Exhibit 4.28
  (Real Estate Mortgage)
  
  
  PUGET SOUND ENERGY, INC.
  TO
  U.S. BANK NATIONAL
ASSOCIATION ,
  Trustee
  _______________
  Eightieth Supplemental Indenture
  Dated as of April 30, 2004
  _______________
  Relating to First Mortgage Bonds
  _______________
  Supplemental to Indenture dated as of
  June 2, 1924, as supplemented and modified
  _______________
  
  (NOT PART OF INDENTURE)
 
  
   
 THIS
EIGHTIETH SUPPLEMENTAL INDENTURE, made as of the 30th day of April, 2004,
by and between Puget Sound Energy, Inc., formerly Puget Sound Power & Light
Company, a corporation duly organized and existing under and by virtue of the
laws of the State of Washington (hereinafter sometimes called the "Company"),
party of the first part, and U.S. Bank National Association **,** a
national banking association **** with a
principal corporate trust office at 100 Wall Street, Suite 1600, in the city of
New York and State of New York 10005 (successor to Old Colony Trust Company)
(hereinafter sometimes called the "Trustee"), as Trustee under the First
Mortgage (originally, and before modification thereof by certain supplemental
indentures, called "First and Refunding Mortgage") from Puget Sound Power &
Light Company, a Massachusetts corporation (hereinafter sometimes called the
"Predecessor Company"), dated as of June 2, 1924 (said Mortgage being
hereinafter sometimes called the "Original Mortgage"), as supplemented and
modified by all indentures supplemental thereto heretofore executed and
delivered, party of the second part;
  WITNESSETH:
that
  WHEREAS,
the Predecessor Company did by the Original Mortgage, filed for record in the
offices of the Auditors of the Counties of Chelan, Clallam, Cowlitz, Douglas,
Grant, Grays Harbor, Island, Jefferson, King, Kitsap, Kittitas, Lewis, Mason,
Pacific, Pierce, Skagit, Snohomish, Thurston and Whatcom, all in the State of
Washington, and left on file as a chattel mortgage in each of said counties,
convey and pledge certain property therein described to Old Colony Trust
Company, as Trustee, to be held upon the trusts expressed in the Original
Mortgage to equally secure an unlimited authorized amount of mortgage bonds
(therein and herein called the "Bonds") issued or to be issued in one or more
series, all as more fully provided in the Original Mortgage; and
  WHEREAS,
the Predecessor Company, prior to September 1, 1954, had executed and delivered
to the Trustee thirty-nine supplemental indentures, supplementing and in certain
respects modifying the Original Mortgage and providing for the execution,
certification and delivery of Bonds of various series from time to time pursuant
thereto (which Original Mortgage, as so supplemented and modified, is therein
and herein sometimes called the "First Mortgage"); and
  WHEREAS,
the Predecessor Company executed and delivered to the Trustee a Fortieth
Supplemental Indenture, dated as of September 1, 1954, which Supplemental
Indenture is divided into two parts, designated as Part I and Part II, and Part
I thereof provided for the establishment and the execution, certification and
delivery initially of Twenty-Five Million Dollars ($25,000,000) principal amount
of a series of Bonds, designated as First Mortgage Bonds, 3-1/2% Series due
1984, and contained certain covenants, restrictions, conditions and provisions
affecting, and provided for certain modifications of, the First Mortgage (the
First Mortgage, as so supplemented and modified by said Part I, being sometimes
in said Fortieth Supplemental Indenture and herein called the "Revised First
Mortgage") and Part II thereof provided for modifications of the Revised First
Mortgage as therein set forth, which modifications became effective on October
20, 1955 (the Revised First Mortgage as so modified by Part II of the Fortieth
Supplemental Indenture as heretofore, hereby, and hereafter supplemented and
modified being sometimes in said Part II and herein called the "Indenture" and
references herein to Sections, Articles or other provisions of the Indenture
being to the revised or modified provisions thereof as set forth in Part II of
the Fortieth Supplemental Indenture); and
  WHEREAS,
the Predecessor Company has heretofore executed and delivered to the Trustee a
Forty-First Supplemental Indenture dated as of December 1, 1954, a Forty-Second
Supplemental Indenture dated as of July 1, 1957, a Forty-Third Supplemental
Indenture dated as of May 1, 1958, a Forty-Fourth Supplemental Indenture dated
as of November l, 1959, and a Forty-Fifth Supplemental Indenture dated as of
April 1, 1960, all of which mortgaged, pledged, assigned, conveyed and
transferred to the Trustee and subjected to the lien of the Indenture additional
property acquired or constructed, and betterments, improvements and additions
made to the mortgaged property, since the execution and delivery of the Fortieth
Supplemental Indenture; and
  WHEREAS,
the Company has executed and delivered to the Trustee a Forty-Sixth Supplemental
Indenture dated as of November 10, 1960, whereby the Company has succeeded to
the Predecessor Company with the same effect as if the Company had been named in
the Indenture as the mortgagor company and in the Bonds and coupons as the
obligor thereon or maker thereof, and the Predecessor Company merged into the
Company on November 16, 1960, whereupon the Company acquired all the property,
real, personal or mixed, including all rights, privileges, easements, licenses
and franchises, described in the Indenture and thereby conveyed and mortgaged or
intended so to be, including also all such property acquired by the Predecessor
Company since the execution and delivery of the Original Mortgage, which by the
terms of the Indenture is subjected or intended to be subjected to the lien
thereof; and
  WHEREAS,
the Company has executed and delivered to the Trustee the supplemental
indentures set forth herein:
 
 
 Supplemental
      Indenture
    Dated
      as ofForty-Seventh
      Supplemental Indenture
    February
      1, 1961Forty-Eighth
      Supplemental Indenture
    November
      1, 1963Forty-Ninth
      Supplemental Indenture
    May
      1, 1964Fiftieth
      Supplemental Indenture
    January
      1, 1966Fifty-First
      Supplemental Indenture
    June
      1, 1967Fifty-Second
      Supplemental Indenture
    February
      1, 1969Fifty-Third
      Supplemental Indenture
    July
      1, 1970Fifty-Fourth
      Supplemental Indenture
    October
      1, 1972Fifty-Fifth
      Supplemental Indenture
    March
      1, 1974Fifty-Sixth
      Supplemental Indenture
    November
      1, 1974Fifty-Seventh
      Supplemental Indenture
    August
      1, 1975Fifty-Eighth
      Supplemental Indenture
    October
      1, 1976Fifty-Ninth
      Supplemental Indenture
    July
      1, 1978Sixtieth
      Supplemental Indenture
    December
      1, 1979Sixty-First
      Supplemental Indenture
    December
      1, 1981Sixty-Second
      Supplemental Indenture
    July
      1, 1984Sixty-Third
      Supplemental Indenture
    January
      1, 1986Sixty-Fourth
      Supplemental Indenture
    April
      1, 1986Sixty-Fifth
      Supplemental Indenture
    April
      1, 1986Sixty-Sixth
      Supplemental Indenture
    August
      1, 1986Sixty-Seventh
      Supplemental Indenture
    November
      1, 1986Sixty-Eighth
      Supplemental Indenture
    September
      1, 1987Sixty-Ninth
      Supplemental Indenture
    February
      1, 1990Seventieth
      Supplemental Indenture
    October
      1, 1990Seventy-First
      Supplemental Indenture
    May
      1, 1991Seventy-Second
      Supplemental Indenture
    August
      1, 1991Seventy-Third
      Supplemental Indenture
    March
      1, 1992Seventy-Fourth
      Supplemental Indenture
    October
      1, 1992Seventy-Fifth
      Supplemental Indenture
    April
      1, 1993Seventy-Sixth
      Supplemental Indenture
    December 1,
      1997Seventy-Seventh
      Supplemental Indenture
    March 1, 1999Seventy-Eight
      Supplemental Indenture
    October
      1, 2000Seventy-Ninth
      Supplemental Indenture
    May
      1, 2003
  all of
which mortgaged, pledged, assigned, conveyed and transferred to the Trustee and
subjected to the lien of the Indenture additional property acquired or
constructed, and betterments, improvements and additions made to the mortgaged
property since the execution and delivery of the Fortieth Supplemental
Indenture; and
  WHEREAS,
all Bonds of any series heretofore executed, authenticated and delivered
pursuant to the Original Mortgage, as from time to time supplemented and
modified, have been retired and canceled or payment duly and irrevocably
provided for, except for the series set forth herein:
 
 Principal
      Amount of Bonds
    SeriesTwenty-Five
      Million Dollars
      ($25,000,000)
    Secured
      Medium-Term Notes,
      Series
      A due November 30, 2006One
      Hundred Million Dollars
      ($100,000,000)
    Secured
      Medium-Term Notes,
      Series
      A due February 1, 2007Forty-Six
      Million Dollars
      ($46,000,000)
    Secured
      Medium-Term Notes,
      Series
      A due June 19, 2006Fifty
      Million Dollars
      ($50,000,000)
    Secured
      Medium-Term Notes,
      Series
      B due December 10, 2004Three
      Million Dollars
      ($3,000,000)
    Secured
      Medium-Term Notes,
      Series
      B due December 1, 2003Eleven
      Million Dollars
      ($11,000,000)
    Secured
      Medium-Term Notes,
      Series
      B due December 2, 2003Thirty
      Million Dollars
      ($30,000,000)
    Secured
      Medium-Term Notes,
      Series
      B due May 27, 2004Fifty-Five
      Million Dollars
      ($55,000,000)
    Secured
      Medium-Term Notes,
      Series
      B due February 1, 2024Three
      Hundred Million Dollars
      ($300,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series A due December 1, 2027Two
      Hundred Million Dollars
      ($200,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series A due June 15, 2018One
      Hundred Million Dollars
      ($100,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series B due
      March 9, 2029One
      Hundred Fifty Million Dollars
      ($150,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series B due
      March 9, 2009Two
      Hundred Twenty-Five Million Dollars
      ($225,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series B due
      
