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                                                                    EXHIBIT 23.2

                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


         As independent public accountants, we hereby consent to the
incorporation by reference in this registration statement of our report dated
February 27, 2001 included in the Registrant's Form 10-K for the fiscal year
ended December 31, 2000, originally filed with the Securities and Exchange
Commission on March 15, 2001, and to all references to our Firm included in this
registration statement.


ARTHUR ANDERSEN LLP

/s/ ARTHUR ANDERSEN LLP

Houston, Texas
July 30, 2001