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EXHIBIT C
MODEL POWER OF ATTORNEY
For Executing Schedules 13D and 13G
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Roy V. Hood and David R. Whitney, signing single, his/her
true and lawful attorney-in-fact to:
(1) execute for an on behalf of the undersigned Schedules 13D and 13G
(and any amendment thereto) in accordance with Section 13 of the Securities
Exchange Act of 1934 and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete the execution of any such
Schedules 13D and 13G and the timely filing of such form with the United
States Securities and Exchange Commission and any other authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it
being understood that the documents executed by such attorney-in-fact on
behalf of the undersigned pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such attorney-in-
fact may approve in his/her sole discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary or proper to be done in the exercise of any of the
rights and power herein granted, as fully to all intents and purposes as
such attorney-in fact might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming all
that such attorney-in fact, or his/her substitute or substitutes, shall
lawfully do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of
the undersigned, are not assuming any of the undersigned's responsibility
to comply with Section 13 of the Securities Exchange Act of 1934 and the
rules thereunder.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed as of this 26th day of September, 2000.
/s/ A. Lee Jorden
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Signature
A. Lee Jorden
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