Exhibit 10.4

      

    


     

    GROUND
      LEASE AGREEMENT

     

     

    THIS
      LEASE AGREEMENT (“Lease”)
      is effective as of the 4th
      day of
      Jan., 2006 (the “Effective Date”), by and between Pilgrim’s Pride Corporation
      (“Lessor”) and Pat Pilgrim d/b/a Pat Pilgrim Farms (“Lessee”).

     

     

    WHEREAS,
      Lessor
      is the record title owner of certain tracts of unimproved land in an aggregate
      of one-thousand six-hundred seventy nine and one-half (1,679.5) acres situated
      within the counties of Upshur, Titus and Camp in the State of Texas (as amended
      by Exhibit C
      attached
      below). Such tracts of land shall collectively be referred to as the “Property”
hereinafter.

     

     

    WHEREAS,
      Lessor
      desires to lease the Property to Lessee, and Lessee desires to lease the
      Property from Lessor to improve the Property as Lessee requires, perform
      services for Lessor and to develop the Property in accordance with the terms
      of
      this Lease.

     

     

    NOW,
      THEREFORE,
      in
      consideration of the covenants, conditions and agreements contained in this
      Lease, Lessor and Lessee agree to the following terms and
      conditions:

     

     

    1.
      RENT. Rent to be paid by Lessor shall be as described
      below.

     

     

    2.
      LEASED PREMISES. Lessor
      leases to Lessee and Lessee leases from Lessor for the Lease Term (as defined
      hereafter), in consideration for payment of the rent, and upon the terms,
      conditions and provisions set forth herein the Property, improvements thereon,
      if any (the “Improvements”). The Property and the Improvements are referred to
      herein collectively as the “Premises, as further described in Exhibits
A
      and
B
      and as
      amended in the attached Exhibit C
      attached
      hereto and incorporated herein by reference.

     

     

    Lessee
      has inspected the Premises and accepts its present (as-is) condition unless
      expressly noted otherwise in this Lease. Neither Lessor nor any agent has made
      any express or implied warranties as to the condition of the Premises. Lessee
      must satisfy itself that the Premises are physically suitable to be used as
      Lessee intends by independently investigating all such matters related to the
      use of the Premises. Lessee agrees that it is not relying on any warranty or
      representation made by Lessor, Lessor’s agent or any broker concerning the
      suitability of the Premises for the Lessee’s use.

     

     

    Lessor
      shall deliver possession of the Premises as of the Effective Date
      hereof.

     

    3.
      TERM. 

    


    3.1
      Lease
      Term.
      The term
      of this Lease (the “Lease Term”) shall be for one (1) year, commencing on
      January 1, 2006, and ending on December 31, 2006 (“Lease Expiration Date”),
      unless sooner terminated pursuant to any term or provision hereof.


     

    3.2
      Options.
      Lessee
      shall have an option to extend the Lease Term for two additional terms of one
      (1) year each (each an “Extended Term”). Each such option shall be exercised no
      later than ninety (90) days prior to the last day of the Lease Term or Extended
      Term by written notice to Lessor. Rent for each Extended Term shall be in an
      amount as mutually agreed upon by the parties in writing at the commencement
      of
      each Extended Term. All other terms and conditions of this Lease shall remain
      in
      full force and effect during any Extended Term. 

     

     

    3.3
      Definition.
      As used
      in this Lease, the word “Option” or “Options” has the following meaning: any
      right or option to extend the term of this Lease. 

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

     

     

    3.4
      Option(s)
      Personal.
      Each
      Option granted to Lessee in this Lease is personal to Lessee and may not be
      exercised or be assigned, voluntarily or involuntarily, by or to any person
      or
      entity other than Lessee; provided that, Lessee may freely assign, without
      Lessor’s consent, any Option to any Affiliate (as defined below) of Lessee.
“Affiliate”
means,
      with respect to any individual, partnership, limited liability company,
      association, corporation or other entity (each, a “Person”),
      any
      Person that controls, is controlled by or is under common control with such
      Person, together with any of its and their respective members, partners,
      venturers, directors, officers, stockholders, agents, employees and spouses.
      A
      Person shall be presumed to have control when it possesses the power, directly
      or indirectly, to direct, or cause the direction of, the management or policies
      of another Person, whether through ownership of voting securities, by contract,
      or otherwise.

     

     

    3.5
      Multiple
      Options. If
      Lessee
      has any multiple options to extend or renew this Lease, a later Option cannot
      be
      exercised unless the prior Option to extend or renew this Lease has been so
      exercised. 

