SEC SECTION 16 REPORTS





                    CONFIRMING STATEMENT


     The undersigned hereby authorizes and designates Cathy
 Early Warrington  to file with the Securities and Exchange
Commission and on behalf of the undersigned, an Initial
Statement of Beneficial Ownership on Form 3, a Statement
of Changes in Beneficial Ownership on Form 4, and an Annual
Statement of Beneficial Ownership of Securities on Form 5,
and any amendments or supplements thereto. This authorization
shall include the authority to sign such forms in the name of
the undersigned and to file with the Securities and Exchange
Commission the Confirming Statement, along or with any
amendments or supplements to any filed Form 3, Form 4 or
Form 5.  This authorization shall be effective for as long
as the undersigned is subject to the reporting requirements
of Section 16.

     IN WITNESS WHEREOF, the undersigned has executed this
Confirming Statement as of November 27, 2006.




/s/ Roland B. Desilets
_________________________
Roland B. Desilets