UCC FINANCING STATEMENT

FOLLOW INSTRUCTION

A.

NAME AND PHONE OF CONTACT AT FILER (optional)

B.

E-MAIL CONTACT AT FILER (optional)

C.

SEND ACKNOWLEDGMENT TO: (Name and Address)

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

1.

DEBTOR'S NAME--provide only one Debtor name (1a or 1b)--(use exact, full name; do not omit, modify, or abbreviate any word in the Debtor's name)

1a.

ORGANIZATION'S NAME

OR

1b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S) THAT ARE PART OF THE NAME OF THIS

DEBTOR

SUFFIX

1c.

ADDRESS

CITY

STATE

POSTAL CODE

COUNTRY

2.

DEBTOR'S NAME--provide only one Debtor name (2a or 2b)(use exact, full name; do not omit, modify, or abbreviate any word in the Debtor's name)

2a.

ORGANIZATION'S NAME

OR

2b.

INDIVIDUAL'S SURNAME

ADDITIONAL NAME(S)/INITIAL(S) THAT ARE PART OF THE NAME OF THIS

DEBTOR

SUFFIX

2c.

ADDRESS

CITY

STATE

POSTAL CODE

COUNTRY

3.

SECURED PARTY'S NAME (or NAME of ASSIGNEE of ASSIGNOR SECURED PARTY)--provide only one Secured Party name (3a or 3b)

3a.

ORGANIZATION'S NAME

OR

3b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

3c.

ADDRESS

CITY

STATE

POSTAL CODE

COUNTRY

4.

COLLATERAL:

This financing statement covers the following collateral:

5.

Check only if applicable and check only one box:

Collateral is:

[ ]

held in a Trust (see instructions)

[ ]

being administered by a Decedent's

Personal Representative.

6a.

Check only if applicable and check only one box:

[ ]

Public-Finance Transaction

[ ]

Manufactured-Home Transaction

[ ]

A Debtor is a Transmitting Utility

6b.

Check only if applicable and check only one box:

[ ] Agricultural Lien

[ ] Non-UCC Filing

7.

ALTERNATIVE DESIGNATION (if applicable):

[ ] Lessee/Lessor

[ ] Consignee/Consignor

[ ] Seller/Buyer

[ ] Bailee/Bailor

[ ] Licensee/Licensor

8.

OPTIONAL FILER REFERENCE DATA

UCC FINANCING STATEMENT (Form UCCI)

UCC FINANCING STATEMENT ADDENDUM

FOLLOW INSTRUCTIONS

9.

NAME OF FIRST DEBTOR (same as item 1a or 1b on Financing Statement)

9a.

ORGANIZATION'S NAME

OR

9b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

10.

ADDITIONAL DEBTOR'S NAME--provide only one Debtor name (10a or 10b)--(use exact, full name; do not omit, modify, or abbreviate any word in the Debtor's name)

10a.

ORGANIZATION'S NAME

OR

10b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S) THAT ARE PART OF THE NAME OF THIS

DEBTOR

SUFFIX

10c.

ADDRESS

CITY

STATE

POSTAL CODE

COUNTRY

11.

[ ] ADDITIONAL SECURED PARTY'S NAME or [ ] ASSIGNOR SECURED PARTY'S NAME--provide only one name (11a or 11b)

11a.

ORGANIZATION'S NAME

OR

11b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

11c.

ADDRESS

CITY

STATE

POSTAL CODE

COUNTRY

12.

ADDITIONAL SPACE FOR ITEM 4 (Collateral)

13.

This FINANCING STATEMENT is to be filed (for record) (or recorded) in the REAL ESTATE RECORDS (if applicable)

14.

This FINANCING STATEMENT:

[ ] covers timber to be cut [ ] covers as-extracted collateral [ ] is filed as a fixture filing

15.

Name and address of a RECORD OWNER of the real estate described in item 16 (if Debtor does not have record interest):

16.

Description of real estate:

17.

MISCELLANEOUS:

(b) A filing office that accepts written records for filing may not refuse to accept a written financing statement amendment in the following form, except for a reason set forth in subsection (b) of Section 1-9-516 of this title:

AMENDMENT (PARTY INFORMATION): This Amendment affects [ ] Debtor or [ ] Secured Party of record. Check only one of these two boxes. Also check one of the following three boxes and provide appropriate information in items 6 and/or 7.

UCC FINANCING STATEMENT AMENDMENT

FOLLOW INSTRUCTIONS

A.