     

     

    3.6
      Effect
      of Default on Options.
      Lessee
      shall have no right to exercise an Option, notwithstanding any provision in
      the
      grant of Option to the contrary, (i) during the time commencing from the date
      Lessor gives to Lessee a notice of default pursuant to this Lease and continuing
      until the default alleged in said notice of default is cured, or (ii) during
      the
      period of time commencing on the day after a monetary obligation to Lessor
      is
      due from Lessee and unpaid (without any necessity for notice thereof to Lessee)
      continuing until the obligation is paid, or (iii) at any time after an event
      of
      default described in this Lease (without any necessity of Lessor to give notice
      of such default to Lessee) until such event of default is cured, or (iv) in
      the
      event that Lessor has given to Lessee three or more notices of default under
      this Lease, where a late charge has become payable under this Lease for each
      of
      such defaults, whether or not the defaults are cured, during the twelve
      (12)-month period prior to the time that Lessee intends to exercise such Option.
      

     

     

    3.7
      Delay
      in Possession.
      Notwithstanding said Lease Commencement Date, if for any reason Lessor cannot
      deliver possession of the Premises to Lessee on said date, Lessor shall not
      be
      subject to any liability therefor, nor shall such failure affect the validity
      of
      this Lease or the obligations of Lessee hereunder or extend the term hereof,
      but
      in such case, Lessee shall not be obligated to pay rent until possession of
      the
      Premises is tendered to Lessee; provided further, however, that if Lessor shall
      not have delivered possession of the Premises within one hundred twenty (120)
      days from the Lease Commencement Date, Lessee may, at Lessee's option, by notice
      in writing to Lessor within ten (10) days thereafter, cancel this Lease, in
      which event the parties shall be discharged from all obligations hereunder
      and
      neither party hereto shall have any duty, obligation, responsibility or
      liability to the other hereunder; provided, however, that if such written notice
      of Lessee is not received by Lessor within said ten (10) day period, Lessee's
      right to cancel this Lease hereunder shall terminate and be of no further force
      or effect. 

     

     

    3.8
      Early
      Possession.
      If
      Lessee occupies the Premises prior to said Lease Commencement Date, such
      occupancy shall be subject to all provisions hereof, such occupancy shall not
      advance the termination date, and Lessee shall pay rent for such period at
      the
      initial monthly rates set forth below. 

     

     

    4.
      RENT. 

     

     

    4.1 Rent.
      Subject
      to adjustment, if any, Lessee agrees to pay to Lessor, without offset or
      reduction, payment for the Premises, rent (“Rent”) at the initial rate of $13.00
      per acre for a total annual aggregate Rent of $21,833.50. Such Rent shall be
      required to be paid by Lessee to Lessor in full on or before January 6, 2006.
      In
      the event of an increase in Rent for any Extended Term, Lessee shall be required
      to pay said increased Rent in full on or before the last day of the then
      existing Lease Term.

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

        

    4.2 Late
      Payments.
      In the
      event Lessor fails to receive any Rent payment within ten (10) days after the
      date the same is due, a late payment equal to ten percent (10%) of the annual
      Rent due to Lessor shall be charged to Lessee

     

     

    4.3 Additional
      Consideration.
      In
      addition to the payment of Rent, as part of the consideration for this Lease
      as
      an additional rent, Lessee covenants and agrees to bear, pay and promptly
      discharge as they become due and before delinquency all taxes (other than real
      estate property taxes, which shall borne by Lessor), charges, license fees,
      or
      similar extraordinary charges due and payable because of Lessee’s leasehold
      interest in the Premises. Lessee has the right in good faith to contest such
      taxes, assessments, license fees or charges and is obligated to pay such
      contested amount during the contest, plus any penalties and interest imposed
      if
      and when the amount is finally determined to be due.

     

     

    5.
      NOTICES. 

     

     

    All
      notices or correspondence provided for herein shall be effective only if made
      in
      writing, personally delivered with an executed acknowledgment of receipt or
      deposited in the United States mail, certified, postage prepaid, and addressed
      as follows: 

     

    To
      Lessor: 

    


    Pilgrim’s
      Pride Corporation 

    4845
      Highway 271 North

    Pittsburg,
      TX 75686

    Attention:
      Risk Management

    


    To
      Lessee:

    


    Pat
      Pilgrim

    1535
      Loop
      179

    Pittsburg,
      TX 75686

    


     

    Any
      notice shall be deemed delivered five (5) days after notice is mailed or, if
      personally delivered, when acknowledgment of receipt is signed, as provided
      above. By written notice to the other, either party may change its own mailing
      address. 

