#1700
@001 Please state the name of secured party [CREDITOR]:
@002 Please state the name of the debtor [BORROWER]:
@170 Please describe the property secured (precisely):
#1701/#1702 This is a:
Standard security agreement
Hypothecation by third party
#if#1701
@172/@172/@172 State the reason for debt
A promissory note
A sales agreement
KEY IN VALUE
!173 State the original principal amount of debt:
@174 State the date of execution of the underlying agreement:
#endif
#if#1702
@171 State the name of the third party debtor:
@175/@175/@175 State the reason for debt
A promissory note
A sales agreement
KEY IN VALUE
!176 State the original principal amount of debt:
@177 State the original date of execution of agreement:
#endif
#1703 Do you desire a cross collateralization clause?
#1704/#1705 This security agreement will be:
A first lien
A junior lien
#if#1705
@178/@178/@178  Please state the nature of senior liens:
A security agreement
A mechanic's lien
KEY IN VALUE
!179 Please state the total of junior liens:
#endif
#1706
#end control section
#1700
/* Para. 1700: Security Agreement: Simple */


                       SECURITY AGREEMENT


@001, referred to herein as SECURED PARTY, and @002, referred to 
as DEBTOR, agree:



@002, DEBTOR, grants a security interest in the following 
property to @001, SECURED PARTY: 
#1701
/* Para. 1701: Securing indebtedness */



This security agreement is made to secure an indebtedness of @002 
to @001, described as follows:


@172, in the original principal amount of $ @173, (!173 Dollars)
dated @174
#1702
/* Para. 1702: Hypothecation */



The security interest granted herein is given to secure the 
indebtedness of @171 to @001, for @175, in the original principal 
amount of $ @176 (!176 Dollars), dated @177. @002 does not agree
to pay the indebtedness of @171, however, the collateral provided 
herein shall be liable to the remedies provided in the Uniform 
Commercial Code, for secured parties. In addition should any
expenditures be made by SECURED PARTY for insurance or to
otherwise protect the collateral the same shall be secured by
this agreement.
#1703
/* Para. 1703: Cross collateralization */



This security interest is also given to secure any other debts 
which may be owed by @002 to @001 from time to time.
#1704
/* Para. 1704: Other liens--- none */


DEBTOR warrants to SECURED PARTY that the property in which a
security interest is granted is subject to no other liens,
charges or encumbrances and that there are no financing
statements or other lien notices on file regarding debtor
that might create a lien on the property secured herein.
#1705
/* Para. 1705: Other liens */


DEBTOR warrants to SECURED PARTY that the property in which a
security interest is granted is subject to no other liens,
charges or encumbrances and that there are no financing
statements on file regarding debtor that might create a lien on
the property secured herein other than those stated herein:


@178


The total of said lien(s) as of the date of the execution of this
agreement does not exceed $ @179 (!179 dollars).
#1706
/* Para. 1706: Security Agreement: Short form closer */


DEBTOR shall maintain the collateral in good repair, ordinary 
wear and tear excepted, and shall insure the same for its full 
value. DEBTOR shall provide to secured party certificates of 
insurance. SECURED PARTY shall be named as a loss payee on a long 
form standard loss payable clause. Should DEBTOR fail to maintain 
such coverage, SECURED PARTY may obtain the same and DEBTOR shall 
pay SECURED PARTY for the same, together with interest at the 
highest legal rate on the amounts advanced by the SECURED PARTY.


Upon default, as is defined herein, SECURED PARTY shall have all 
of the rights given to a secured party under the Uniform 
Commercial Code, Article 9.


Default shall be defined as:


1. Any failure to comply with any covenant of the indebtedness 
secured by this agreement, including but not limited to a failure 
to timely pay as provided;


2. The entry of a judgment, tax lien or other charge against the 
DEBTOR which is not satisfied or superseded within thirty days of 
inception;


3. Such other commercially reasonably reason that leads SECURED 
PARTY to believe that its security is in peril.


DEBTOR shall execute any and all financing statements or other 
documents which are requested by SECURED PARTY and which SECURED 
PARTY determines is necessary to perfect SECURED PARTY'S LIEN.


DEBTOR appoints SECURED PARTY agent as its agent to file and any 
all financing statements which may be necessary or required to 
perfect SECURED PARTY's security interest, and DEBTOR authorizes 
SECURED PARTY to execute the same for DEBTOR.


This document represents the entire agreement between the 
parties, and there are no agreements or representations which are 
not stated herein. This agreement may not be modified unless it 
is in writing and signed by both parties.


Dated: ________________________


For @001, SECURED PARTY:







________________________________________________________________



For @002, DEBTOR:






________________________________________________________________