<PAGE> 1
EXHIBIT 3.4
CERTIFICATE OF LIMITED PARTNERSHIP
OF
SHAMROCK LOGISTICS OPERATIONS, L.P.
The undersigned represents that it has formed a limited partnership
pursuant to the Delaware Revised Uniform Limited Partnership Act (the "Act") and
that the undersigned has executed this Certificate in compliance with the
requirements of the Act. The undersigned further states:
1. The name of the limited partnership is Shamrock Logistics Operations,
L.P. (the "Partnership").
2. The address of the registered office of the Partnership in the State of
Delaware and the name and address of the registered agent of the
Partnership required to be maintained by Section 17-104 of the Act at
such address are as follows:
Name and Address
of Registered Agent Address of Registered Office
------------------- ----------------------------
Corporation Trust Company
1209 Orange Street 1209 Orange Street
Wilmington, Delaware 19801 Wilmington, Delaware 19801
3. The name and business address of the General Partner is as follows:
General Partner Address
--------------- ------
Shamrock Logistics GP, LLC 6000 North Loop 1604 West
San Antonio, Texas 78249
WHEREFORE, the undersigned has executed this Certificate as of the 7th
day of December, 1999.
SHAMROCK LOGISTICS GP, LLC
as General Partner
By: /s/ Curt V. Anastasio
------------------------------------------
Name: C. V. Anastasio
Title: President and Chief Operating Officer
