EXHIBIT 10.27
When recorded return to:
Kim H. Bullerdick
General Counsel
Giant Industries, Inc.
23733 North Scottsdale Road
Scottsdale, Arizona 85255-3410


                             DEED OF TRUST

TRUSTOR:     JAMES E. ACRIDGE, TRUSTEE, FOR AND ON BEHALF OF THE
             ACRIDGE FAMILY TRUST
             23733 North Scottsdale Road
             Scottsdale, Arizona  85253-3410

BENEFICIARY: GIANT INDUSTRIES, INC., an Arizona corporation
             23733 North Scottsdale Road
             Scottsdale, Arizona  85253-3410

TRUSTEE:     FIRST AMERICAN TITLE INSURANCE COMPANY,
             a California corporation
             Post Office Box 2922
             Phoenix, Arizona 85062
             Attn: Carol Peterson

PROPERTY in Maricopa County, State of Arizona, described as:

     See Exhibit A attached hereto and incorporated herein
     by this reference.

This Deed of Trust made between the Trustor, Trustee and Beneficiary above
named,

     WITNESSETH:  That Trustor IRREVOCABLY GRANTS, BARGAINS, SELLS,
CONVEYS, TRANSFERS and ASSIGNS to TRUSTEE, IN TRUST WITH POWER OF SALE, the
above described real property and all buildings and improvements thereon or
that may hereafter be erected thereon, all fixtures, and all equipment,
machinery, and apparatus of every kind and nature now located on said
property or hereafter attached to or used in connection with the property
described above, all of which Trustor represents are and shall be and are
intended to be a part of the realty, together with all permits, licenses,
grazing and range rights relating to or pertaining to said property, if any,
together with all and singular the tenements, hereditaments, and
appurtenances, and all of the rents, issues and profits thereof, and the
reversion and reversions, remainder and remainders, and together with all
water rights thereunto belonging, to have and hold unto Trustee, its
successors and assigns forever (hereinafter called "Trust Property").

     FOR THE PURPOSE OF SECURING:

     (1) Performance of the covenants and agreements set forth in
this Deed of Trust and in that certain Purchase Agreement dated of even date
herewith ("Purchase Agreement"), including, but not limited to Trustor's
obligation to repay the "Deposit" under the Purchase Agreement and any and
all extensions, revisions or renewals thereof in whole or in part.

     (2) Performance of each covenant, promise and agreement of
Trustor contained herein or incorporated herein by reference; and

     (3) Payment of all sums required to be made by Trustor pursuant
to the terms hereof.  It is understood, however, by Trustor and Beneficiary
that Beneficiary shall not be required to make any such additional advances
and/or Loans and that, if any such advances and/or Loans are made, they will
be made only at such times and in such amounts as Beneficiary may, in its
sole discretion, determine.

     TO PROTECT THE PROPERTY AND SECURITY GRANTED BY THIS TRUST DEED, IT
IS AGREED:

     1. Trustor warrants that it is seized of good and merchantable
fee simple title to the Trust Property, subject only to reservations in the
patent, water right application, obligations arising in favor of water use or
irrigation associations or companies (none of the assessments of which are
delinquent), current taxes not delinquent, easements and restrictions of
record.  Trustor acknowledges that all legal descriptions of real estate
listed herein were provided by Trustor, warrants the correctness of such
descriptions, and agrees that, in the event there does exist an error or
defect in such legal descriptions, Trustor authorizes Trustee to do all acts
and things and execute all documents deemed necessary by Beneficiary, proper
and convenient for the perfection, protection, preservation or enforcement of
Beneficiary's rights hereunder.

     2. Trustor agrees to pay all indebtedness secured hereby
including principal, interest, costs and attorney's fees in accordance with
the terms of each evidence of indebtedness.  Without limiting the foregoing,
any amount secured hereby that is not paid when due shall bear interest at
the rate of 12% per annum.

     3. Trustor agrees to pay, before the same becomes delinquent,
all taxes, assessments, water and other charges levied or assessed upon or
against the Trust Property, and in addition all charges for gas, electricity
and other items furnished to or charged against the Trust Property.

     Trustor agrees to pay, prior to delinquency, any and all ground
rents and amounts payable under any Lease, trust deed, mortgage or other
instrument which may be an encumbrance on the Trust Property.

