<PAGE>
STATE OF OKLAHOMA (S)
(S)
COUNTY OF TULSA (S)
As of December 1, 1995, before me, the undersigned authority, personally
appeared Robert W. Jackson, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that such person
executed the same for the purposes and consideration therein expressed, in the
capacity stated, and as his act and deed.
/s/ Glenna Nelson
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NOTARY PUBLIC
My Commission Expires:
August 26, 1997
Glenna Nelson
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Printed or Typed Name
STATE OF TEXAS (S)
(S)
COUNTY OF HARRIS (S)
As of December 1, 1995, before me, the undersigned authority, personally
appeared Joseph L. von Rosenberg, III, the Vice President, General Counsel and
Secretary of Zapata Corporation, a Delaware corporation, and Vice President,
General Counsel and Secretary of Cimarron Gas Holding Company, a Delaware
corporation, known to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that such person executed the same
for the purposes and consideration therein expressed, in the capacity stated,
and as the act and deed of said corporation.
/s/ Marina F. Castillo
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NOTARY PUBLIC in and for
Harris County, TEXAS
My Commission Expires:
December 6, 1996
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Marina F. Castillo
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Printed or Typed Name
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