      February 22, 2010Twenty-Five
      Million Dollars
      ($25,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series B due
      September 8, 2008Two
      Hundred Sixty Million Dollars
      ($260,000,000)
    First
      Mortgage Bonds,
      Pledged
      Series C, due February 1, 2011Forty
      Million Dollars
      ($40,000,000)
    First
      Mortgage Bond, Pledged
      Series
      C due January 16, 2004One
      Hundred Thirty-Eight Million Four Hundred
      Sixty
      Thousand Dollars
      ($138,460,000)
    5%
      First Mortgage Bonds,
      Pledged
      Series C due March 1,
      2031Twenty-Three
      Million Four Hundred
      Thousand
      Dollars
      ($23,400,000)
    5.10%
      First Mortgage Bonds,
      Pledged
      Series C due March 1,
      2031
  which
Bonds are now outstanding and constitute the only Bonds of the Company
outstanding under the Indenture; and
  WHEREAS,
effective as of the opening of business on January 4, 1971, The First National
Bank of Boston succeeded Old Colony Trust Company as Trustee under the Indenture
by reason of the merger of Old Colony Trust Company into The First National Bank
of Boston; and
  WHEREAS,
effective as of October 2, 1995, State Street Bank and Trust Company
succeeded The First National Bank of Boston as Trustee under the Indenture;
and
  WHEREAS,
effective as of February 15, 2003, U.S. Bank National Association succeeded
State Street Bank and Trust Company as Trustee under the Indenture;
and
  WHEREAS,
the Company has entered into an Indenture (the "Debenture Indenture") dated as
of December 1, 1997 with U.S. Bank National Association (as successor to
State Street Bank and Trust Company) as trustee (in such capacity, the
"Debenture Indenture Trustee") pursuant to which the Company proposes to issue
from time to time its Senior Notes (the "Senior Notes") and the Company has
agreed to make certain payments to the Debenture Indenture Trustee in respect of
the principal of, premium, if any, and interest on such Senior Notes;
and
  WHEREAS,
the Company desires to execute and deliver this Eightieth Supplemental
Indenture, in accordance with the provisions of the Indenture, for the purpose
of confirming the lien of the Indenture on certain property acquired or
constructed by the Company since the execution and delivery of the Original
Mortgage and on certain betterments, improvements and additions made by the
Company to property previously described in the Indenture.
  NOW,
THEREFORE, WITNESSETH, that, pursuant to and in execution of the powers,
authorities and obligations conferred, imposed and reserved in the Indenture,
and pursuant to and in execution of every other power, authority and obligation
thereto appertaining and/or enabling, in order to secure the payment of the
principal of, and the premium, if any, and interest on, the Bonds issued and to
be issued under the Indenture, and secured thereby and hereby at any time
outstanding according to their tenor and effect, and the performance of all the
covenants and conditions therein and herein and in said Bonds contained, and for
the purpose of confirming the lien of the Indenture, said Puget Sound Energy,
Inc., organized and existing under the laws of the State of Washington, in
consideration of the premises and of One Dollar ($1.00) and other good and
valuable consideration to it duly paid by the Trustee, at or before the
execution and delivery of these presents, the receipt whereof is hereby
acknowledged, has granted, bargained, sold, conveyed, transferred, assigned,
remised, released, mortgaged, set over and confirmed and by these presents does
grant, bargain, sell, convey, transfer, assign, remise, release, mortgage, set
over and confirm unto U.S. Bank National Association, as Trustee, and to its
successor or successors in the trust created by the Indenture, and to said
Trustee and its assigns forever, for the uses and purposes created by the
Indenture, all property, real, personal or mixed, including all rights,
privileges, easements, licenses and franchises, described in the Indenture and
thereby conveyed and mortgaged or intended so to be, including also all such
property acquired by the Company since the execution and delivery of the
Original Mortgage, which by the terms of the Indenture is subjected or intended
to be subjected to the lien thereof, and including also all such property as the
Company may hereafter acquire which by the terms of the Indenture is subjected
or intended to be subjected to the lien thereof, excepting from the foregoing,
however, all property included within the foregoing general description, whether
now owned or hereafter acquired, which by the provisions of the Indenture is
excepted or to be excepted from the conveyance and lien of the Indenture, or
which has heretofore been released from the lien of the Indenture or otherwise
disposed of by the Company free from the lien of the Indenture in accordance
with the provisions thereof:
  INCLUDING
NEVERTHELESS in the property hereby conveyed and confirmed to the Trustee
(without limiting the generality of the foregoing general description of such
property and without prejudice to the conveyance and confirmance of all such
property by such general description) the following:
  All
property, real, personal or mixed, together with all buildings or improvements
thereon and the appurtenances thereto, located in the State of Washington and
described below or conveyed to the Company by the deeds listed on the list of
properties and deeds below, to which deeds and the records thereof in the County
Auditor's office of the respective counties in the State of Washington below
stated (in all cases where said deeds and/or records are below specified)
reference is hereby made for a more particular description of the property
hereby conveyed and confirmed to the Trustee and its respective successor or
successors and assigns as aforesaid, to wit:
  
   List of
Real Estate in the State of Washington Acquired by
 Puget
Sound Energy, Inc. to Date, and Not Heretofore Specifically
 Described
in Any Prior Supplemental Indenture *
 Puget
Sound Energy, Inc.
  
  **ISLAND COUNTY**
  
 Section:
    1Township:
    33Range:
    1Description:
    The
      East 100 feet of the West 500 feet of the North 208 feet of the Northwest
      1⁄4 of the Southwest 1⁄4 of Section 1, Township 33 North, Range 1 E. W.M.,
      except the North 20 feet thereof for county road known as Troxell
      Road.
      
      Situate
      in the County of Island, State of Washington.Deed
      From:
    Jack
      and Mary TruexDeed
      Records
      Auditors
      File No.
    92023588
 
 
 ** 
All numbers in the row following the designation "Township," indicate townships
north of the Willamette Base Line, and the Letters "E" and "W" in the row
following the designation "Range," indicate east or west, as the case may be, of
the Willamette Meridian. *
  
  **KING COUNTY**
  
 Section:
    14Township:
    24Range:
    6Description:
    That
      portion of the West half of the Northeast quarter of Section 14, Township
      24 North, Range 6 East, W.M., in King County, Washington; and that portion
      of Lot 4 of King County short plat number 387053, recorded under Recording
      Number 8712240543, lying Westerly of the West margin of the Bonneville
      transmission line easement as condemned in U.S. District Court under Cause
      No. 4253, and Easterly of Klahanie Division No. 22, according to the plat
      thereof, recorded in Volume 160 of Plats, pages 9 through 16, in King
      County, Washington, described as follows:
      
      Commencing
      at the center of said Section 14; thence South 88°26'31" East along the
      East-West centerline thereof 161.33 feet to the true point of beginning;
      thence North 30°15'47" West a distance of 118.08 feet; thence North
      59°44'13" East a distance of 285.00 feet; thence South 30°15'47" East a
      distance of 215.36 feet; thence South 14°44'13" West a distance of 69.44
      feet to a point on said East-West centerline of said Section 14; thence
      continuing South 14°44'13" West a distance of 99.76 feet; thence South
      59°44'13" West a distance of 165.35 feet; thence North 30°15'47" West a
      distance of 216.92 feet to a point on said East-West centerline and the
      true point of beginning;
      
      Together
      with a temporary road access easement described as follows:
      
      That
      portion of Lot 4, King County short plat number 387053, recorded under
      Recording Number 8712240543, in King County, Washington, and that portion
      of Lot 4, King County short plat number 1186017, recorded under Recording
      Number 8712240542, in King County, Washington, lying Westerly of the West
      margin of the Bonneville transmission line easement as condemned in U.S.
      District Court under Cause Number 4253, and Easterly of Klahanie Division
      No. 22, according to the plat thereof, recorded in Volume 160 of Plats,
      page(s) 9 through 16, inclusive, in King County, Washington, more
      particularly described as follows:
      
      Commencing
      at a point on the North line of said Lot 4 of King County short plat
      number 387053 at the center of Section 14, Township 24 North, Range 6
      East, Willamette Meridian, in King County, Washington; thence South
      88°26'31" East along the North line of said Lot 4 a distance of 161.33
      feet; thence South 30°15'47" East a distance of 216.92 feet; thence North
      59°44'13" East a distance of 21.74 feet to the point of beginning; thence
      South 62°06'47" East a distance of 191.26 feet to a point of curve to the
      right from which the radius point bears South 27°53'13" West distant 50.00
      feet; thence Southeasterly along said curve through a central angle of
      37°34'53", an arc distance of 32.80 feet to the point of tangent thereof;
      thence South 24°31'53" East a distance of 178.45 feet, more or less, to
      the north margin of the traveled way of the Issaquah-Fall City Road;
      thence North 58°44'02" East along North margin 20.14 feet; thence North
      24°31.53" West a distance of 176.08 feet to a point of curve to the left
      from which the radius point bears South 65°28'07" West distant 70.00 feet;
      thence Northwesterly along said curve through a central angle of
      37°34'53", an arc distance of 45.91 feet to the point of tangent thereof;
      thence North 62°06'47" West a distance of 42.63 feet to a point of curve
      to the right from which the radius point bears North 27°53'13" East
      distant 50.00 feet; thence Northerly along said curve through a central
      angle of 54°40'36", an arc distance of 47.41 feet to the point of tangent
      thereof; thence North 7°26'11" West a distance of 75.86 feet; thence South
      59°44'13" West a distance of 21.70 feet; thence South 7°26'11" East a
      distance of 21.09 feet to a point of curve to the right from which the
      radius point bears South 82°33'49" West distant 30.00 feet, thence
      Southwesterly along said curve through a central angle of 125°19'24", an
      arc distance of 65.62 feet to the point of tangent thereof; thence North
      62°06.47" West a distance of 27.82 feet; thence South 59°44'13" West a
      distance of 23.55 feet to the point of beginning; and
      
      Together
      with an easement for drainage purposes, described as follows:
      
      That
      portion of the Southwest quarter and of the Southeast quarter of Section
      14, Township 24 North, Range 6 East, Willamette Meridian, in King County,
      Washington, lying westerly of the Bonneville power administration
      transmission line easement as condemned in U.S. District Court under Cause
      No. 4253, Easterly of Klahanie Drive S.E. as dedicated in the plat of
      Klahanie Division 19 as recorded in Volume 159 of Plats, pages 18 through
      29, records of King County, Washington, Northerly of the Northerly margin
      of Issaquah-Fall City Road as established by said plat of the Klahanie
      Division 19, and Southerly of a line parallel with and 450 feet
      Northwesterly of said northerly margin when measured at right angles or
      radially northerly to said margin.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Restrictions
      and easements contained in Declaration of Protective Restrictions and
      Easements filed under Recording  No. 8502060789. Said
      restrictions as amended by Recording Nos. 8706220709, 8708130435,
      9002010774, 9009170504, 9111201806, and 9112131736.
      2.Restrictions
      contained in King County Short Plat No. 387053 under Recording
      No. 8712240543.
      3.Agreement
      for Sewer System Improvements under Recording
      No. 8406050884.
      4.Concomitant
      Zoning Agreement under Recording No. 8502050872, as
      amended by Recording No. 8710060754
      5.Agreement
      and the Terms and Conditions thereof recorded under Recording
      Number 8502050871.Deed
      From:
    Lowe
      Enterprises Northwest, Inc.Deed
      Records
      Auditors
      File No.
    9209041067
  
  **KING COUNTY**
  
 Section:
    8Township:
    23Range:
    5Description:
    All
      that portion of the South 1⁄2 of Section 8, Township 23 North, Range 5 East
      W.M., described as follows:
      
      Beginning
      at the East 1⁄4 corner of said Section 8, from which the Northeast corner of
      said section bears North 01°02'09" East; thence North 89°27'25" West,
      along the North line of said South 1⁄2, a distance of 2,647.56 feet to an
      existing center of section monument; thence South 01°02'40" West, along
      the North-South center of section line of said Section 8, a distance of
      60.00 feet to the Southerly margin of North 8thStreet, said point being on the South line of the North 60.00 feet of said
      South 1⁄2; Thence South 89°27'25" East, along said South line, 187.07 feet
      to a point on the Northeasterly margin of the Burlington Northern Railroad
      right-of-way and the true point of beginning; Thence continuing South
      89°27'25" East, along said South line, 225.49 feet to a point on the
      Westerly margin of Houser Way North (Railroad Avenue); Thence South
      18°00'40" East, along said Westerly margin, 82.32 feet to a point of
      tangency with a 543.68 foot radius circular curve to the right; Thence
      Southerly, along said curve and said Westerly margin, through a central
      angle of 09°49'26" an arc distance of 93.22 feet to a point on the
      Northeasterly margin of said railroad right-of-way; Thence North 57°49'50"
      West, along said Northeasterly margin, 321.37 feet to the true point of
      beginning;
      
      Situate
      in the City of Renton, County of King, State of Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      
      1.Current
      general taxes, not yet due and payable, for the year in which this deed
      is recorded; and
      2.Reservations
      contained in deed recorded under Recording No. 7108160312,
      records of King County, Washington; and
      3.Unpaid
      special utility connection charges for water and sanitary sewer
      payable to City of Renton, as disclosed by Declaration of Segregation
      recorded December 4, 1991 under Recording No. 9112040402 and
      Declaration of Segregation recorded August 10, 1992 under Recording
      No. 9208100964, records of King County, Washington; and
      4.Dedication
      of North five (5) feet of subject property for additional street
      right-
      of-way for North Eighth Street as disclosed by instrument recorded under
      Recording No. 9212081719.Deed
      From:
    Paccar
      Inc.Deed
      Records
      Auditors
      File No.
    9212312458
 
  **KING COUNTY**
  
 Section:
    21Township:
    24Range:
    6Description:
    That
      portion of the Southwest quarter of the Southeast quarter of Section 21,
      Township 24 North, Range 6 East, W.M., in King County, Washington,
      described as follows:
      
      Beginning
      at a point on the Westerly margin of the Northern Pacific right of way 315
      feet West and 8 feet South of the Northwest corner of the Southeast
      quarter of the Southeast quarter of Section 21; thence south 16° East 283
      feet along said Westerly margin of the Northern Pacific Railway right of
      way; thence South 60° West 191 feet to the existing road; thence North 32°
      West 164 feet; thence North 19° West 154 feet; thence North 68°30' East
      238 feet to the point of beginning.
      
