or in conflict with any provision of this by-law,
the  provisions of this by-law shall  prevail to the extent  necessary to remove
the inconsistency or conflict.

          This by-law shall remain in force and be binding upon the  Corporation
as regards any party acting on the faith thereof until a copy,  certified by the
Secretary of the  Corporation,  of a by-law  repealing or replacing  this by-law
shall have been received by such party and duly acknowledged in writing.

ENACTED this 5th day of August, 1987.

- ---------------------------                        ----------------------------
RICHARD K. WILSON                                   LYNDA S. McNIE

- ---------------------------
PAMELA LEGG