     4. Trustor agrees to keep the improvements now or hereafter
located on the Trust Property insured against loss by fire and other hazards
and casualties in such amounts and for such periods as may be required from
time to time by Beneficiary.  Trustor also agrees to maintain and keep in
force during the term hereof flood hazard insurance as may be or may have
been required by Beneficiary or by law or regulation.  Trustor agrees to pay
the premiums on such insurance, when due and prior to delinquency, and
furnish proof of such payment to Beneficiary.  All insurance shall be carried
in responsible insurance companies approved by Beneficiary.  The policies
shall be held by Beneficiary and shall have, at all times, loss payable
clauses attached thereto in favor of and approved by Beneficiary.

     In the event of any loss or damage to the improvements, Trustor
will give immediate notice by mail to Beneficiary and make proper proof of
loss (and if not made by Trustor, Beneficiary may make the same).
Beneficiary may require that the payment for such loss be paid directly to
Beneficiary only and not jointly to Trustor and Beneficiary.  Beneficiary
may, at its option, apply the payment to the reduction of the indebtedness
secured hereby or may apply the same to the restoration or repair of the
property damaged.  Trustor hereby assigns to Beneficiary all such policies
and the payments to be made thereunder.

     In the event of foreclosure of this Trust Deed, or exercise of
the power of sale given to Trustee, or acquisition of the title to the
property by Beneficiary or its assigns, all right, title, and interest of
Trustor in and to the policies and proceeds thereof and sums payable
thereunder shall forthwith pass automatically to the purchaser of said
property.

     5. Trustor agrees to keep the buildings and other improvements
on the property at all times in good condition and repair.  All apparatus and
machinery shall be kept in good working order and properly serviced and
repaired.  Trustor will not allow nor commit any waste, and will not demolish
nor structurally alter any buildings on the property, and will do no act to
injure or depreciate the value of such property.  The property and buildings
thereon shall be kept in a reasonably clean, safe and sanitary condition and
shall not be allowed to become dilapidated or rundown.

     Trustor agrees that it will not remove or allow to be removed any
fixture or fixtures from the Trust Property without the prior written consent
of Beneficiary.  Trustor further agrees that in adding any new fixtures or in
substituting fixtures on the Trust Property, prior proof will be furnished
Beneficiary that no security exists therein.

     6. In the event Trustor fails to make any payment required to
be made by it hereunder, or fails to keep the property so insured, or fails
to keep the property so repaired, or fails to perform any of its other
obligations hereunder, Beneficiary may make any such payment, obtain any such
insurance, make any such repairs (Trustor hereby grants Beneficiary the right
to go upon the premises for such purpose), or remedy any other default of
Trustor.  All expenditures made by Beneficiary shall be prima facie evidence
of the necessity therefor and reasonableness thereof.  Such expenditures,
together with all incidental costs of Beneficiary, including reasonable
attorney's fees if incurred, shall be immediately due and payable by Trustor
to Beneficiary, shall bear interest until paid at the rate of twelve percent
(12%) per annum, and shall be secured by this Trust Deed.

     7. Trustee and Beneficiary and their officers, employees, and
agents may enter upon and inspect the property at any reasonable time or
times.

     8. The proceeds of any judgment, award or settlement in any
condemnation or eminent domain proceeding or on account of injury to the
property by reason of public use, or by reason of private trespass, or other
injury to the property, shall be paid to Beneficiary, who may at its option,
either reapply the proceeds to reduce the indebtedness secured hereby
(whether matured or to mature in the future) or be released to Trustor.
Trustor hereby assigns and transfers to Beneficiary all such amounts and
proceeds and agrees that Beneficiary may receipt for the same on behalf of
Trustor.

     9. Trustor by execution of this Deed of Trust assigns and
transfers to Beneficiary all of Trustor's right, title and interest in and to
all leases, rents, profits or income from the Trust Property and each and
every part thereof, including all present and future leases or rental
agreements, which assignment and transfer may be enforced by Beneficiary only
upon any default by Trustor, existing under this agreement, by any one or
more of the following methods:  (a) appointment of a receiver; (b)
Beneficiary taking possession of the Trust Property; (c) Beneficiary
collecting any moneys payable under leases or rental agreements directly from
the parties obligated for payment; (d) injunction; or (e) any other method
permitted by law.

     Unless and until Beneficiary shall elect to collect said rents
and rentals, the same shall be collected by Trustor, but Beneficiary may at
any time, after Trustor's default, collect all such rents and rentals and
Trustor agrees not to hinder or delay Beneficiary in collecting the same.