     

     

    6.
      SALE OF THE PREMISES

     

    6.1
      Notice
      by Lessor of Proposed Sale.
      If
      Lessor desires to sell, transfer, assign, or convey any of the Premises (each,
      a
“Transfer”),
      Lessor shall deliver to Lessee notice of its desire to complete such Transfer
      no
      less than ninety (90) days prior to the intended sale date. At such time, Lessor
      will notify Lessee whether such Transfer will also result in an early lease
      termination date, which may be exercised in its sole discretion or the
      assumption of the Lease by the new owner. In the event the Lease is to be
      terminated at Transfer, Lessor will refund to Lessee the prorata portion of
      the
      Rent for the remainder of the Lease Term and any and all Options for such
      Premises will be cancelled. 

    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    7.
      USE. 

     

    7.1
      Use.
      The
      Premises shall be used and occupied solely and exclusively for Lessee for
      agricultural purposes to grow and harvest any commodities or crops or hay as
      determined by Lessee, or such other use which, in Lessor's sole opinion and
      discretion, is reasonably comparable approved in writing in advance by Lessor
      and for no other purpose. 

     

    7.2
      Compliance
      with Law. 

     

    
      	a.  	
              Lessee
                agrees that it will at all times abide by all applicable laws and
                rules of
                the Environmental Protection Agency, the Texas (or other applicable
                state)
                Commission on Environmental Quality, the Texas (or other applicable
                state)
                Department of Agriculture and any other public agency concerning
                the
                Premises and its use, storage, and disposal of hazardous chemicals,
                fuel
                and/or oil. Lessee further agrees to abide by the manufacturer’s direction
                in regards to its use, storage and disposal of all pesticides, herbicides
                and other chemicals (if such chemicals are being stored on the
                Premises).

            


    

     

    
      	b.  	
              Should
                Lessee fail to keep the Premises clean and free of hazards, Lessor
                may,
                after thirty (30) days written notice, arrange for the clean up of
                the
                littered or hazardous area. Such clean up shall be charged to Lessee
                and
                shall be due and payable within ten (10) days of receipt of Lessor’s
                notice. Lessee shall not use nor permit the use of the Premises in
                any
                manner that will tend to create waste or a nuisance.
                

            


    

     

     

    7.3
      Condition
      of Premises.

     

    
      	a.  	
              Lessor
                shall deliver the Premises to Lessee clean and free of debris (“Broom
                Clean”) on the Effective Date. Lessee shall notify Lessor within thirty
                (30) days of the Effective Date of any issues or items of non-compliance
                related to this matter and failure to do so will be Lessee’s
                acknowledgement that Lessor has effectively complied with this section
                and
                that such Premises are clean and free of debris.
                

            


    

    


     

    
      	b.  	
              Except
                as otherwise provided in this Lease, Lessee hereby accepts the Premises
                in
                the “as is” condition existing on the Lease Commencement Date, subject to
                all applicable zoning, municipal, county and state laws, ordinances
                and
                regulations governing and regulating the use of the Premises, and
                any
                covenants or restrictions of record, and accepts this Lease subject
                thereto and to all matters disclosed thereby and by any exhibits
                attached
                hereto. 

            


    

     

    8.
      ALTERATIONS AND ADDITIONS. 

     

     

    
      	a.  	
              Lessee
                shall not, without Lessor's prior written consent, make any alterations,
                improvements, additions, or Utility Installations (as defined hereafter)
                in, on or about the Premises, except for nonstructural alterations
                not
                exceeding $50,000.00 in cumulative costs during the Lease Term and
                any
                Extended Term(s). In any event, whether or not in excess of $50,000.00
                in
                cumulative cost, Lessee shall make no change or alteration to the
                exterior
                of the building(s) comprising the Improvements without Lessor's prior
                written consent. As used in this paragraph, the term “Utility
                Installation” shall mean air lines, power panels, electrical distribution
                systems, lighting fixtures, space heaters, air conditioning, plumbing,
                and
                fencing. Lessor may require that Lessee remove any or all of said
                alterations, improvements, additions or Utility Installations at
                the
                expiration of the Lease Term or any Extended Term(s), and restore
                the
                Premises to their prior condition. Should Lessee make any alterations,
                improvements, additions or Utility Installations without the prior
                written
                approval of Lessor, Lessor may require that Lessee remove any or
                all of
                the same. 

            


    

     

    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    

     

    
      	b.  	
              Any
                alterations, improvements, additions or Utility Installations in,
                on, or
                about the Premises that Lessee shall desire to make and which requires
                the
                consent of the Lessor shall be presented to Lessor in written form,
                with
                proposed detailed plans and specifications. If Lessor shall give
                its
                written consent, the consent shall be deemed conditioned upon Lessee
                acquiring all applicable permits to do so from appropriate governmental
                agencies, the furnishing of a copy thereof to Lessor prior to the
                commencement of the work and the compliance by Lessee of all conditions
                of
                said permit in a prompt and expeditious manner.


