<DOCUMENT>
<TYPE>EX-3.10
<SEQUENCE>12
<FILENAME>ex3-10.txt
<DESCRIPTION>EXHIBIT 3.10
<TEXT>

<PAGE>

                                                                    Exhibit 3.10

                                STATE OF DELAWARE

                            LIMITED LIABILITY COMPANY

                            CERTIFICATE OF FORMATION

                                       OF

                                [NAME OF ENTITY]


o  First:   The name of the limited liability company is _____________________.

o  Second:  The address of its registered office in the State of Delaware is
            ______________________________________. The name of its registered
            agent at such address is __________________________________.


         In Witness Whereof, the undersigned has executed this Certificate of
Formation of _____________________________ this ____ day of ____________, 200_.


                                                      By:______________________
                                                         Name:

</TEXT>
</DOCUMENT>