     Any rents or rentals received by Beneficiary shall be applied
first to the cost of collection, second to any expenses Beneficiary may
expend in making the property ready for or satisfactory to any lessee or
tenant, and the remainder shall be applied on the indebtedness secured hereby
(whether matured or unmatured) as Beneficiary may elect.

     10. Time is of the essence of this Trust Deed.  No failure on
the part of Beneficiary to exercise any of its rights hereunder shall be
construed as a waiver of or prejudice its rights in the event of any other
subsequent default or breach.  No delay on the part of Beneficiary in
exercising any of its rights hereunder shall preclude it from the exercise
thereof at any time during the continuance of any such default.  The
acceptance of late payments shall not waive the "time is of the essence"
provision.  All rights and remedies of Beneficiary are cumulative and
concurrent, and may be exercised singly, severally or concurrently as
Beneficiary may elect.

     11. In the event the indebtednesses secured hereby or this
Trust Deed is placed in the hands of attorneys for collection or foreclosure,
then Trustor agrees to pay reasonable attorney's fees to Beneficiary, in
addition to the amount due thereon, together with all costs and expenses
incurred by Beneficiary in the collection and foreclosure thereof, and
together with the cost of a title search, the payment of which sums are
secured by this Trust Deed.

     12. In the event of any default by Trustor in the payment of
the indebtedness secured hereby; or in the event of any default of Trustor in
performing any of its obligations hereunder or any obligations under any loan
agreement or other document executed by Trustor and held by Beneficiary; or
in the event Trustor, or any guarantor or surety shall be adjudicated
insolvent or bankrupt or any proceedings are filed by or against them or any
of them in the nature of bankruptcy or reorganization or arrangement with
creditors; or in the event any proceeding is filed to foreclose or any Notice
of Trustee's Sale is recorded on any other lien on the Trust Property
(whether junior or senior to this Trust Deed); or in the event any Writ or
Attachment shall be filed or levied against the Trust Property; or in the
event Trustor abandons the Trust Property or leaves the same unattended or
unprotected; or in the event Beneficiary shall deem the security provided by
this Trust Deed inadequate or in danger of being impaired or diminished from
any cause whatsoever (any of such events being an event of default
hereunder); then and in any such event Beneficiary may declare the entire
debt and all indebtedness of Trustor to Beneficiary to be immediately due and
payable without notice to Trustor.  Beneficiary may thereupon, at its option,
and without prior notice and without affecting the lien of this Trust Deed,
do any one or more of the following:  enter upon the premises and inspect,
repair, improve and maintain the same, rent or lease the premises or portions
thereof as Beneficiary shall see fit, and perform such other acts thereon as
Beneficiary may deem necessary or advisable; sue for all or part of the
indebtedness owing from Trustor to Beneficiary without affecting or without
losing the security of this Trust Deed; foreclose this Trust Deed as a
mortgage in the manner provided by law; cause the exercise of the power of
sale granted herein; bring an action for damages, or exercise such other
remedies or combination of remedies Beneficiary may have under law and
equity.

     13. Upon payment in full of all sums secured hereby and
performance of all obligations of Trustor hereunder, the lien of this Trust
Deed upon the Trust Property shall be released by reconveyance by Deed of
Release, which said reconveyance and release shall be without warranty and
shall operate to reconvey the estate vested in Trustee hereby.

     Beneficiary may, at any time, without notice, release any person
liable for payment of any indebtedness secured hereby, release portions of
the Trust Property from this Trust Deed, or extend or modify the time for
payment of the indebtedness secured hereby by agreement with Trustor or by
agreement with subsequent owners of said property, and any such release,
extension or modification shall not affect the personal liability of any
person for the payment of said indebtedness or the lien of this Trust Deed
upon the remaining portion of said property.

     At any time, without liability therefor and without notice, and
without affecting the personal liability of Trustor of any other person for
payment of the indebtedness secured hereby, Trustee may, with the consent of
Beneficiary:  (a) release and reconvey by Deed of Release any part of the
Trust Property from the lien hereof; (b) consent to the making and recording
of any maps or plats of the Trust Property; (c) join in granting any easement
on the Trust Property; or (d) join in any extension agreement or any
agreement subordinating or modifying the lien or charge hereof.  If Trustee
shall perform any such acts or execute complete or partial reconveyances it
shall be paid a fee in accordance with its established fees and charges
therefor.