      SUBJECT
      TO THE FOLLOWING:
      
      1.Easement
      to Puget Sound Power & Light Co. filed under Recording
      No. 2899547.
      2.Easement
      to Water and Sewer District No. 8, filed under Recording
      No. 8802260581.
      3.Agreement
      dated 7-19-90 filed under Recording No. 9007311493.
      4.Assessment:
      Local Improvement District No. 4 to Water
      District #82.
      5.Assessment:
      Local Improvement District No. 16 to Water
      District #82.Deed
      From:
    Bass
      & Bass PartnershipDeed
      Records
      Auditors
      File No.
    9301041390
 ****
 ****
 
 **KING COUNTY**
  
 Section:
    15Township:
    25Range:
    5Description:
    The
      North 4.85 feet of the West 179.99 feet of the Southwest Quarter of the
      Northeast Quarter and the South 228.49 feet of the West 179.99 feet of the
      Northwest Quarter of the Northeast Quarter, all in Section 15, Township 25
      North. Range 5 East, W.M., in King County, Washington;
      
      EXCEPT
      the West 30 feet thereof deeded to King County for roads by Deeds recorded
      under Recording numbers 1940770 and 4915599.
      
      TOGETHER
      WITH AN EASEMENT for ingress and egress over the South 83.39 feet of the
      North 88.24 feet of the West 179.99 feet of the Southwest Quarter of the
      Northeast Quarter of Section 15, Township 25 North, Range 5 East, W.M, in
      King County, Washington;
      
      EXCEPT
      the West 30 feet thereof
      
      SUBJECT
      TO THE FOLLOWING:
      1.Easement
      for slopes recorded under King County Recording Nos. 4915599 and
      4912689.
      2.Easement
      for water pipelines recorded under King County Recording No.
      9205270207.
      3.Easement
      for utilities recorded under King County Recording No.
      6124267.Deed
      From:
    City
      of BellevueDeed
      Records
      Auditors
      File No.
    9702070525
  
  **KING COUNTY**
  
 Section:
    14Township:
    23Range:
    8Description:
    All
      that portion of Burlington Northern Railroad Company's (formerly Northern
      Pacific Railway Company) 100 foot wide Tanner to Issaquah, Washington
      Branch Line right of way, now discontinued, being 50 feet wide on each
      side of said Railroad Company's Main Track centerline as originally
      located and constructed upon, over and across the Northeast Quarter of the
      Northeast Quarter of the Southwest Quarter of Section 14, Township 23
      North, Range 8 East of the Willamette Meridian, King County, Washington,
      bounded by two lines drawn at right angles to said Main Track centerline
      distant, respectively, 35.70 feet and 95.70 feet Northwesterly of the East
      line of the Southwest Quarter of said Section 14, as measured along said
      Main Track centerline; Also,
      
      All
      that portion of said Railroad Company's 100 foot wide Branch Line right of
      way, being 50 feet wide on each side of said Main Track centerline upon,
      over and across the South Half of the Southeast Quarter of the Northwest
      Quarter of said Section 14, bounded by two lines drawn at right angles to
      said Main Track centerline distant, respectively, 631.52 feet and 691.52
      feet Northwesterly of the East line of the Southwest Quarter of said
      Section 14, as measured along said Main Track centerline.
      
      Subject,
      however, to all existing interests, including but not limited to all
      reservations, rights-of-way and easements of record or
      otherwise.Deed
      From:
    Burlington
      Northern Railroad CompanyDeed
      Records
      Auditors
      File No.
    9702130298
  
  **KING COUNTY**
  
 Section:
    27Township:
    25Range:
    06Description:
    PARCEL
      A:
      
      That
      portion of Section 27, Township 25 North, Range 6 East. W.M., in
      King County, Washington, described as follows:
      
      Beginning
      on the south line of said Section 27, 818.28 feet easterly of
      the southwest corner thereof;
      thence
      north 0°04'03" west 666.56 feet:
      thence
      north 89°19'16" east 181.95 feet:
      thence
      south 0.02'29" east 667.17 feet;
      thence
      south 89.30'41" west 181.66 feet to the point of
      beginning;
      EXCEPT
      any portion thereof lying within the north half of the southwest quarter
      of the southwest quarter of said Section 27;
      AND
      EXCEPT the south 30 feet thereof for road;
      AND
      EXCEPT that portion, if any, which lies westerly of the following
      described line:
      
      Commencing
      at the southwest corner of the east half of the southwest quarter of the
      southwest quarter of said Section at a point which bears north 89°30'41"
      east 666.57 feet, more or less, from the southwest corner of said
      Section 27;
      thence
      north 0°05'37" west along the west line of said subdivision
      666.05 feet;
      thence
      north 89.19'16" east 151.95 feet. to the TRUE POINT OF
      BEGINNING:
      thence
      south 0°04'03" east 666.56 feet to the south line of said
      subdivision, and the terminus of said line description.
      
      
      
      PARCEL
      B:
      
      That
      portion of the east half of the southwest quarter of the southwest quarter
      of Section 27, Township 25 North, Range 6 East. W.M., in
      King County, Washington, described as follows:
      
      Beginning
      at the southwest comer of said subdivision at a point which bears north
      89°30'41" east 666.57 feet, more or less, from the southwest corner
      of said Section 27:
      thence
      north 0°05'37" west along the west line of said subdivision 666.05
      feet:
      thence
      north 89°19'16" east 151.95 feet:
      thence
      south 0°04'03" east 666.56 feet to the south line of said
      subdivision;
      thence
      south 89°30'41" west 151.95 feet along the south line of said
      subdivision to the point of beginning:
      EXCEPT
      any portion thereof lying within the north half of said
      subdivision;
      AND
      EXCEPT the south 30 feet thereof for road.
      
      ALL
      SUBJECT TO THE FOLLOWING:
      1.Easement
      for roadway, Recording No. 4788419;
      2.Reservation
      of coal, oil, gas, Recording No. 3916471.Deed
      From:
    Marvin
      H. MorrisDeed
      Records
      Auditors
      File No.
    9809231415
  
  **KING COUNTY**
  
 Section:
    1Township:
    21Range:
    4Description:
    Lot
      2, Block 1, Christopher Garden Tracts, according to the plat thereof
      recorded in Volume 23 of plats, page 6, records of King County,
      Washington;
      EXCEPT
      the South 420 feet and EXCEPT the North 450 feet of the West
      149.18 feet thereof;
      AND
      EXCEPT the North 455 feet of said Lot 2 lying east of the last
      described parcel and EXCEPT that portion of Lot 2, Block 1,
      Christopher Garden Tracts, according to the plat thereof recorded in
      Volume 23 of Plats, page 6, described as follows:
      
      Beginning
      at the southwest corner of the above described parcel of
land;
      thence
      North along the west line of the above described parcel,
      25 feet;
      thence
      East parallel with the south line of the above described parcel,
      25 feet;
      thence
      South parallel with the west line of said parcel,
      25 feet;
      thence
      West along the south line of said parcel, 25 feet to the Point of
      Beginning.
      
      Situate
      in the County of King, State of Washington.
      
      SUBJECT
      TO THE FOLLOWING: Easements, restrictions, reservations, covenants and
      agreements.Deed
      From:
    Puget
      Western, Inc.Deed
      Records
      Auditors
      File No.
    19991115000282
  
  **KING COUNTY**
  
 Section:
    4Township:
    21Range:
    4Description:
    The
      following described real estate, situated in the County of KING, State of
      Washington:
      
      That
      portion of Lots 1 and 2 lying westerly of State Highway in Block 1 of
      Hall's Acre Tracts, according to the plat thereof recorded in Volume 20 of
      Plats, page 25, in King County, Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Cable
      Television Easement, Recording No. 8606240663.Deed
      From:
    Peter
      and Arlene Kogut; Ben and Marie Kartes; and Carl and Judith
      BjorkmanDeed
      Records
      Auditors
      File No.
    20000131001461
  
  **KING COUNTY**
  
 Section:
    36Township:
    24Range:
    7Description:
    Lot
      2, King County Short Plat Number 675001, recorded under Recording Number
      7510100716, being a portion of the Northwest quarter of Section 36,
      Township 24 North, Range 7 East, Willamette Meridian, in King County,
      Washington;
      together
      with an easement for ingress, egress and utilities as set forth
      instruments recorded under Recording Numbers 7508220654, 7509100606 and
      7508220653.
      
      SUBJECT
      TO any portion of said easements lying within the above described
      property; and
      
      SUBJECT
      TO THE FOLLOWING
      1.Consent
      for the use of Puget Sound Energy transmission line right of way and the
      terms and conditions thereof:
      Purpose:
      Storm Drain And Sediment Pond
      Area
      Affected: A Portion Of Said Premises
      Recorded:
      November 24, 1999
      Recording
      Number: 19991124001250
      2.Memorandum
      of Agreement and the terms and conditions thereof:
      Between:
      Weyerhaeuser Real Estate Company, a Washington corporation
      And:
      City of Snoqualmie
      Recorded:
      October 21, 1999
      Recording
      Number: 19991021001630
      Regarding:
      Comprehensive Voluntary Agreement for Snoqualmie Ridge Parks
      3.Easement
      and the terms and conditions thereof:
      Purpose:
      Electric transmission line
      Area
      Affected: The description contained therein is not sufficient to determine
      its exact location within the property herein described.
      Recorded:
      November 4, 1908
      Recording
      Number: 1258319
      4.Easement
      and the terms and conditions thereof:
      Disclosed
      By: Deed
      In
      Favor Of: Not disclosed
      Purpose:
      Road
      Affects:
      North 60 feet of said premises and other property
      Recorded:
      October 11, 1956
      Recording
      Number: 4738718
      Note:
      Said easement is also delineated and/or dedicated on the face of the short
      plat.
      5.Easement
      and the terms and conditions thereof:
      Grantee:
      United States of America
      Purpose:
      Transmission line
      Area
      Affected: Westerly portion of said premises and other
property
      Recorded:
      June 1, 1967
      Recording
      Number: 6183192
      Note:
      Said easement is also delineated and/or dedicated on the face of the short
      plat.
      6.Easement
      and the terms and conditions thereof:
      Grantee:
      United States of America
      Purpose:
      Road approximately 14 feet in width with such additional widths as are
      necessary to provide for cuts, fills and turnouts and for curves at angle
      points
      Area
      Affected: The description contained therein is not sufficient to determine
      its exact location within the property herein described.
      Recorded:
      June 1, 1967
      Recording
      Number: 6183192
      7.Easement
      and the terms and conditions thereof:
      Reserved
      By: Harry H. Olson inc., a Washington corporation, its heirs or assigns
      ingress, egress and utilities
      Area
      Affected: The description containedtherein
      is not sufficient to determine its exact location within the property
      herein described
      