            


    

     

     

    
      	c.  	
              Lessee
                shall pay, when due, all claims for labor or materials furnished
                or
                alleged to have been furnished to or for Lessee at or for use in
                the
                Premises, which claims are or may be secured by any mechanics' or
                materialmen's liens against the Premises or any interest therein.
                Lessee
                shall give Lessor not less than ten (10) days' notice prior to the
                commencement of any work in the Premises, and Lessor shall have the
                right
                to post notices of nonresponsibility in or on the Premises as provided
                by
                law. If Lessee shall, in good faith, contest the validity of any
                such
                lien, claim or demand, then Lessee shall, at its sole expense defend
                itself and Lessor against the same and shall pay and satisfy any
                such
                adverse judgment that may be rendered thereon before the enforcement
                thereof against the Lessor or the Premises, upon the condition that
                if
                Lessor shall require, Lessee shall furnish to Lessor a surety bond
                satisfactory to Lessor in an amount equal to such contested lien
                claim or
                demand indemnifying Lessor against liability for the same and holding
                the
                Premises free from the effect of such lien or claim. In addition,
                Lessor
                may require Lessee to pay Lessor's reasonable attorneys' fees and
                costs in
                participating in such action if Lessor shall decide it is in its
                best
                interest to do so. 

            


    

     

     

    
      	d.  	
              Unless
                Lessor requires their removal, as set forth in Paragraph 8.a. of
                this
                Lease, all alterations, improvements, additions and Utility Installations
                (whether or not such Utility Installations constitute trade fixtures
                of
                Lessee), which may be made on the Premises, shall become the property
                of
                Lessor and remain upon and be surrendered with the Premises at the
                expiration of the term. Notwithstanding the provisions of this paragraph,
                Lessee's machinery and equipment, other than that which is affixed
                to the
                Premises so that it can be removed without material damage to the
                Premises, shall remain the property of Lessee and may be removed
                by Lessee
                subject to the provisions of Paragraph 8.a. of this Lease.
                

            


    

     

     

    9.
      INDEMNIFICATION 

     

    9.1
      Lessor's
      Obligation. Lessor
      shall indemnify, defend and hold Lessee (and anyone claiming under Lessee),
      harmless from and against any loss, damage, claim, liability, and cost
      (including reasonable attorneys’ fees and disbursements) arising from
      (a) any default, breach or violation by Lessor under this Lease,
      (b)  any negligent or other tortious act or omission of Lessor, its
      employees or agents with respect to the Premises, or (c) any conditions or
      contamination existing prior to the Effective Date at, on or emanating from
      or
      onto the Premises. If Lessee recovers from the insurance carried pursuant to
      this Lease, Lessor is hereby released from this indemnification with respect
      to
      such party to the extent of such proceeds.
      

     

    9.2
      Lessee's
      Obligation.
      In
      addition to the indemnification requirements as set forth below in Section
      34,
Lessee
      shall indemnify, defend and hold Lessor, its Affiliates, and their respective
      members, partners, venturers, directors, officers, stockholders, agents,
      employees, spouses, legal representatives, successors and assigns (collectively,
      “Lessor
      Affiliates”),
      harmless from and against any loss, damage, claim, liability, and cost
      (including reasonable attorneys’ fees and disbursements) arising from
      (a) any default, breach or violation by Lessee under this Lease, or
      (b) any negligent or other tortious act or omissions of Lessee, its
      employees or agents with respect to the Premises. 

     

    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

    

     

    10.
      INSURANCE REQUIREMENTS. 

     

    10.1
      The
      Parties agree to maintain in effect insurance coverage with reputable insurance
      companies covering worker’s compensation and employer liability (or other
      reasonable equivalent such as excess employer’s indemnity insurance or worker’s
      compensation) excess insurance, auto liability, commercial general liability,
      including product liability / completed operations, all with such limits as
      are
      sufficient to protect each other from the liabilities insured against by such
      coverage. Each Party’s insurance described herein shall be primary and not
      contributory with the other Party’s insurance with respect to obligations
      resulting from the negligence of each other.

    


    Lessee
      shall have the following minimum requirements on their Certificate of
      Insurance.

    


    General
      Liability

    General
      Aggregate     $2,000,000

     

    Products/Completed
      Operations   $1,000,000

    and/or
      Professional Liability    $1,000,000
      (if applicable)

    Each
      Occurrence     $1,000,000

     

    


     

     

    Automobile
      Liability

     

    Combined
      Single Limit    $1,000,000

    


    Workers
      Compensation    Statutory

    Employers’
      Liability  

    Each
      Accident     $100,000

     

    Policy
      Limit      $500,000

    Each
      Employee     $100,000

    


    


    Pilgrim's
      Pride Corporation is to be listed as Additional
      Insured on General
      Liability and Auto policies.
      A
30-day
      notice of cancellation
      is also
      required. Pilgrim's Pride Corporation reserves the right to modify these
      requirements as deemed necessary for the risk presented to Pilgrim's Pride
      Corporation. 