     If reconveyance by Deed of Release is to be made by Trustee,
Beneficiary shall deliver the original of this Trust Deed to Trustee with a
request for reconveyance by Deed of Release.

     The Grantee in any Deed of Release executed pursuant to this
Trust Deed may be described as "the person or persons legally entitled
thereto" and the recitals therein of any matters or facts shall be conclusive
proof of the truthfulness thereof.

     14. In the event of default hereunder, Beneficiary, if it
desires Trustee to exercise the power of sale granted hereby, shall execute
and deliver to Trustee a written declaration of default and demand for sale
and shall surrender to Trustee this Trust Deed, and all documents evidencing
any expenditures hereunder, together with such other documents as Trustee may
require.  Beneficiary shall also execute and deliver to Trustee all notices
to Trustor that must be signed by Beneficiary.  Upon receipt thereof, Trustee
shall sell the Trust Property as provided by law.  Trustee may postpone the
sale as provided by law.  After sale of the Trust Property, Trustee shall
deliver its deed to the purchaser conveying the property so sold but without
any covenant or warranty, express or implied.  The recital in any such deed
of any matters or facts, stated either specifically or in general terms, or
as conclusions of law or facts, shall be conclusive proof of the truthfulness
thereof.

     15. Beneficiary may, at any time, request cancellation of
Trustee's Notice of Sale, whereupon Trustee shall execute and record, or
cause to be recorded, a Cancellation of Notice of Sale in the same county in
which the Notice of Sale was recorded.  The exercise by Beneficiary of this
right shall not constitute a waiver of any default then existing or
subsequently occurring.

     In the event this Trust Deed and the indebtedness and obligations
secured hereby are reinstated in the manner provided by law, Beneficiary
shall forthwith notify Trustee thereof as provided by law.  Upon such
notification, Trustee shall record, or cause to be recorded, a Cancellation
of Notice of Sale in the same county in which the Notice of Sale was recorded
within the period then required by law.

     16. In the event of default hereunder, at any time before the
Trust Property has been sold pursuant to the power of sale granted hereby,
this Trust Deed may be foreclosed in the manner provided by law for the
foreclosure of mortgages on real property.

     17. In the event of default hereunder, Beneficiary shall be
entitled to the appointment of a Receiver to take charge of the property,
collect the rents, issues and profits therefrom, care for and repair the
same, improve the same when necessary or desirable, lease and rent the
property or portion thereof (including leases existing beyond the term of
receivership), plant, cultivate and harvest crops thereon, and otherwise use
and utilize the property and to have such other duties as may be fixed by the
Court.

     Trustor specifically agrees that the Receiver may be appointed
without any notice to Trustor whatsoever, and the Court may appoint a
Receiver without reference to matters normally taken into account by Courts
in the discretionary appointment of Receivers, it being the intention of
Trustor to hereby authorize the appointment of a Receiver when Trustor is in
default and Beneficiary has requested the appointment of a Receiver.  Trustor
hereby agrees and consents to the appointment of the particular person or
firm (including an officer or employee of Beneficiary) designated by
Beneficiary as Receiver and hereby waives its rights to suggest or nominate
any person or firm as Receiver in opposition to that designated by
Beneficiary.

     18. Beneficiary may substitute another Trustee herein named to
exercise the rights, powers and duties granted by law and contained herein.
Upon such appointment, and without the necessity of a conveyance to the
successor Trustee, the latter shall be vested with all the title, powers and
duties conferred upon the Trustee herein named.

     19. Beneficiary or any purchaser at Trustee's sale or at any
foreclosure sale may, if it so elects, be subrogated to and succeed to all
the rights of Trustor under any or all leases on the property or portions
thereof.  Beneficiary may, if it so elects, subordinate its rights hereunder
to any lease on the property, or a portion thereof, and keep the lease in
effect through and after any foreclosure action or Trustee's sale.

     20. In the event of the passage after the date of this Trust
Deed of any law levying any tax upon this Trust Deed or the debt secured
hereby, which Beneficiary is obliged to pay, then Trustor agrees to pay said
tax or reimburse Beneficiary for the payment of the same, provided that
Trustor shall not be obligated to pay any amount which would be considered as
interest at a rate higher than allowed by law, and provided further that in
the event of the enactment of any such law Beneficiary shall have the right,
at its option, to declare the indebtedness secured hereby to be immediately
due and payable.