      Recorded:
      May 20, 1969
      Recording
      Number: 6512634
      8.Easement
      and the terms and conditions thereof:
      Grantee:
      Adjacent owners and future owners
      Purpose:
      Ingress, egress and utilities
      Area
      Affected: The Westerly 60 feet of said premises and other
      property
      Recorded:
      August 22, 1975
      Recording
      Number: 7508220654
      Note:
      Said easement is also delineated and/or dedicated on the face of the short
      plat.
      9.Easement
      and the terms and conditions thereof:
      Grantee:
      Adjacent owners and future owners
      Purpose:
      Ingress, egress and utilities
      Area
      Affected: Westerly portion of said premises and other
property
      Recorded:
      August 22, 1975
      Recording
      Number: 7508220655
      Note:
      Said easement is also delineated and/or dedicated on the face of the short
      plat.
      10.Easement
      and the terms and conditions thereof:
      Grantee:
      Adjacent owners and future owners
      Purpose:
      Ingress, egress and utilities
      Area
      Affected: Westerly portion of said premises and other
property
      Recorded:
      September 10, 1975
      Recording
      Number: 7509100606
      Said
      easement contains a provision for bearing the cost of maintenance, repair
      or reconstruction of said roads by the users.
      Note:
      Said easement is also delineated and/or dedicated on the face of the short
      plat.
      Said
      easement is a re-recording of easement recorded under Recording Number
      7508220653.
      11.Underground
      Utility Easement and the terms and conditions thereof:
      Grantee:
      Puget Sound Power & Light Company, a Washington
      corporation
      Purpose:
      Underground electric system
      Area
      Affected: The east 10 feet and the north 30 feet of said premises and
      other property
      Recorded:
      December 15, 1975
      Recording
      Number: 7512150865
      Contains
      covenant prohibiting structures over said easement or other activities
      which might endanger the underground system.
      12.Easement
      and the terms and conditions thereof:
      Grantee:
      Puget Sound Energy
      Purpose:
      Electric transmission and/or distribution system
      Area
      Affected: Northwesterly portion of said premises and other
      property
      Recorded:
      August 11, 1999
      Recording
      Number: 19990811001847
      13.Exceptions
      and reservations contained in deed:
      From:
      Harry H. Olson, Inc.
      Recorded:
      May 20, 1969
      Recording
      Number: 6512634
      As
      Follows: Reservation of oil and mineral rights
      14.Easement
      and the terms and conditions thereof:
      Purpose:
      Stormwater pond and associated improvements and appurtenances
      Area
      Affected: A Northerly portion and other property
      Recorded:
      August 25, 2000
      Recording
      Number: 200000825000894Deed
      From:
    Weyerhaeuser
      Real Estate CompanyDeed
      Records
      Auditors
      File No.
    20000907000538
  
  **KING COUNTY**
  
 Section:
    2Township:
    25Range:
    6Description:
    That
      portion of Section 2, Township 25 North, Range 6 East, W.M., in King
      County, Washington, described as follows:
      
      Beginning
      at the south quarter corner of said section;
      thence
      north 85°05'38" west, 1350.85 feet;
      thence
      north 01°01'15" west, 30 17 feet to the true point of beginning,
      thence
      north 01°01'15" west, 597.12 feet;
      thence
      south 88°47'58" west, 316.33 feet;
      thence
      south 00°55'52" east, 563 17 feet;
      thence
      south 85°05'38" east, 319.03 feet to the true point of
      beginning;
      
      SUBJECT
      TO THE FOLLOWING
      1.Easement
      and the terms and conditions referenced therein, including, but not
      limited
      to, the following:
      Grantee:
      United States of America
      Purpose:
      Electric transmission lines
      Area
      Affected: Portion of said premises
      Recorded:
      June 25, 1956
      Recording
      Number: 4705329
      2.Easement
      and the terms and conditions referenced therein, including, but not
      limited
      to, the following:
      For
      The Benefit Of: Owners
      Purpose:
      Ingress and egress
      Area
      Affected: A 30 foot strip through said premises
      Recorded:
      June 17, 1987
      Recording
      Number: 8706170915
      3.Reservation
      of all coal, oil, gas and mineral rights, and rights to explore for the
      same contained in deed from Weyerhaeuser Timber Co., a Washington
      corporation.
      Recorded:
      August 28, 1948
      Recording
      Number: 3832932Deed
      From:
    Tadeusz
      and Danuta KochelDeed
      Records
      Auditors
      File No.
    20010628001325
  
  **KING COUNTY**
  
 Section:
    30Township:
    24Range:
    8Description:
    That
      portion of the Northwest Quarter of Section 30, Township 24 North, Range
      8, East of the Willamette Meridian, King County, Washington, lying
      easterly of the following described line; beginning at the Northwest
      corner of said Section 30; thence along the North line of said Section 30,
      South 88°50'20" East a distance of 377.16 feet; thence South 5°49'20" East
      a distance of 108.05 feet; thence South 1°09'10" West a distance of 105.38
      feet; thence South 6°23'10" West a distance of 178.91 feet; thence South
      9°48'10" East a distance of 145.61 feet; thence South 73°13'40" East a
      distance of 120.70 feet; thence North 88°30'00" East a distance of 371.05
      feet; thence South 55°00'00" East a distance of 227.68 feet to a point of
      the easterly right-of-way line of the Northern Pacific Railroad; thence
      along the arc of a compound curve to the right, the chord of which bears
      South 74°59'50" East a distance of 476.16 feet; thence continuing along
      said right line South 48°40'10" East a distance of 1,135.20 feet to the
      point of beginning; thence leaving said right-of-way line, North 41°19'50"
      East a distance of 140 feet, more or less, to the left bank of the
      Snoqualmie River and the terminus of said line; and
      
      Lying
      Westerly of the following described line; beginning at the center of said
      Section 30; thence North 0°22'10" East along the North-South centerline of
      said Section 1,077.88 feet to the true point of beginning; thence North
      48°40'10" West 157.82 feet to the true point of beginning of the said
      line; thence North 42°13'20" East 120 feet to the southerly margin of
      South East 69th Street and the terminus of said line.
      
      Except
      any portion lying within the 100 foot right-of-way of the Northern Pacific
      Railroad and SE 69th Street.Deed
      From:
    Puget
      Western Corp.Deed
      Records
      Auditors
      File No.
    20030109000860
  
  **KITSAP COUNTY**
  
 Section:
    31Township:
    25Range:
    2Description:
    Lots
      A and B of Short Plat No. 4944 recorded August 17, 1989 under Auditor's
      File No. 8908170129, being a portion of Government Lot 4, Section 31,
      Township 25 North, Range 2 East, W.M., in Kitsap County,
      Washington;
      
      SUBJECT
      TO THE FOLLOWING:
      
      1.Easement
      disclosed by Commissioner's Journal, Volume 21, Pages 106,
      affecting portion of vacated County Road No. 321;
      2.Easement
      for underground electric distribution system, Recording
      No. 8901270143;
      3.Covenants,
      conditions, restrictions and easements contained in short plat, Recording
      No. 8908170129;
      4.Question
      or location of lateral boundaries of second class tide (or shore)
      lands;
      5.Any
      prohibition of or limitation of use, occupancy or improvement of the land
      resulting from rights of the public or riparian owners to use any portion
      which is now or has been formerly covered by water;
      6.Any
      claim of right, title or interest which may be asserted by the State of
      Washington or the public to the beaches to accretions to the
      uplands;
      7.Paramount
      rights and easements in favor of the United States for commerce,
      navigation, fisheries and the production of power;
      8.Exceptions
      and Reservations contained in deed from the State of Washington, affecting
      tidelands, Recording No. 72708, Volume 80,
      Page 574;
      9.Waiver
      of damages by reason of construction of a roadway granted to Kitsap
      County, Recording No. 244951, Volume 196,
      Page 440.Deed
      From:
    Charles YoudarianDeed
      Records
      Auditors
      File No.
    9206260100
  
  **KITSAP COUNTY**
  
 Section:
    8Township:
    25Range:
    1Description:
    Lot
      A of Short Plat No. 2254, recorded July 29, 1980 under Auditor's No.
      8007290098, described as follows: The east 410 feet of the north half of
      the south 15 acres of the northwest quarter of the southeast quarter,
      Section 8, Township 25 North, Range 1 East, W.M., in Kitsap County,
      Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      
      1.Easement
      and right to enter granted to USA, Recording No. 796425;
      2.Easement
      under Recording No. 960607 and 962386;
      3.Easement
      re underground electric, 8211220005;
      4.Covenants,
      conditions contained in short plat No. 8007290098;
      5.Agreement
      under Recording No. 8103060092.Deed
      From:
    Ralph
      and Pamela MartinezDeed
      Records
      Auditors
      File No.
    9212310021
  
  **KITSAP COUNTY**
  
 Section:
    8Township:
    24Range:
    1Description:
    PARCEL
      I:
      
      That
      portion of Section 8, Township 24 North, Range 1 East, W.M., in Kitsap
      County, Washington, described as follows:
      
      Commencing
      at the Northeast corner of the Northwest quarter of the Southeast quarter
      of said Section 8; thence South 2°38'21" West along the East line of said
      Northwest quarter of the Southeast quarter a distance of 939.00 feet;
      thence North 88°44'43" West a distance of 540.00 feet to the True Point of
      Beginning; thence North 2°48'07" East a distance of 25.00 feet; thence
      North 88°44'43" West a distance of 436.34 feet; thence South 2°48'07" West
      a distance of 80.32 feet to the Northeast corner of the Southwest quarter
      of the Southwest quarter of the Northwest quarter of the Southeast
      quarter; thence North 88°44'49" West along the North line of said
      Southwest quarter of the Southwest quarter of the Northwest quarter of the
      Southeast quarter, a distance of 325.50 feet to the West line of said
      Southwest quarter of the Southwest quarter of the Northwest quarter of the
      Southeast quarter; thence South 2°51'22" West along the West line of said
      Southwest quarter of the Southwest quarter of the Northwest quarter of the
      Southeast quarter, a distance of 331.67 feet to the Northwest corner of
      Government Lot 1, said Section 8; thence continue South 2°51'22" West
      along the West line of said Government Lot 1, a distance of 331.67 feet to
      the Southwest corner of the North half of the North half of said
      Government Lot 1; thence along the South line of said North half of the
      North half of Government Lot 1, South 88°45'57" East a distance of 652.26
      feet; thence South 2°44'52" West a distance of 331.55 feet; thence South
      88°46'31" East a distance of 44.08 feet; thence South 2°44'52" West a
      distance of 346.10 feet to the Northeasterly right of way line of State
      Highway No. 21; thence South 58°31'05" East along said right of way line a
      distance of 57.00 feet; thence leaving said right of way, run North
      2°44'52" East a distance of 374.83 feet; thence South 88°46'31" East a
      distance of 55.92 feet; thence North 2°44'52" East a distance of 165.77
      feet; thence North 88°46'14" West a distance of 25.00 feet; thence North
      2°44'52" East a distance of 165.77 feet; thence South 88°45'57" East a
      distance of 22.74 feet; thence North 2°51'22" East a distance a 331.54
      feet to the North line of said Government Lot 1; thence North 88°45'23"
      West along the North line of said Government Lot 1, a distance of 37.85
      feet; thence leaving the North line of said Government Lot 1, run North
      2°48'07" East a distance of 386.84 feet to the True Point of
      Beginning.
      
      PARCEL
      II:
      
      An
      easement for ingress and egress over, along, above and across the
      following:
      
      A
      portion of the West half of the South half of the North half of Government
      Lot 1, Section 8 , Township 24 North, Range 1 East, W.M., in Kitsap
      County, Washington, described as follows:
      
      Beginning
      at the Northwest corner of the South half of the North half of said
      Government Lot 1; thence South 88°45'57" East along the North line of said
      South half of the North half a distance of 566.25 feet to the True Point
      of Beginning; thence South 45°18'23" East a distance of 115.60 feet to the
      East line of said West half of the South half of the North half; thence
      South 2°44'52" West along said East line, a distance of 67.22 feet; thence
      North 45°18'23" West a distance of 213.28 feet to the North line of the
      South half of the North half of said Government Lot 1; thence South
      88°45'57" East along said North line a distance of 72.70 feet to the True
      Point of Beginning.
      