    


    The
      certificate holder address should read as follows:

    Pilgrim's
      Pride Corporation

    Attn:
      Risk Management

    4845
      Highway 271 North

    Pittsburg,
      TX 75686

     

    10.2.
      Lessee shall also be required to maintain Property, Fire and Extended Coverage
      Insurance in an amount equal to one hundred percent (100%) of the full
      replacement value of the Improvements and in an amount sufficient to reimburse
      Lessee for all of its equipment, trade fixtures, inventory, fixtures and other
      personal property located on or in the Premises including leasehold improvements
      hereinafter constructed or installed.

    
      
        
        

      

      
        6

        
          

        

      

      
        
        

      

    

     

    10.3
      Exemption
      of Lessor from Liability.
      Unless
      caused by the gross negligence of Lessor, Lessee hereby agrees that Lessor
      shall
      not be liable for injury to Lessee's business or any loss of income or profit
      therefrom or for damage to the goods, wares, merchandise or other property
      of
      Lessee, Lessee's employees, invitees, customers, or any other person in or
      about
      the Premises, nor shall Lessor be liable for injury to the person of Lessee,
      Lessee's employees, agents or contractors, as a result of any condition of
      the
      Premises or the Building, whether such damage or injury is caused by or results
      from fire, steam, electricity, gas, water or rain, or from the breakage,
      leakage, obstruction or other defects of pipes, sprinklers, wires, appliances,
      plumbing, air conditioning or lighting fixtures, or from any other cause in
      or
      about the Premises, whether the said damage or injury results from conditions
      arising in the Premises or in other portions of the building of which the
      Premises are a part, or from other sources or places and regardless of whether
      the cause of such damage or injury or the means of repairing the same is
      inaccessible to Lessee. 

     

     

    11.
      DAMAGE OR DESTRUCTION. 

     

     

    11.1
      Total
      Destruction.
      If at
      any time during the term of this Lease there is damage, whether or not an
      insured loss, (including destruction required by any authorized public
      authority), which totally destroys the Premises, or renders the Premises unfit
      for the purposes set forth herein, this Lease shall automatically terminate
      as
      of the date of such total destruction; provided, that, Lessee shall have the
      right within ten (10) days after the receipt of such notice to give written
      notice to Lessor of Lessee's intention to repair such damage at Lessee's
      expense, without reimbursement from Lessor, in which event this Lease shall
      continue in full force and effect, and Lessee shall proceed to make such repairs
      as soon as reasonably possible. If Lessee does not give such notice within
      such
      ten (10) day period this Lease shall be canceled and terminated as of the date
      of the occurrence of such damage.

     

     

    11.2
      Termination,
      Advance Payments.
      Upon
      termination of this Lease pursuant to this paragraph, an equitable adjustment
      shall be made concerning advance rent and any advance payments made by Lessee
      to
      Lessor. Lessor shall, in addition, return to Lessee so much of Lessee's security
      deposit as has not theretofore been applied by Lessor. 

     

     

    11.3
      Waiver.
      Lessee
      waives the provisions of any statutes which relate to termination of leases
      when
      leased property is destroyed and agree that such event shall be governed by
      the
      terms of this Lease. 

     

     

    12.
      TAXES. 

     

    12.1
      Real
      Property Taxes.
      Lessor
      shall pay prior to delinquency all taxes assessed against and levied upon the
      Premises; however, with respect to any Property added or Improvements made
      by
      Lessee to such Premises after the Effective Date, Lessee alone shall pay such
      tax. If the right is given to pay any of the taxes, assessments or other
      impositions which Lessee is herein obligated to pay either in one sum or in
      installments, Lessee shall pay such accounts in one payment prior to
      delinquency. In
      no
      event, however, shall Lessee be required to pay any franchise, income,
      inheritance, estate, succession, and transfer or gift taxes imposed upon Lessor,
      or its successors or assigns.

     

    12.2
      Personal
      Property Taxes.
      Lessee
      shall pay prior to delinquency all taxes assessed against and levied upon trade
      fixtures, furnishings, equipment and all other personal property of Lessee
      contained in the Premises or elsewhere. Lessee shall cause said trade fixtures,
      furnishings, equipment and all other personal property to be assessed and billed
      separately from the real property of Lessor. 

