To : Commission File No. S7-02-03
From : Jeffrey J. Minton
Special Counsel
Office of Rulemaking
Division of Corporation Finance
U.S. Securities and Exchange Commission
Re : Standards Relating to Listed Company Audit Committees
Release Nos. 33-8173; 34-47137
Date : March 6, 2003


On March 6, 2003, members of the Division of Corporation Finance met with representatives from Vinson & Elkins L.L.P. to discuss their comment letter and issues affecting master limited partnerships ("MLP").