      ALL
      SUBJECT TO THE FOLLOWING:
      
      1.Easement
      disclosed by instrument under Recording No. 577002;
      2.Agreement
      re sewer, Recording No. 1083530.Deed
      From:
    Olympic
      Business Park PartnersDeed
      Records
      Auditors
      File No.
    9401030128
  
  **KITSAP COUNTY**
  
 Section:
    3Township:
    25Range:
    2Description:
    That
      portion of the North half of the Southwest quarter of the Southwest
      quarter of Section 3, Township 25 North, Range 2 East, W.M.
      in Kitsap County, Washington, lying Southwesterly of State Hwy #305;
      except that portion lying Southwesterly of a line drawn parallel to and
      95 feet Southwesterly of the centerline of State Hwy
      #305.Deed
      From:
    Kitsap
      CountyDeed
      Records
      Auditors
      File No.
    9503140070
  
  **KITSAP COUNTY**
  
 Section:
    8Township:
    24Range:
    1Description:
    Without
      limiting the generality of the foregoing, Grantor releases, conveys and
      quit-claims, Grantor's interest in that certain easement, dated as of
      April 27, 1953, and recorded under Kitsap County Auditor's File No.
      577002.
      
      That
      portion of Section 8, Township 24 North, Range 1 East, W.M. in Kitsap
      County, Washington, described as follows:
      
      Commencing
      at the Northeast corner of the Northwest quarter of the Southeast quarter
      of said Section 8; thence South 02°38'21" West along the East line of said
      Northwest quarter of the Southeast quarter, a distance of 939.00 feet;
      thence North 88°44'43" West a distance of 540.00 feet to the true point of
      beginning; thence North 02°48'07" East, a distance of 25.00 feet; thence
      North 88°44'43" West a distance of 436.34 feet; thence South 02°48'07"
      West a distance of 80.32 feet to the Northeast corner of the Southwest
      quarter of the Southwest quarter of the Northwest quarter of the Southeast
      quarter; thence North 88°44'49" West along the North line of said
      Southwest quarter of the Southwest quarter of the Northwest quarter of the
      Southeast quarter, a distance of 325.50 feet to the West line of said
      Southwest quarter of the Southwest quarter of the Northwest quarter of the
      Southeast quarter; thence South 02 51'22" West along the West line of
      said Southwest quarter of the Southwest quarter of the Northwest quarter
      of the Southwest quarter, a distance of 331.67 feet to the Northwest
      corner of government lot 1, said Section 8; thence continue South
      02°51'22" West along the west line of said government lot 1, a
      distance of 331.67 feet to the Southwest corner of the North half of the
      North half of said government lot 1; thence along the South line of
      said North half of the North half of government lot 1, South
      88 45'57" East a distance of 493.56 feet; thence South 45°18'23" East
      213.29 feet; thence South 02°44'52" West 184.79 feet; thence South
      88°46'31" East 44.08 feet to the Northeasterly right-of-way line; thence
      South 02°44'52" West 346.10 feet of State Highway No. 21; thence
      South 58°30'57" East along said right-of-way line a distance of 57.02
      feet; thence leaving said right-of-way, run North 02°44'52" East a
      distance of 374.83 feet; thence South 88°46'31" East a distance of 55.92
      feet; thence North 02°44'52" east a distance of 165.77 feet; thence North
      88°46'14" West a distance of 25.00 feet; thence North 02°44'52" East a
      distance of 165.77 feet; thence South 88°45'57" East a distance of 22.74
      feet; thence North 02°51'22" East a distance of 331.54 feet to the North
      line of said government lot 1 ; thence North 88°45'23" West along the
      North line of said government lot 1, a distance of 37.85 feet; thence
      leaving the North line of said government lot 1, run North 02°48'07"
      East a distance of 386.84 feet to the true point of
beginning.Deed
      From:
    Erwin
      SkellyDeed
      Records
      Auditors
      File No.
    3039536
 
  **KITTITAS COUNTY**
  
 Section:
    11Township:
    17Range:
    18Description:
    Parcel
      2, as described and/or delineated on that certain Survey as recorded May
      19, 1995, in Book 21 of Surveys, at pages 1 and 2, under Auditor's File
      581659, records of Kittitas County, Washington, being a portion of the
      Southwest 1⁄4 of the Northwest 1⁄4 of Section 11, Township 17 North, Range 18
      East, W.M., in the County of Kittitas, State of Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Easement
      for irrigation ditch across a portion of said premises recorded in Book A
      of Water Rights, page 90;
      2.Easement
      for a permanent easement and right of way over, upon, under and across
      said land recorded under Auditor's File No. 160328;
      3.Easement
      for electric transmission and distribution lines recorded under Auditor's
      File No. 581165 in favor of Puget Sound Power & Light
      Company;
      4.All
      matters contained and/or delineated on Survey recorded under Auditor's
      File No. 581659;
      5.Any
      question that may arise due to the shifting or change in the course of
      Doughty Ditch due to said ditch having changed its course;
      6.Any
      prohibition or limitation on the use, occupancy, or improvements of the
      land resulting from the rights of the public or riparian owners to use any
      waters;
      7.Future
      adjudication of Yakima County Superior Court Cause No. 77-2-01484-5 being
      an action to determine the right to withdraw, divert or otherwise use the
      surface waters of the Yakima River Drainage Basin.Deed
      From:
    Edward
      and Mary McCannDeed
      Records
      Auditors
      File No.
    200203150036
  
  **PIERCE COUNTY**
  
 Section:
    12Township:
    19Range:
    4Description:
    Parcel
      A:
      
      Beginning
      at a point 490 feet East of the Southwest corner of the Northwest quarter
      of the Northeast quarter of Section 12, Township 19 North, Range 4 East of
      the W.M., in Pierce County, Washington; thence North 240.00 feet; thence
      East 160.00 feet; thence South 240.00 feet; thence West 160 feet to the
      point of beginning. except old Military Road.
      
      Parcel
      B:
      
      The
      East 160 feet of the West 650 feet, measured along the North line of the
      North 225 feet, measured parallel with the West line of the following
      described tract: commencing at the Southwest corner of the Northwest
      quarter of the Northeast quarter of Section 12, Township 19 North, Range 4
      East of the W.M., in Pierce County, Washington; thence North 0°09'05"
      East, 15 feet to the true point of beginning; thence North 0°09'05" East
      450 feet; thence South 88°41'53" East 885 feet; thence South 0°09'05" West
      450 feet; thence North 88°41'53" West 885 feet to the place of
      beginning.Deed
      From:
    Albert
      and Mabel BryanDeed
      Records
      Auditors
      File No.
    9207300475
  
  **PIERCE COUNTY**
  
 Section:
    25
      and 26Township:
    20Range:
    5Description:
    A
      portion of the James E. Williamson and Michael Connel Donation Land Claims
      located in Sections 25 and 26, Township 20 North, Range 5 East of the
      Willamette Meridian, in Pierce County Washington: Beginning at a point on
      the South line of Williamson Donation Land Claim, said point being South
      89 Degrees 12'24" East, a distance of 1476.09 feet from the Southwest
      corner of said Williamson Donation Land Claim; thence North 46 Degrees
      47'09" East a distance of 19.66 feet; thence North 86 Degrees 41'20" East
      a distance of 461.33 feet; thence South 88 Degrees 42'41" East a distance
      of 292.19 feet; thence South 01 Degrees 17'19" West a distance of 60.00
      feet, more or less, to a point on the Northerly right-of-way of the
      existing Puget Sound Power & Light Company canal; thence Southwesterly
      on said Northerly right-of-way through the following courses: Along a
      337.94 foot radius curve to the left, the radial line of which bears South
      01 Degrees 19'17" West, through a central angle of 38 Degrees 04'47", an
      arc distance of 224.60 feet; thence South 53 Degrees 12'32" West a
      distance of 455.86 feet; thence along a 237.94 foot radius curve to the
      right, through a central angle of 08 Degrees 35'41", an arc distance of
      35.69 feet; thence South 61 Degrees 48'13" West a distance of 333.38 feet,
      more or less, to a point 1350.00 feet East of, when measured
      perpendicularly, and parallel with, the West line of Connel Donation Land
      Claim; thence South 00 Degrees 45'32" West, on said line, a distance of
      7.12 feet, more of [sic] less, to a point 552.28 feet South of the South
      line of the Williamson Donation Land Claim; thence North 89 Degrees 12'24"
      West, on a line parallel with the South line of the Williamson Donation
      Land Claim, a distance of 445.99 feet; thence North 46 Degrees 47'09" East
      a distance of 794.93 feet, more or less, to the point of
      beginning.Deed
      From:
    Linda
      and Daniel ReedDeed
      Records
      Auditors
      File No.
    9203040147
  
  **PIERCE COUNTY**
  
 Section:
    1Township:
    19Range:
    4Description:
    PARCEL
      A:
      
      Commencing
      at the Southeast corner of the Northwest quarter of the Southeast quarter
      of Section 1, Township 19 North, Range 4 East of the W.M.,
      in Pierce County, Washington; thence run North 80 rods, more or less,
      to the Northeast corner of the Northwest quarter of the Southeast quarter
      of said Section; thence West 450 feet to a point near the base of the
      bluff; thence Southwesterly along said bluff to a point on the South line
      of the Northwest quarter of the Southeast quarter of said Section, said
      point being 650 feet West of the place of beginning; thence East along
      said South line to place of beginning.
      
      PARCEL
      B:
      
      Beginning
      at the intersection of the center line of the Northern Pacific Railway
      Company right of way with the South line of the Southeast quarter of
      Section 1, Township 19 North, Range 4 East of the W.M., in
      Pierce County, Washington; thence West along said South line to the
      Southwest corner of said Southeast quarter; thence North along the West
      line of said Southeast quarter to the Northwest corner of the Southwest
      quarter of the Southeast quarter; thence East along the North line of said
      subdivision to the Northeast corner of the Southwest quarter of the
      Southeast quarter; thence North to the Northwest corner of the Northeast
      quarter of the Southeast quarter; thence East along the North line of said
      Northeast quarter of the Southeast quarter to the center line of the
      Northern Pacific Railway Company's right of way; thence South 7 45"
      West along said center line of railroad to the point of
      beginning.
      
      
      EXCEPT
      the Northern Pacific Railway Company's right of way.
      
      ALL
      SUBJECT TO THE FOLLOWING:
      1.Second-half
      1995 general taxes and surface water management charges.
      2.Terms,
      conditions and covenants, including liability for future taxes, roll
      backs, penalties and interest due to change in use, breach of, or removal
      from the reclassification of the land as farm and agricultural, as
      contained in application therefor recorded under Auditor's No.
      8403060195.
      3.Easement
      for electric power transmission lines and telephone lines, including the
      terms, covenants and provisions thereof, in favor of United States of
      America, recorded under Auditor's No. 1520686.
      4.Lease,
      including the terms, provisions, covenants and conditions thereof, between
      Orrin H. Shattuck and Ila Dee Shattuck, as lessor, and Kenneth Dean
      Scholz and Jo Ann Scholz, as lessee, dated as of December 29,
      1980 and recorded under Auditor's No. 8104060225, as the same has been
      amended pursuant to that certain Addendum to Lease dated as of
      September 9, 1988 and recorded under Auditor's No.
      8904100036.
      5.Security
      interest of Northwest Farm Credit Services, ACA, as disclosed by Financing
      Statement filed July 1, 1993 under Auditor's No.
      9307010410.Deed
      From:
    Ila
      Dee ShattuckDeed
      Records
      Auditors
      File No.
    9508140061
  
  **PIERCE COUNTY**
  
 Section:
    32Township:
    20Range:
    6Description:
    North
      60 feet of the following described property:
      
      Commencing
      at a point 29 1/2 rods West of the Southeast corner of
      Section 32, Township 20 North, Range 6 East of W.M.,
      running thence North to the right of way of the Pacific Coast Power
      Company 39 rods, more or less; THENCE in a Westerly direction along
      the line of said right of way 33 rods, 1 foot, 6 inches;
      THENCE South to a point 15 rods North of the section line; THENCE
      East 16 rods; THENCE South 15 rods to the section line; THENCE
      East along the section line to the point of beginning.
      
      EXCEPT
      South 30 feet for road.
      