    
      
        
        

      

      
        7

        
          

        

      

      
        
        

      

    

     

    13.
      SERVICES,
      UTILITIES.
      Services and utilities shall be furnished and the cost borne by Lessee. If
      any
      such services are not separately metered to Lessee, Lessee shall pay a
      reasonable proportion to be determined by Lessor of all charges jointly metered
      with other premises. In the event of failure by Lessor to furnish, in a
      satisfactory manner, any of the services and utilities to the Premises for
      which
      Lessor is responsible, if any, Lessee may furnish the same if Lessor has not
      undertaken to correct such failure within five (5) days after written notice,
      and, in addition to any other remedy Lessee may have, may deduct the amount
      thereof, from Monthly Rent. 

     

     

    14.
      MORTGAGING THE LEASEHOLD ESTATE, ASSIGNMENT AND SUBLETTING. 

     

    141
      Limitations
      of Mortgages.
      Lessee
      shall have no right to mortgage his leasehold estate and his interest in the
      Premises by mortgage or deed of trust. No mortgagee or trustee can acquire
      any
      rights in the Premises except as granted to Mortgagor by the Lessor.


    


    14.2
      Assignment
      and Subletting. Lessee
      shall not voluntarily or by operation of law assign, transfer, mortgage, sublet,
      or otherwise transfer or encumber all or any part of Lessee's interest in this
      Lease or in the Premises, without Lessor's prior written consent, which consent
      may be withheld, delayed or conditioned, in Lessor’s sole determination. Lessor
      shall respond to Lessee's request for consent hereunder in a timely manner
      and
      any attempted assignment, transfer, mortgage, encumbrance or subletting without
      such consent shall be void, and shall constitute a breach of this Lease.


     

    14.3
      No
      Release of Lessee.
      Regardless of Lessor's consent, no subletting or assignment shall release Lessee
      of Lessee's obligation or alter the primary liability of Lessee to pay the
      Rent
      and to perform all other obligations to be performed by Lessee hereunder. The
      acceptance of Rent by Lessor from any other person shall not be deemed to be
      a
      waiver by Lessor of any provision hereof. Consent to one assignment or
      subletting shall not be deemed consent to any subsequent assignment or
      subletting. In the event of default by any assignee of Lessee or any successor
      of Lessee, in the performance of any of the terms hereof, Lessor may proceed
      directly against Lessee without the necessity of exhausting remedies against
      such assignee. Lessor may consent to subsequent assignments or subletting of
      this Lease with assignees of Lessee, without notifying Lessee, or any successor
      of Lessee, and without obtaining its or their consent thereto and such action
      shall not relieve Lessee of liability under this Lease. Lessor may not consent
      to subsequent amendments or modifications to this Lease without the prior
      written consent of Lessee, which consents shall not be unreasonably withheld,
      delayed or conditioned.

     

     

    15.
      DEFAULTS; REMEDIES. 

     

    15.1
      Defaults
      by Lessee.
      The
      occurrence of any one or more of the following events shall constitute a
      material default and breach of this Lease by Lessee: 

     

    
      	a.  	
              The
                vacating or abandonment of the Premises by Lessee.
                

            


    

     

     

    
      	b.  	
              The
                failure by Lessee to make any payment of Rent as set forth
                herein

            


    

     

     

    
      	c.  	
              The
                failure by Lessee to observe or perform any of the covenants, conditions
                or provisions of this Lease to be observed or performed by Lessee,
                other
                than described in paragraph (b) above, where such failure shall continue
                for a period of thirty (30) days after written notice thereof from
                Lessor
                to Lessee; provided, however, that if the nature of Lessee's default
                is
                such that more than thirty (30) days are reasonably required for
                its cure,
                then Lessee shall not be deemed to be in default if Lessee commenced
                such
                cure within said 30-day period and thereafter diligently prosecutes
                such
                cure to completion. 

            


    

     

    
      
        
        

      

      
        8

        
          

        

      

      
        
        

      

    

     

    
      	d.  	
              The
                making by Lessee of (i) any general arrangement or assignment for
                the
                benefit of creditors; (ii) Lessee becomes a “debtor” as defined in 11
                U.S.C. 101 or any successor statute thereto (unless, in the case
                of a
                petition filed against Lessee, the same is dismissed within sixty
                (60)
                days); (iii) the appointment of a trustee or receiver to take possession
                of substantially all of Lessee's assets located at the Premises or
                of
                Lessee's interest in this Lease, where possession is not restored
                to
                Lessee within thirty (30) days; or (iv) the attachment, execution
                or other
                judicial seizure of substantially all of Lessee's assets located
                at the
                Premises or of Lessee's interest in this Lease, where such seizure
                is not
                discharged within thirty (30) days. Provided, however, in the event
                that
                any provision of this paragraph is contrary to any applicable law,
                such
                provision shall be of no force or effect.


            


    

     

     

    
      	e.  	
              The
                discovery by Lessor that any financial statement given to Lessor
                by
                Lessee, any assignee of Lessee, any sub Lessee of Lessee, any successor
                in
                interest of Lessee or any guarantor of Lessee's obligation hereunder,
                and
                any of them, was materially false. 

