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                                                                   Exhibit 10(a)
 
to Company during Employee's term of employment.  Company expressly releases
Employee from any liability for losses resulting to Company arising out of the
performance of Employee services to Company.

          IN WITNESS WHEREOF the Company and the Employee have executed this
agreement on the date set forth herein above.

          CIMARRON GAS COMPANIES, INC.



          By:      /s/ Robert W. Jackson                 
              -------------------------------------------
              Robert W. Jackson
              Chief Executive Officer




          By:       /s/ James C. Jewett                     
              ----------------------------------------------
              James C. Jewett

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