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Reporting Burden
Public reporting burden for this collection of inf' -oration is estimated to average 1.86 minutes (0.031 hours) per O.M.B. No. 7100-0115
response, including the time for reviewing instri na, searching existing data sources, gathering and mr~-ining Approval expires June 30, 1994
the data needed, and completing and reviewi e collection of information. Send comments rega, this
burden estimate, including suggestions for redi. g this burden, to Secretary, Board of Governors of th, deral'
Reserve System, 20th and C Streets, NW., Washington, D.C. 20551; and to the Office of Management and 'y.dget,
Paperwork Reduction Project (7100-0115), Washington, D.C. 20503.

Board of Governors of the Federal Reserve System
Statement of Purpose for an Extension of Credit
  Secured by Margin Stock

NATIONSBANK OF TEXAS, N.A:
Name of Bank

(Federal Reserve Form U-1)

This form is required bylaw (15 U.S.C. §§78g and 78w; 12 CFR 221).

instructions
1. This form must be completed when a bank extends credit in excess of
  $100,000 secured directly or indirectly, in whole or in part, by any mar-
gin stock.
2. The term "margin stock " is defined in Regulation U (12 CFR 221) and
includes, principally: (1) stocks that are registered on a national secur-
ities exchange or that are on the Federal Reserve Board's List of
Marginable OTC Stocks; (2) debt securities (bonds) that are convertible


  into margin stocks; (3) any over-the-counter security designated as qual-
ified for trading in the National Market System under a designation
plan approved by the Securities and Exchange Commission (NMS se-
curity); and (4) shares of mutual funds, unless 95 per cent of the assets
of the fund are continuously invested in U.S. government, agency, state,
or municipal obligations.
3. Please print or type (if space is inadequate, attach separate sheet).

Part 1. To be completed by borrower(s).

1. What is the amount of the credit being extended? $16,500,000.00 Revolving Loan
2. Will any part of this credit he used to purchase or carry margin stock? 0 Yes No

If the answer Is "no," describe the specific purpose of the credit. Business, commercial, investment or similar
purposes, other than to purchase, refinance or otherwise carry margin stock or other
securities.

I (we) have read this form and certify that to the best of my.(our) knowledge the margin stock and any other securities collateralizing this credit are
and belief the information given is true, accurate, and complete, and that authentic, genuine, unaltered, and not stolen, forged, or counterfeit.

  Signed: ' fined: -

  - ow a Sigaeture ate orrow 'a signatureate
  KENNETH L LAY LIND P., LAY
Print or Type Name Print or Type Name

This form should not be signed in blank.

  A borrower who falsely certifies the purpose of a credit on this
form or otherwise willfully or intentionally evades the provisions
of Regulation U will also violate Federal Reserve Regulation X,
"Borrowers of Securities Credit."

0199-139 (Rev. 6/92)
10-14-0175 (New)

BOAJFBI/LAY: 30916

  GOVERNMENT
F002-00066
  EXHIBIT
  163
  ('rim tin u nn oc ,r. ',


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by bank only If the purpose of the credit Is to purchase Or carry acar!in stock (Part 1(2) answered "yes").

  1. List the margin stock securing this credit; do , ,:-include debt securities convertible into margin stet, a maximum loan value of margin stock is ......
percent of its current market value under the curs At Supplement to Regulation U.

No. of
shares	Issue	Market price
per share	Date and source
of valuation
(See note below)	Total market
value per issue
				

2. List the debt securities convertible into margin stock securing this credit. The maximum loan value of such debt securities is ...... per cent of the current
market value under the current Supplement to Regulation U.

Principal
amount	Issue	Market price	Date and source
of valuation
(See note below)	Total market
value per issue
				

3. List other collateral including nonmargin stock securing this credit.

Describe briefly	Market price	Date and source
of valuation
(See note below)	Good faith
loan value
			

Note: Bank need not complete "Date and source of valuation" if the merketvalue was obtained from regularly published information in ajournal of general circulation.

Part III, To he signed by a bank officer in all instances.

I am a duly authorized officer of the bank and understand that this credit
secured by margin stock may be subject to the credit restrictions of Regu-
lation U. I have read this form and any attachments, and I have accepted
the customer's statement in part I in good faith as required by Regulation
U', and I certify that to the best of my knowledge and belief, all the infor-
mation given is true, accurate, and complete. I also certify that if any se-
curities that directly secure the credit are not or will not be registered in
the name of the borrower or its nominee, I have or will cause to have

examined the written consent of the registered owner to pledge such se-
curities. I further certify that any securities that have been or will be
physically delivered to the bank in connection with this credit have been
or will be examined, that all validation procedures required by bank policy
and the Securities Exchange Act of 1934 (section 17(f), as amended) have
been or will be performed, and that I am satisfied to the best of my know-
ledge and belief that such securities are genuine and not stolen or forged
and their faces have not been altered.

_ IJT4 ~.(,~ 3~ //f l~r'9S
Dote
  V Ge Pre S ali°n f'
Title

Signed: NATIONSBANK OF TEXAS, N.A.
By: A'1'i'1t 'r,!
Bank officer's si re
  caves 1I. Sktf-fb/1
Print or type name

'To accept the customer's statement in good faith, the officer of the bank must be alert to the circumstances surrounding the credit and, if in possession of
any information that would cause a prudent person not to accept the statement without inquiry, must have investigated and be satisfied that the statement is
truthful. Among the facts which would require such investigation are receipt of the statement through the mail or from a third party.

This form must he retained by the bank for at least three years after the credit is extinguished.

BOA/FBI/LAY: 30917

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