     21. Trustor agrees that in the event of a sale, assignment,
encumbrance, or any other transfer of the Trust Property described herein or
any portion thereof or interest therein, whether such transfer is voluntary
or involuntary, or in the event Trustor contracts for the sale of said
property, or any portion thereof or interest therein, then and in that event,
Beneficiary may, at its option, accelerate the time for payment of all
indebtedness secured hereby and demand full repayment thereof, or give its
written consent to such transfer on such terms and conditions as Beneficiary
may in its sole discretion require.

     22. Trustee may, but shall be under no obligation or duty to,
appear in or defend any action or proceeding purporting to affect the
security hereof or the rights or powers of Beneficiary or Trustee.  If
Trustee shall take such action at the request of Beneficiary, it shall be
paid therefor in accordance with its established fees and charges and shall
be reimbursed for its costs and expenses actually incurred, including
attorney's fees.

     23. The Trust created hereby is irrevocable by Trustor.
Trustee accepts this Trust Deed, duly executed and acknowledged, is made a
public record as provided by law, but acceptance is not required as a
condition to the validity hereof, and this Trust Deed is effective upon
delivery.  Trustee shall not be obligated to notify any party hereto of
pending sale under any other trust deed, or any action or proceeding in which
Trustor, Beneficiary or Trustee shall be a party, except as required by law.

     24. The word "Trustor" and the language of this instrument
shall, where there is more than one Trustor, be construed as plural and be
binding equally on Trustors.  The obligations of Trustors hereunder and under
the Purchase Agreement secured hereby shall be joint and several.  This Trust
Deed applies to, is binding upon, and inures to the benefit of all parties
hereto, their heirs, executors, administrators, successors and assigns.  The
term "Beneficiary" shall include not only the original Beneficiary hereunder,
but also any future owner and holder of the rights under the Purchase
Agreement secured hereby.

     25. If any provision hereof should be held unenforceable or
invalid, in whole or in part, then such unenforceable or void provision or
part shall be deemed separable from the remaining provisions hereof and shall
in no way affect the validity of this Trust Deed.

     26. Notwithstanding any provisions herein or in the Purchase
Agreement, or in any related agreement between Trustor and Beneficiary, the
total liability of Trustor for payments in the nature of interest shall not
exceed the limits now imposed by the laws of the State of Arizona.

     27. Trustor requests that a copy of any Notice of Sale
hereunder be mailed to him at his mailing address set forth above.  Any
notices required to be given to Trustor by mailing shall be effective and
complete when mailed and shall be mailed to the address set forth below.
Lack of receipt thereof shall in no way invalidate the notice or any sale by
Trustee hereunder.  If Trustor desires to change the address to which notices
shall be mailed, such change shall be accomplished by a request as provided
by law.

     28. Trustee shall be paid for all acts performed by it
hereunder or in connection herewith in accordance with its established fees
and charges.  All such fees and charges shall be paid by Trustor, and if
Beneficiary shall advance any such fees or charges, Trustor shall reimburse
Beneficiary for same on demand.  Payment thereof is secured by this Trust
Deed.

     IN WITNESS WHEREOF, Trustor has executed this Deed of Trust this
26th day of January, 2001.


                                   /s/ JAMES E. ACRIDGE
                                   -----------------------------------
                                   JAMES E. ACRIDGE, AS TRUSTEE OF THE
                                   ACRIDGE FAMILY TRUST





<PAGE>
STATE OF ARIZONA     )
                     ) ss.
County of Maricopa   )

     The foregoing instrument was acknowledged before me this 26th day of
January 2001, by JAMES E. ACRIDGE, AS TRUSTEE OF THE ACRIDGE FAMILY TRUST.

     IN WITNESS HEREOF, I have hereunto set my hand and official seal.

                                       /s/ JEAN B. GOODRICH
                                       -------------------------
                                       Notary Public
My commission expires:

5/22/2004
----------------------


<PAGE>
                                EXHIBIT A

                      LEGAL DESCRIPTION OF PROPERTY


A parcel of land containing approximately 40 acres located at 9540 East
Jomax Road in the City of Scottsdale, Arizona, more particularly described
as follows:

             THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF
             SECTION THIRTY-ONE (31), TOWNSHIP FIVE (5) NORTH,
             RANGE (5) EAST OF THE GILA AND SALT RIVER BASE AND
             MERIDIAN, MARICOPA COUNTY, ARIZONA;

             EXCEPT ALL THE COAL AND OTHER MINERALS AS RESERVED
             IN THE PATENT FROM THE UNITED STATES OF AMERICA.