      Situate
      in the County of Pierce, State of Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Wire
      fence lying 1 foot more or less South of the North line of said
      premises as disclosed by record of survey recorded on December 17,
      1993, under Auditor's File No. 9312171020Deed
      From:
    Walter
      and Hildegard StachelsheidDeed
      Records
      Auditors
      File No.
    9502160194
  
  **PIERCE COUNTY**
  
 Section:
    32Township:
    20Range:
    6Description:
    The
      North 60 feet of the following described property:
      
      Commencing
      at the Southeast corner of Section 32, Township 20 North,
      Range 6 East, of the Willamette Meridian; THENCE running North
      37 rods to Pacific Coast Power Company's right of way; THENCE in a
      Westerly direction along line of said right of way 29 1/2 rods;
      THENCE South 39 rods; THENCE East along County Road to place of
      beginning.
      
      EXCEPT
      that portion conveyed to Pierce County by instrument recorded
      September 26, 1977, under Auditor's File No. 2768438.
      
      Situate
      in the County of Pierce, State of Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      
      1.Easement,
      including the terms, covenants and provisions as may be contained therein,
      granted/reserved by instrument
      Recorded:  April 30,
      1992
      Auditor's
      File No.:  9204300585 Records of Pierce County,
      Washington
      In
      Favor Of: Puget Sound Power & Light Company, a Washington
      Corporation
      For:  The
      right to construct, operate, maintain, repair, replace and enlarge one or
      more electric transmission and/or distribution lines
      Said
      easement contains, among other things, the following:
      Covenants
      against interference and blasting.
      Rights
      of access for purposes of maintenance and repair.
      Right
      to cut all brush and timber and trim all trees standing or growing which
      constitute a menace or danger to said lands, as provided for in said
      easement.
      2.Wire
      fencing lying 2 feet more or less, South of the North line of said
      premises as
      disclosed by Record of Survey recorded on December 17, 1993, under
      Auditor's File
      No.:
      9312171020.Deed
      From:
    Rebecca
      and John VerhonickDeed
      Records
      Auditors
      File No.
    9502160193
  
  **PIERCE COUNTY**
  
 Section:
    7Township:
    20Range:
    5Description:
    That
      portion of East Valley Highway East lying within or adjacent to the
      hereinafter described Tract "Z", and lying Easterly of a line parallel
      with the 40 feet Easterly of the B line shown on that certain plan map of
      definite location now of record and on file in the Office of the Director
      of Pierce County Public Works and Utilities in Tacoma, Washington, and
      bearing date of approval February 28, 1994, revised October 9, 1995, and
      bearing County Road Project No. CRP 5327, entitled P.S.P.L. Trailrace
      Bridge No. 7205-A, all being in Section 7, Township 20 North, Range 5 East
      of the W.M. in Pierce County, Washington, in the Dieringer
      area.
      
      Tract"Z"
      
      Lots
      3 to 7 inclusive, WHITE RIVER GARDEN TRACTS, according to plat recorded in
      Book 7 of plats at page 100, in Pierce County, Washington; lying East of
      the Northern Pacific Company Right-of-Way.
      
      AND;
      
      Beginning
      at a point 1009.20 feet East and 701.10 feet North of the quarter section
      corner on the West line of Section 7, Township 20 North, Range 5 East of
      the W.M., in Pierce County, Washington; running thence East 200 feet;
      thence North 296.54 feet; thence West 184 feet; thence Southerly to place
      of beginning.Deed
      From:
    Pierce
      CountyDeed
      Records
      Auditors
      File No.
    N/A
      (Pierce County Ordinance
No. 97-98)
  
  **SKAGIT COUNTY**
  
 Section:
    4Township:
    34Range:
    2Description:
    That
      portion of the Southwest 1⁄4 of Section 4, Township 34 North, Range 2 East,
      W.M., being more particularly described as follows:
      
      Commencing
      at the intersections of the West right-of-way line of the Thompson Road
      with the South right-of-way line of the Stevenson Road. Said intersection
      also being the Northeast corner of that certain parcel of property owned
      by Puget Sound Power & Light Company as shown on Survey recorded in
      Book 9 of Surveys at Pages 125 and 126 under Auditor's File No.
      9002230003; thence North 89 degrees 51'22" West along the North line of
      said Puget parcel a distance of 503.42 feet to an angle point in said
      Puget parcel; thence South 0 degrees 57'30" West along the boundary of
      said Puget parcel a distance of 522.36 feet to an angle point in said
      Puget parcel, said angle point being the True Point of Beginning; thence
      South 89 degrees 59'24" West along said Puget boundary a distance of
      144.67 feet to an angle point in said boundary; thence North 0 degrees
      57'53" East along said Puget boundary a distance of 124.62 feet; thence
      South 88 degrees 13'25" East a distance of 144.65 feet to the intersection
      with said Puget boundary; thence South 0 degrees 57'30" West along said
      Puget boundary a distance of 120.11 feet to the point of
      beginning.Deed
      From:
    Judy
      NorthcuttDeed
      Records
      Auditors
      File No.
    9204140092
  
  **SKAGIT COUNTY**
  
 Section:
    17Township:
    34Range:
    4Description:
    Parcel A
      
      Tracts
      1, 2, 3 and 4, "PARKER BUSINESS CENTER", as per plat recorded in Volume 11
      of Plats, pages 91 and 96, inclusive, records of Skagit County,
      Washington.
      
      Parcel
      B
      
      That
      portion of the 20 foot wide private road abutting College Way on the South
      lying between the West line of Lot 4 and the East Line of Lot 1 produced
      North in the plat of "PARKER BUSINESS CENTER", as per plat recorded in
      Volume 11 of Plats, pages 91 to 96 inclusive.Deed
      From:
    MV
      AssociatesDeed
      Records
      Auditors
      File No.
    9307210130
  
  **SKAGIT COUNTY**
  
 Section:
    19
      and 20Township:
    35Range:
    5Description:
    The
      land referred to herein is situated in the County of Skagit, State of
      Washington, and is described as follows:
      
      That
      part of the Northeast 1⁄4 of the Southeast 1⁄4 of Section 19, Township 35
      North, Range 5 East, W.M., lying Southeasterly of the paved
      highway.
      
      AND
      that part of the Northwest 1⁄4 of the Southwest 1⁄4 of Section 20, Township 35
      North, Range 5 East, W.M., lying North of the County Road along the South
      line of said Northwest 1⁄4 of the Southwest 1⁄4 as conveyed to Skagit County
      by Deed recorded July 3, 1906 in Volume 63 of Deeds, Page 345, and South
      and West of the centerline of Hansen Creek, EXCEPT a tract as described as
      follows:
      
      Beginning
      at the Northeast corner of the Southeast 1⁄4 of Section 19, Township 35
      North, Range 5 East, W.M.; thence running South 88 degrees 59' West along
      the North line of said Southeast 1⁄4, a distance of 131.35 feet; thence
      South 52 degrees 11'30" West a distance of 329.54 feet; thence South 37
      degrees 48'30" East a distance of 508.4 feet; thence North 52 degrees
      11'30" East a distance of 957.41 feet; thence North 50 degrees 05' West a
      distance of 47.48 feet to a point on the North line of said Southwest 1⁄4 of
      said Section 20; thence South 88 degrees 59' West along the North line of
      said Southwest 1⁄4 a distance of 640.08 feet to the point of
      beginning.
      
      EXCEPT
      from the above described premises, the West 40 acres thereof, and ALSO
      EXCEPT from the above described premises that portion, if any, lying West
      of the West line of the East 12.80 acres of the Northwest 1⁄4 of the
      Southwest 1⁄4 of said Section 20, lying Southwesterly of Hanson
      Creek.
      
      ALSO
      EXCEPT that portion conveyed to Skagit County for road purposes by Deed
      recorded June 24, 1947, under Auditor's File No. 405887.Deed
      From:
    Vergil
      and Rosalie Van FleetDeed
      Records
      Auditors
      File No.
    9312210137
  
  **SKAGIT COUNTY**
  
 Section:
    4Township:
    34Range:
    2Description:
    That
      portion of the Southwest 1/4 of Section 4, Township 34 North,
      Range 2 East, W.M., being more particularly described as
      follows:
      
      Commencing
      at the intersections of the West right-of-way line of the Thompson Road
      with the South right-of-way line of the Stevenson Road. Said intersection
      also being the Northeast corner of that certain parcel of property owned
      by Puget Sound Power & Light Company as shown on Survey recorded in
      Book 9 of Surveys at Pages 125 and 126, under Auditor's File No.
      9002230003; thence North 89 degrees 51'22" West a long the North line of
      said Puget parcel a distance of 503.42 feet to an angle point in said
      Puget parcel and the true point of beginning; thence South 89 degrees
      51'22 " East along the South line of Stevenson Road a distance of
      56.14 feet; thence South 0 degrees 57'30" West a distance of
      315.72 feet; thence North 89 degrees 02'30" West a distance of
      56.13 feet to a point on the East line of that certain tract of land
      conveyed under Auditor's File No. 8411200012; thence South 0 degrees
      57'30" West along the East line of said tract a distance of
      87.33 feet; thence North 88 degrees 13'25" West a distance of
      144.65 feet to a point on the West line of said Tract described under
      Auditor's File No. 8411200012; thence North 0 degrees 57'53" East a
      distance of 398.12 feet, more or less, to the South line of Stevenson
      Road; thence South 89 degrees 51'22" East along the South line of
      Stevenson Road a distance of 145 feet, more or less, to the point of
      beginning.Deed
      From:
    Judy
      NorthcuttDeed
      Records
      Auditors
      File No.
    9411070076
  
  **SKAGIT COUNTY**
  
 Section:
    5Township:
    34Range:
    4Description:
    Lot
      5, Burlington Binding Site Plan No. 2-97, approved July 14, 1997, recorded
      December 18, 1997, under Auditor's File No. 9712180060, filed in Volume 13
      of Short Plats, pages 67 - 68, being portion of the Southwest 1⁄4 of the
      Southwest 1⁄4 of Section 5, Township 34 North, Range 4 East,
      W.M.Deed
      From:
    Lakha
      Investments Co. LLCDeed
      Records
      Auditors
      File No.
    200109250065
  SNOHOMISH COUNTY
  Section:
    25Township:
    29Range:
    5Description:
    The
      South 400 feet lying East of the East line of that certain easement
      granted to the City of Seattle as filed under Snohomish County Recording
      No. 299747 of the following described property:
      
      All
      that portion of tracts 38, 39 and 40, Plat of Glenwood Division "A",
      according to the plat thereof recorded in Volume 7 of Plats,
      page 46, Records of Snohomish County, Washington, described as
      follows:
      
      Beginning
      at the Southwest corner of tract 38, Plat of Glenwood Division "A";
      thence running North along West line of tracts 38, 39 and 40 to the
      Northwest corner of tract 40;
      thence
      East along North line of tract 40, 434.14 feet;
      thence
      South to a point on the South line of tract 38, 435.32 feet East
      of the Southwest corner of tract 38;
      thence
      West along South line of tract 38 to the point of
      beginning.
      
      Together
      with a 20 foot wide easement for ingress and egress over and across a
      portion of lots 38, 39 & 42 of said Plat of Glenwood Division "A"
      lying East of the West margin of the Bonneville Snohomish-Arlington
      Transmission Line right-of-way; and West of the East margin of Seattle
      City Light Skagit Transmission Line right-of-way and South of the North
      margin of the Bonneville Power Administration Sedro Wooley Tap to Chief
      Joseph-Snohomish No. 2 Transmission Line right-of-way.
      