            


    

     

     

    15.2
      Remedies.
      In the
      event of any such material default or breach by Lessee, Lessor may at any time
      thereafter, with or without notice or demand and without limiting Lessor in
      the
      exercise of any right or remedy which Lessor may have by reason of such default
      or breach; 

     

     

    
      	a.  	
              Terminate
                Lessee's right to possession of the Premises by any lawful means,
                in which
                case this Lease shall terminate and Lessee shall immediately surrender
                possession of the Premises to Lessor. In such event Lessor shall
                be
                entitled to recover from Lessee all damages incurred by Lessor by
                reason
                of Lessee's default including, but not limited to, the cost of recovering
                possession of the Premises; expenses of reletting, including necessary
                renovation and alteration of the Premises, and reasonable attorneys'
                fees;
                the worth at the time of award by the court having jurisdiction thereof
                of
                the amount by which the unpaid rent for the balance of the term after
                the
                time of such award exceeds the amount of such rental loss for the
                same
                period that Lessee proves could be reasonably avoided.
                

            


    

     

     

    
      	b.  	
              Maintain
                Lessee's right to possession in which case this Lease shall continue
                in
                effect whether or not Lessee shall have abandoned the Premises. In
                such
                event Lessor shall be entitled to enforce all of Lessor's rights
                and
                remedies under this Lease, including the right to recover the rent
                as it
                becomes due hereunder. 

            


    

     

     

    
      	c.  	
              Pursue
                any other right or remedy now or hereafter available to Lessor under
                the
                laws or judicial decisions of the State of Texas. Unpaid installments
                of
                Monthly Rent and other unpaid monetary obligations of Lessee under
                the
                terms of this Lease shall bear interest from the date due at the
                maximum
                rate then allowable by law. 

            


    

     

     

    15.3
      Default
      by Lessor.
      Lessor
      shall not be in default unless Lessor fails to perform obligations required
      of
      Lessor within a reasonable time, but in no event later than thirty (30) days
      after written notice by Lessee to Lessor and to the holder of any first mortgage
      or deed of trust covering the Premises whose name and address shall have
      theretofore been furnished to Lessee in writing, specifying wherein Lessor
      has
      failed to perform such obligation; provided, however, that if the nature of
      Lessor's obligation is such that more than thirty (30) days are required for
      performance then Lessor shall not be in default if Lessor commences performance
      within such 30-day period and thereafter diligently prosecutes the same to
      completion. 

    
      
        
        

      

      
        9

        
          

        

      

      
        
        

      

    

     

     

    16.
      CONDEMNATION.
      If the
      Premises or any portion thereof are taken under the power of eminent domain,
      or
      sold under the threat of the exercise of said power (all of which are herein
      called “condemnation”), this Lease shall terminate as to the part so taken as of
      the date the condemning authority takes title or possession, whichever first
      occurs. If a portion of the land area of the Premises or the building of the
      Premises is taken by condemnation, and such taking renders the Premises
      substantially or entirely unfit for use as set forth herein, in Lessee’s
      reasonable discretion, Lessee may, at Lessee's option, to be exercised in
      writing only within ten (10) days after Lessor shall have given Lessee written
      notice of such taking (or in the absence of such notice, within ten (10) days
      after the condemning authority shall have taken possession) terminate this
      Lease
      as of the date the condemning authority takes such possession. If Lessee does
      not terminate this Lease in accordance with the foregoing, this Lease shall
      remain in full force and effect as to the portion of the Premises remaining,
      except that the rent shall be reduced in the proportion that the floor area
      of
      the building taken bears to the total floor area of the building situated on
      the
      Premises. No reduction of rent shall occur if the only area taken is that which
      does not have a building located thereon. Any award for the taking of all or
      any
      part of the Premises under the power of eminent domain or any payment made
      under
      threat of the exercise of such power shall be the property of Lessor, whether
      such award shall be made as compensation for diminution in value of the
      leasehold or for the taking of the fee, or as severance damages; provided,
      however, that Lessee shall be entitled to any award for loss of or damage to
      Lessee's trade fixtures and removable personal property. If this Lease is not
      terminated by reason of such condemnation, Lessor shall to the extent of
      severance damages received by Lessor in connection with such condemnation,
      repair any damage to the Premises caused by such condemnation except to the
      extent that Lessee has been reimbursed therefor by the condemning authority.
      Lessee shall pay any amount in excess of such severance damages required to
      complete such repair. 