NAME AND PHONE OF CONTACT AT FILER (optional)

B.

E-MAIL CONTACT AT FILER (optional)

C.

SEND ACKNOWLEDGMENT TO: (Name and Address)

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

1a.

INITIAL FINANCING STATEMENT FILE NUMBER

1b.

[ ] This FINANCING STATEMENT AMENDMENT is to be filed (for record) (or recorded) in the REAL ESTATE RECORDS.

Filer: attach Amendment Addendum (Form UCC3Ad) and provide Debtor's name in item 13.

2.

[ ] TERMINATION: Effectiveness of the Financing Statement identified above is terminated with respect to security interest(s) of Secured Party authorizing this Termination Statement.

3.

[ ] ASSIGNMENT (full or partial): Provide name of Assignee in item 7a or 7b, and address of Assignee in item 7c and name of Assignor in item 9. For partial assignment, complete items 7 and 9 and also indicate affected collateral in item 8.

4.

[ ] CONTINUATION: Effectiveness of the Financing Statement identified above with respect to security interest(s) of Secured Party authorizing this Continuation Statement is continued for the additional period provided by applicable law.

5.

[ ] PARTY INFORMATION CHANGE:

Check one of these two boxes:

This Change affects [ ] Debtor or [ ] Secured Party of record.

AND

Check one of these three boxes to:

[ ] CHANGE name and/or address: Complete item 6a or 6b, and item 7a or 7b and item 7c.

[ ] ADD name: Complete item 7a or 7b, and item 7c.

[ ] DELETE name: Give record name to be deleted in item 6a or 6b.

6.

CURRENT RECORD INFORMATION: Complete for Party Information Change--provide only one name (6a or 6b) (use exact, full name; do not omit, modify, or abbreviate any word in the Debtor's name).

6a.

ORGANIZATION'S NAME

OR

6b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

7.

CHANGED OR ADDED INFORMATION: Complete for Assignment or Party Information Change--provide only one name (7a or 7b) (use exact full name; do not omit, modify, or abbreviate any word in the Debtor's name).

7a.

ORGANIZATION'S NAME

OR

7b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S) THAT ARE PART OF THE NAME OF THIS

DEBTOR

SUFFIX

7c.

MAILING ADDRESS

CITY

STATE

POSTAL CODE

COUNTRY

8.

[ ] COLLATERAL CHANGE:

Also check one of these four boxes:

[ ] ADD collateral [ ] DELETE collateral [ ] RESTATE covered collateral [ ] ASSIGN collateral

Indicate collateral:

9.

NAME OF SECURED PARTY OF RECORD AUTHORIZING THIS AMENDMENT--provide only one name (9a or 9b) (name of Assignor, if this is an Assignment).

If this is an Amendment authorized by a DEBTOR, check here [ ] and provide name of authorizing Debtor.

9a.

ORGANIZATION'S NAME

OR

9b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

10.

OPTIONAL FILE REFERENCE DATA

UCC FINANCING STATEMENT AMENDMENT (FORM UCC3)

UCC FINANCING STATEMENT AMENDMENT ADDENDUM

FOLLOW INSTRUCTIONS

11.

INITIAL FINANCING STATEMENT FILE NUMBER (same as item 1a on Amendment form).

12.

NAME OF PARTY AUTHORIZING THIS AMENDMENT (same as item 9 on Amendment form).

12a.

ORGANIZATION'S NAME

OR

12b.

INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

THE ABOVE SPACE IS FOR

FILING OFFICE USE ONLY

13.

Name of DEBTOR on related financing statement (Name of a current Debtor of record required for indexing purposes only in some filing offices--see Instruction for item 13--insert only one Debtor name (13a or 13b) (use exact, full name; do not omit, modify, or abbreviate any word in the Debtor's name).

13a. ORGANIZATION'S NAME.

OR

13b. INDIVIDUAL'S SURNAME

FIRST PERSONAL NAME

ADDITIONAL NAME(S)/INITIAL(S)

SUFFIX

14.

ADDITIONAL SPACE FOR ITEM 8 (Collateral)

15.

This FINANCING STATEMENT AMENDMENT: [ ]covers timber to be cut [ ] covers as-extracted collateral [ ] is filed as a fixture filing.

16.

Name and address of a RECORD OWNER of real estate described in item 17 (if Debtor does not have a record interest):

17.

Description of real estate:

18.

MISCELLANEOUS:

UCC FINANCING STATEMENT AMENDMENT ADDENDUM (Form UCC3Ad)