      Situate
      in the County of Snohomish, State of Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Right
      to enter said premises to make repairs and the right to cut brush and
      trees which constitute a menace or danger to utility lines located on
      property adjoining said premises as granted by instrument recorded under
      Recording Number 299747.
      (affects
      portion of lots 38, 39, AND 40)
      2.Easement
      and the terms and conditions thereof:
      Grantee:
      United States of America and Its Assigns
      Purpose:
      Transmission Lines
      Area Affected: A strip of
      land 100 feet in width lying 50 feet on either side of and parallel
      with the survey line of the United States of America for its Bonneville
      Power Administration's Sedro Woolley Tap To Chief Joseph-Snohomish
      No. 2 Transmission Line
      Recorded:
      October 13, 1967
      Recording
      Number: 1991322Deed
      From:
    Doo
      Young and Shannon ChangDeed
      Records
      Auditors
      File No.
    9510260028
  
  **SNOHOMISH COUNTY**
  
 Section:
    35Township:
    31Range:
    4Description:
    Parcel
      A:
      
      The
      East 200 00 feet of Lot 3 in Block 2 of Plat of Loma Lake, according to
      plat recorded in Volume 13 of Plats at page(s) 24 through 27, inclusive,
      in Snohomish County, Washington, except the south 160 feet
      thereof.
      
      Parcel
      B:
      
      A
      non-exclusive easement for ingress, egress, utility and telephone system
      operation purposes over, under, across, and through the following
      described tract of land
      
      Commencing
      at the most Westerly corner of said Lot 3 in Block 2 of Plat of Loma
      Lake according to plat recorded in Volume 13 of Plats at page(s) 24
      through 27, inclusive, in Snohomish County, Washington thence North
      60°24'30" East along the Easterly right of way of 150th Place NW (a county
      road) a distance of 69.35 feet to the true point of
beginning;
      Thence
      continuing North 60°24'30" East along the Easterly right of way of said
      150th Place NW, a distance of 27.58 feet;
      Thence
      South 54°32'14" East parallel with the Northerly line of said Lot 3 a
      distance of 752.20 feet to a point on the West line of the East 200.00
      feet of said Lot 3;
      Thence
      South 16°5'6" West along the West line of the East 200.00 feet of said Lot
      3 a distance of 26 50 feet to a point that bears South 54°32'14" East from
      the true point of beginning;
      Thence
      North 54°32'14" West parallel with the Northerly line of said Lot 3 a
      distance of 772 62 feet to the true point of beginning
      
      Parcel
      C:
      
      An
      easement for ingress, egress, utility and telephone system operation
      purposes over, under, across, and through the following described property
      as created in statutory warranty deed recorded under Recording No.
      8601240197.
      
      The
      North 35 feet of the West 30 feet of the South 160 of the East 200 feet of
      Lot 3 in Block 2 of Plat of Loma Lake according to plat recorded in Volume
      13 of Plats at page(s) 24 through 27, inclusive, in Snohomish County,
      WashingtonDeed
      From:
    Sprint
      Communications Co. L.P.Deed
      Records
      Auditors
      File No.
    200202070331
 
  **THURSTON COUNTY**
  
 Section:
    4Township:
    17Range:
    2Description:
    That
      part of the South half of the Southeast quarter of Section 4,
      Township 17 North, Range 2 West, W.M., described as follows: Beginning at
      a point on the South line of the county road known as Israel Road 272.3
      feet West of its intersection with the Westerly line of secondary State
      Highway No. 1-M; thence running West along the said Westerly line of
      Israel Road 450 feet; thence South 526 feet; thence East 270 feet to the
      said Westerly line of highway; thence Northeasterly along the said
      Westerly line 273 feet; thence North 320 feet to the point of
      beginning
      
      in
      Thurston County, Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Easement
      and conditions contained therein as granted in instrument:
      Recorded:  May 22,
      1974
      Recording
      No.:  913298
      In
      Favor Of:  Puget Sound Power & Light Company, a
      Washington
      corporation
      For:  Electric
      transmission and distribution line and appurtenances thereto
      Affects:  A
      portion of said land
      2.Easement
      and conditions contained therein as granted in instrument:
      Recorded:  July 8,
      1982
      Recording
      No.:  8207080058
      In
      Favor Of:  Puget Sound Power & Light Company, a
      Washington
      corporation
      For:  Electric
      transmission and distribution line and appurtenances thereto
      Affects:  The
      Northerly 20 feetDeed
      From:
    Camille
      BrockDeed
      Records
      Auditors
      File No.
    9212300169
  
  **THURSTON COUNTY**
  
 Section:
    1Township:
    18Range:
    1Description:
    Lot
      1 of Binding Site Plan No. BSP-020006 LA as recorded May 27, 2003 under
      Recording No. 3535174;
      
      Together
      with that portion of the Southeast quarter of Section 1, Township 18
      North, Range 1 West, W.M., contained within a strip of land 50 feet in
      width, the sidelines of which are 25.00 feet on each side of the following
      described centerline:
      
      Commencing
      at the Southeast corner of the Northeast quarter of the Southeast quarter
      of said Section; thence North 01 degrees 56'06" East, along the East line
      of said Section, 5.00 feet to the point of beginning; thence North 88
      degrees 03'54" West 283.37 feet; thence North 53 degrees 09'52" West
      270.23 feet; thence North 01 degrees 56'06" East 100.39 feet; thence North
      70 degrees 24'18" East 302.68 feet; thence South 88 degrees 03'54" East
      223.43 feet to the East line of said Section 1 and the end of this
      centerline description.
      
      Excepting
      therefrom the East 30 feet for Meridian Road NE.
      
      Situate
      in the City of Lacey, County of Thurston, State of
Washington.
      
      SUBJECT
      TO THE FOLLOWING:
      1.Reservations
      of all coal and minerals.
      Recording
      No.: 596230
      Pursuant
      To: Affidavit recorded under Recording No. 8811170065, said mineral rights
      include sand and gravel.
      In
      connection therewith we note statutory warranty deed recorded October 2,
      1990 under Recording No. 9010020163.
      2.All
      covenants, conditions, restrictions, reservations, easements or other
      servitudes, if any, disclosed by the survey recorded under Recording No.
      8201080002.
      Rights
      or benefits, if any, which may be disclosed by the recorded document(s)
      above affecting land outside the boundary described in Schedule
      A.
      3.All
      covenants, conditions, restrictions, reservations, easements or other
      servitudes, if any, disclosed by the survey recorded under Recording No.
      8204020004.
      Rights
      or benefits, if any, which may be disclosed by the recorded document(s)
      above affecting land outside the boundary described in Schedule
      A.
      4.Easement
      and the terms and conditions thereof:
      Grantee:
      South Sound Utility Co., Inc.,
      Purpose:
      A right of way for the construction, maintenance, use, operation, repair
      and replacements of water transmission lines
      Area
      Affected: A portion of said premises
      Recorded:
      July 14, 1986
      Recording
      No.: 8607140034
      5.Covenants,
      conditions and restrictions imposed by instrument recorded on April 8,
      1993, under Recording No. 9304080184, including, but not limited to,
      liability for assessments levied by the community association, and rights
      or benefits which may be disclosed affecting land outside the boundary
      described in Schedule A.
      6.Covenants,
      conditions and restrictions imposed by instrument recorded on April 8,
      1993, under Recording No. 9304080186 and modified by instrument recorded
      under Recording No(s). 9306160055, 9306160058, 3232741, 3357955, 3363604
      and 3363605, including, but not limited to, liability for assessments
      levied by the community association, and rights or benefits which may be
      disclosed affecting land outside the boundary described in Schedule
      A.
      7.Provisions
      contained in the Articles of Incorporation and Bylaws of Meridian Campus
      Commercial Owners' Association.
      8.All
      covenants, conditions, restrictions, reservations, easements or other
      servitudes, if any, disclosed by the survey recorded under Recording No.
      3990346.
      Rights
      or benefits, if any, which may be disclosed by the recorded document(s)
      above affecting land outside the boundary described in Schedule
      A.
      9.Easement
      and the terms and conditions thereof:
      Grantee:
      City of Lacey, a municipal corporation
      Purpose:
      Utilities and related rights
      Area
      Affected: A portion of said premises
      Recorded:
      August 15, 2002
      Recording
      No.: 3454949
      10.Right
      to make necessary slopes for cuts or fills upon the land herein described
      as granted to City of Lacey, a municipal corporation by deed recorded
      under Recording No. 3462474.
      11.Easement
      and the terms and conditions thereof:
      Grantee:
      City of Lacey, a municipal corporation
      Purpose:
      Utilities and related rights
      Area
      Affected: A portion of said premises
      Recorded:
      December 2, 2002
      Recording
      No.: 3482260Deed
      From:
    Vicwood
      Meridian PartnershipDeed
      Records
      Auditors
      File Nos.
    3538428
      and 3538426
  
  **WHATCOM COUNTY**
  
 Section:
    30Township:
    38Range:
    3Description:
    Lot
      1, "ENSERCH/Georgia Pacific Short Plat Amended", according to the map
      thereof recorded Book 27, of Short Plats, Pages 29 & 30, records of
      Whatcom County and filed under Auditor's File No. 921027178
      
      Parcel
      One
      
      A
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded Book 27, of Short Plats, Pages 29 & 30,
      records of Whatcom County and filed under Auditor's File No. 921027178,
      said portion of Lot 1 being more particularly described as
      follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner point of Lot 2, and the most Easterly corner point of Lot
      1, of said "ENSERCH/Georgia Pacific Short Plat Amended", thence along said
      right-of-way line South 45°45'27" West, 27.99 feet; thence leaving said
      right-of-way line North 44°14'33" West, 28.50 feet; thence parallel with
      said Cornwall Avenue right-of-way line South 45°45'27" West, 15.50 feet;
      to the True Point of Beginning;
      
      thence
      continuing parallel with said Cornwall Avenue right-of-way line South
      45°45'27" West, 111.00 feet; thence North 44°14'33" West, 204.50 feet;
      thence North 45°45'27" East, 104.65 feet; thence South 89°14'33" East,
      30.90 feet; thence South 44°14'33" East, 157.65 feet; thence South
      12°26'37" East, 29.42 feet to the True Point of Beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.
      
      Parcel
      Two
      
      A
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded in Book 27, of Short Plats, Pages 29 & 30,
      of Whatcom County and filed under Auditor's File No. 921027178, said
      portion of Lot 1 being more particularly described as
      follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner point of Lot 2, and the most Easterly corner point of Lot
      1, of said "ENSERCH/Georgia Pacific Short Plat Amended", thence along said
      right-of-way line South 45°45'27" West, 27.99 feet to the True Point of
      Beginning;
      
      thence
      continuing along said right-of-way line South 45°45'27" West, 126.50 feet;
      thence North 44°14'33" West 28.50 feet to the most Southerly corner of
      "Parcel One" (as described in Exhibit B-1 hereto); thence along the
      Southeast line of said Parcel One, North 45°45'27" East, 126.50 feet;
      thence South 44°14'33" East, 28.50 feet to said Cornwall Avenue Northwest
      right-of-way line to the True Point of Beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.
      
      Parcel
      Three
      
      A
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded in Book 27, of Short Plats, Pages 29 & 30,
      records of Whatcom County and filed under Auditor's File No. 921027178,
      said portion being more particularly described as follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner point of Lot 2, and the most Easterly corner point of Lot
      1, of said "ENSERCH/Georgia Pacific Short Plat Amended", thence along said
      right-of-way line South 45°45'27" West, 27.99 feet; thence leaving said
      right-of-way line North 44°14'33" West, 18.50 feet to the True Point of
      Beginning;
      
      thence
      South 45°45'27" West, 126.50 feet parallel to the Southeast line of
      "Parcel One" (as described in Exhibit B-1 hereto); thence North
      44°14'33" West, 10.00 feet to the Southwest corner of said Parcel One;
      thence along the Southeast line of said Parcel One extended North
      45°45'27" East, 136.50 feet; thence South 44°14'33" East, 10.00 feet;
      thence South 45°45'27" West, 10.00 feet to the True Point of
      Beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.
      
      Parcel
      Four
      
      A
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded in Book 27, of Short Plats, Pages 29 & 30,
      records of Whatcom County and filed under Auditor's File No. 921027178,
      said portion being more particularly described as follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner point of Lot 2, and the most Easterly corner point of Lot
      1, of said "ENSERCH/Georgia Pacific Short Plat Amended", thence along said
      right-of-way line South 45°45'27" West, 27.99 feet; thence leaving said
      right-of-way line North 44°14'33" West, 28.50 feet; thence parallel with
      the Northwest right-of-way line of said Cornwall Avenue South 45°45'27"
      West, 126.50 feet to the most Southerly corner point of "Parcel One" (as
      described in Exhibit B-1 hereto); and the True Point of
      Beginning;
      
      thence
      South 44°14'33" East, 5.00 feet; thence South 45°45'27 West, 5.00 feet;
      thence parallel with the Southwest line of said Parcel One, North
      44°14'33" West, 214.50 feet; thence parallel with the Northwest line of
      said Parcel One, North 45°45'27" East, 101.50 feet; thence at right
      angles, South 44°14'33" East, 5 feet; to a point on the Northwest line of
      said Parcel One; thence along said Northwest line South 45°45'27" West,
      96.50 feet to the Northwest corner point of said Parcel One; thence along
      the Southwest line of said Parcel One South 44°14'33" East, 204.50 feet to
      the Southwest corner of said Parcel One and the True Point of
      Beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.
      
      Parcel
      Five
      
      A
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded in Book 27, of Short Plats, Pages 29 & 30,
      records of Whatcom County and filed under Auditor's File No. 921027178,
      said portion being more particularly described as follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner of Lot 2, and the most Easterly corner of Lot 1, of said
      "ENSERCH/Georgia Pacific Short Plat Amended", and the True Point of
      Beginning;
      
      thence
      along the Southwesterly line of said Lot 2, North 44°16'53" West, 84.39
      feet to an interior corner point between said Lots 1 and 2; thence
      extending North 44°16'53" West, 179.61 feet; thence South 45°45'27" West,
      57.81 feet; thence South 44°14'33" East, 31.00 feet to the Northwest line
      of "Parcel One" (as described in Exhibit B-1 hereto); thence along
      said Northwest line North 45°45'27" East, 8.15 feet; thence South
      89°14'33" East, 30.90 feet; thence along the Northeast line of said Parcel
      One South 44°14'33" East, 157.65 feet; thence South 12°26'37" East, 29.42
      feet to a point on the Southeast line of said Parcel One; thence parallel
      to the Northwest right-of-way line of said Cornwall Avenue North 45°45'27"
      East, 15.50 feet; thence South 44°14'33" East, 28.50 feet to the Northwest
      right-of-way line of said Cornwall Avenue; thence along said right-of-way
      line North 45°45'27" East, 27.99 feet; to the True Point of
      Beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.
      
      Parcel
      Six
      
      A
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded in Book 27, of Short Plats, Pages 29 & 30,
      records of Whatcom County and filed under Auditor's File No. 921027178,
      said portion being more particularly described as follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner point of Lot 2, and the most Easterly corner point of Lot
      1, of said "ENSERCH/Georgia Pacific Short Plat Amended", thence along said
      right-of-way line South 45°45'27" West, 27.99 feet to the True Point of
      Beginning;
      
      thence
      leaving said right-of-way line North 44°14'33" West, 53.50 feet to a point
      on the Northeast line of "Parcel One" (as described in Exhibit B-1
      hereto); thence continuing along said Northeast line North 44°14'33" West,
      157.65 feet; thence North 89°14'33" West, 30.90 feet to a point on the
      Northwest line of said Parcel One; thence along said Northwest line South
      45°45'27" West, 8.15 feet; thence North 44°14'33" West, 5.00 feet; thence
      North 45°45'27" East, 40.00 feet; thence parallel with the Northeast line
      of said Parcel One extended South 44°14'33" East, 238.00 feet to a point
      on the Northwest right-of-way line of said Cornwall Avenue; thence along
      said right-of-way line South 45°45'27" West, 10.00 feet to the True point
      of beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.
      
      Parcel
      Seven
      
      That
      portion of Lot 1, "ENSERCH/Georgia Pacific Short Plat Amended", according
      to the map thereof recorded Book 27, of Short Plats, Pages 29 & 30,
      records of Whatcom County and filed under Auditor's File No. 921027178,
      EXCEPT that portion of Lot 1 being more particularly described as
      follows:
      
      Commencing
      at a brass disk, set in concrete, at the intersection of the center lines
      of Cornwall Avenue and Vacated Laurel Street; thence along the center line
      of said Cornwall Avenue South 45°45'27" West, 295.02 feet; thence at right
      angles North 44°14'33" West, 40.00 feet to a point on the Northwest
      right-of-way line of said Cornwall Avenue, said point being the most
      Southerly corner point of Lot 2, and the most Easterly corner point of Lot
      1, of said "ENSERCH/Georgia Pacific Short Plat Amended", thence along said
      right-of-way line South 45°45'27" West, 27.99 feet; thence leaving said
      right-of-way line North 44°14'33" West, 28.50 feet; thence parallel with
      said Cornwall Avenue right-of-way line South 45°45'27" West, 15.50 feet;
      to the True Point of Beginning;
      
      thence
      continuing parallel with said Cornwall Avenue right-of-way line South
      45°45'27" West, 111.00 feet; thence North 44°14'33" West, 204.50 feet;
      thence North 45°45'27" East, 104.65 feet; thence South 89°14'33" East,
      30.90 feet; thence South 44°14'33" East, 157.65 feet; thence South
      12°26'37" East, 29.42 feet to the True Point of Beginning.
      
      All
      in the City of Bellingham, Whatcom County, Washington.Deed
      From:
    EncogenDeed
      Records
      Auditors
      File No.
    N/A
      (Whatcom County Superior Court Cause No. 93-2-01358-9);
      condemnation
  
  **WHATCOM COUNTY**
  
 Section:
    20Township:
    40Range:
    3Description:
    That
      portion of the "ALLEY" situated in the South 1⁄2 of the Northeast 1⁄4 of
      Section 20, Township 40 North, Range 3 East of W.M., described as
      follows:
      
      Beginning
      on the westerly line of Lot 1, Block 1, "Hawley and Lawlence's Addition to
      Lynden, "Whatcom County" WA, as per the map thereof, recorded in Book 1 of
      Plats, Page 46, in the Auditor's Office of said County and State, at a
      point where the north line of the alley intersects said westerly line of
      said Lot 1; thence southwesterly along the said westerly line of said Lot
      1 to the intersection of the southerly line of said alley with the
      westerly line of said Lot 1; thence westerly along the southerly line of
      said alley to the northwesterly corner of a tract of land conveyed to
      Puget Sound Energy, Inc. (formerly known as Puget Sound Power & Light
      Company) by Deed recorded under Whatcom County Recording No. 1529480;
      thence northerly at right angles to Front Street to the north line of said
      alley; thence easterly to the point of beginning.
      
      (Commonly
      described as the portion of the alley north of the address 127 Front
      Street, Lynden, Washington)Deed
      From:
    Nellie
      BoumaDeed
      Records
      Auditors
      File No.
    2000802458
  
   **ARTICLE
ONE**
  **MISCELLANEOUS**
  **SECTION
1.01**
  This
Eightieth Supplemental Indenture is executed and shall be construed as an
indenture supplemental to the Indenture, and shall form a part thereof, and the
Indenture, as hereby supplemented and modified, is hereby confirmed. Except to
the extent inconsistent with the express terms hereof, all the provisions,
terms, covenants, and conditions of the Indenture shall be applicable to the
Bonds of the New Series to the same extent as if specifically set forth
herein.
  **SECTION
1.02**
  The
Trustee has accepted the amendment of the Indenture effected by this Eightieth
Supplemental Indenture and agrees to execute the trust created by the Indenture
as hereby amended, but only upon the terms and conditions set forth in the
Indenture, including the terms and provisions defining and limiting the
liabilities and responsibilities of the Trustee, and without limiting the
generality of the foregoing, the Trustee shall not be responsible in any manner
whatsoever for or with respect of any of the recitals or statements contained
herein, all of which recitals or statements are made solely by the Company, or
for or with respect to (a) the validity or sufficiency of this Eightieth
Supplemental Indenture or any of the terms or provisions hereof, (b) the
proper authorization hereof by the Company by corporate action or otherwise, and
(c) the due execution hereof by the Company.
  **SECTION
1.03**
  The
Company covenants that it is lawfully seized and possessed of all the trust
estate at the date of the execution of the Eightieth Supplemental Indenture
except as in the Indenture otherwise stated or permitted; that on said date the
trust estate is free and clear from all liens and encumbrances other than
permitted encumbrances, except as in the Indenture otherwise stated or
permitted; that the Company will warrant and forever defend the trust estate and
the title thereto to the Trustee against the claims of all persons whomsoever
except as in the Indenture otherwise stated or permitted; that it will maintain
and preserve the lien of the Indenture, as a first mortgage lien, except as in
the Indenture otherwise stated or permitted so long as any of the Bonds issued
under the Indenture are outstanding; and that it has good right and lawful
authority to subject said property to the lien of the Indenture, as provided in
and by the Indenture.
  **SECTION
1.04**
  This
Eightieth Supplemental Indenture may be executed in several counterparts, and
each of such counterparts shall for all purposes be deemed to be an original,
and all such counterparts, or as many of them as the Company and the Trustee
shall preserve undestroyed, shall together constitute but one and the same
instrument.
  **SECTION
1.05**
  Although
this Eightieth Supplemental Indenture is dated for convenience and for the
purpose of reference as of April 30, 2004, the actual date or dates of
execution by the Company and by the Trustee are as indicated by their respective
acknowledgments hereto annexed.
  
  
  
  
  [The
remainder of this page intentionally left blank]
  
   IN
WITNESS WHEREOF, Puget Sound Energy, Inc. has caused this Eightieth Supplemental
Indenture to be signed in its corporate name and behalf by its President or one
of its Vice Presidents or its Treasurer or Assistant Treasurer and its corporate
seal to be hereunto affixed and attested by its Secretary or one of its
Assistant Secretaries, all on April 30, 2004, but as of the day and year
first above written.
 
 PUGET
      SOUND ENERGY, INC.By: 
      /s/
      James W. EldredgeJames
      W. Eldredge
      Vice
      President Corporate Secretary,
      Controller,
      and Chief Accounting OfficerAttest:/s/
      Michael J. Stranik
      Michael
      J. Stranik
      Assistant
      Corporate Secretary
      and
      Assistant Controller
 
 
 
 
  
    
  
  STATE OF
      WASHINGTON
    ))ss:COUNTY OF KING
    )
  On this
*30th* day of *April*, 2004, before me, a Notary
Public in and for the State of Washington, duly commissioned and sworn,
personally appeared James W. Eldredge, to me known to be the Vice President
Corporate Secretary, Controller, and Chief Accounting Officer of Puget Sound
Energy, Inc., a Washington corporation, the corporation named in and which
executed the foregoing instrument; and they acknowledged to me that they signed
the same as the free and voluntary act and deed of said corporation for the uses
and purposes therein mentioned, being authorized so to do.
  WITNESS
my hand and official seal the day and year in this certificate above
written.
  /s/
      Carol A. NelsonNotary
      Name: *Carol A. Nelson*Notary
      Public in and for the State of
      *Washington*,
      residing at *Redmond, Washington*My
      Commission expires*7-20-05*
 
 
   
   STATE OF
      WASHINGTON
    ))ss:COUNTY OF KING
    ) On this
*30th* day of *April*, 2004, before me, a Notary
Public in and for the State of Washington, duly commissioned and sworn,
personally appeared Michael J. Stanik, to me known to be the Assistant Corporate
Secretary and Assistant Controller of Puget Sound Energy, Inc., a Washington
corporation, the corporation named in and which executed the foregoing
instrument; and they acknowledged to me that they signed the same as the free
and voluntary act and deed of said corporation for the uses and purposes therein
mentioned, being authorized so to do.
  WITNESS
my hand and official seal the day and year in this certificate above
written.
 
 /s/
      Carol A. NelsonNotary
      Name: *Carol A. Nelson*Notary
      Public in and for the State of
      *Washington*,
      residing at *Redmond, Washington*My
      Commission expires*7-20-05*