     

     

    17.
      BROKER'S FEE.
      Lessor
      and Lessee represent and warrant that they have not engaged any broker, finder
      or other person who would be entitled to any commission or fees in respect
      of
      the negotiation, execution or delivery of this lease, and Lessor and Lessee
      shall indemnify and hold harmless the other party against any loss, cost,
      liability or expense incurred by either of them as a result of any claim
      asserted by any such broker, finder or other person on the basis of any
      arrangements or agreements made or alleged to have been made by or on behalf
      of
      such party. 

     

     

    18.
      ESTOPPEL CERTIFICATE. 

     

     

    
      	a.  	
              Lessee
                and Lessor shall at any time and from time to time upon not less
                than ten
                (10) days' prior written notice from the other party, execute, acknowledge
                and deliver to the requesting party a statement written on Lessor's
                estoppel certificate form reasonably acceptable to Lessor and Lessee
                (i)
                certifying that this Lease is unmodified and in full force and effect
                (or,
                if modified, stating the nature of such modification and certifying
                that
                this Lease, as so modified, is in full force and effect) and the
                date to
                which the rent and other charges are paid in advance, if any, and
                (ii)
                acknowledging that there are not, to the knowledge of the party being
                requested to deliver the statement, any uncured defaults on the part
                of
                requesting party, or specifying such defaults if any are claimed.
                Any such
                statement may be conclusively relied upon by any prospective purchaser
                or
                encumbrancer of the Premises, or any prospective assignee or sub
                Lessee.
                

            


    

     

     

    
      	b.  	
              If
                Lessor desires to finance, refinance, or sell the Premises, or any
                part
                thereof, Lessee hereby agrees to deliver to any lender or purchaser
                designated by Lessor such financial statements of Lessee as may be
                reasonably required by such lender or purchaser. Such statements
                shall
                include the past three (3) years' financial statements of Lessee.
                All such
                financial statements shall be received by Lessor and such lender
                or
                purchaser in confidence and shall be used only for the purposes herein
                set
                forth. 

            


    

     

    
      
        
        

      

      
        10

        
          

        

      

      
        
        

      

    

     

    19.
      SEVERABILITY.
      The
      invalidity of any provision of this Lease as determined by a court of competent
      jurisdiction, shall in no way affect the validity of any other provision hereof.
      

     

     

    20.
      INTEREST ON PAST-DUE OBLIGATIONS.
      Except
      as expressly herein provided, any amount due to Lessor not paid when due shall
      bear interest at the maximum rate then allowable by law from the date due.
      Payment of such interest shall not excuse or cure any default by Lessee under
      this Lease, provided, however, that interest shall not be payable on late
      charges incurred by Lessee nor on any amounts upon which late charges are paid
      by Lessee. 

     

     

    21.
      TIME OF ESSENCE.
      Time is
      of the essence with regard to each and every term of this Lease.


     

     

    22.
      WAIVERS.
      No
      waiver by Lessor or any provision hereof shall be deemed a waiver of any other
      provision hereof or of any subsequent breach by Lessee of the same or any other
      provision. Lessor's consent to, or approval of, any act shall not be deemed
      to
      render unnecessary the obtaining of Lessor's consent to or approval of any
      subsequent act by Lessee. The acceptance of rent hereunder by Lessor shall
      not
      be a waiver of any preceding breach by Lessee of any provision hereof, other
      than the failure of Lessee to pay the particular rent so accepted, regardless
      of
      Lessor's knowledge of such preceding breach at the time of acceptance of such
      rent. 

     

     

    23.
      HOLDING OVER. If
      Lessee, with Lessor's consent, remains in possession of the Premises or any
      part
      thereof after the expiration of the term hereof, such occupancy shall be a
      tenancy from month to month upon all the provisions of this Lease pertaining
      to
      the obligations of Lessee, with the exception of rent which shall be at 150%
      of
      the then current rent, but all options and rights of first refusal, if any,
      granted upon the terms of this Lease shall be deemed terminated and be of no
      further effect during said month to month tenancy. 

     

     

    24.
      CUMULATIVE REMEDIES.
      No
      remedy or election hereunder shall be deemed exclusive but shall, wherever
      possible, be cumulative with all other remedies at law or in equity.


     

     

    25.
      COVENANTS AND CONDITIONS.
      Each
      provision of this Lease performable by Lessee shall be deemed both a covenant
      and a condition. 

     

    26.
      BINDING EFFECT; CHOICE OF LAW. Subject
      to any provisions hereof restricting assignment or subletting by Lessee and
      subject to the provisions of Paragraph 16 of this Lease, this Lease shall bind
      the parties, their personal representatives, successors and assigns. This Lease
      shall be governed by the laws of the State of Texas. THE
      PARTIES WAIVE TRIAL BY JURY IN ANY SUCH ACTION(S) AND CONFIRM THAT THIS WAIVER
      IS A MATERIAL INDUCEMENT TO THEIR BUSINESS TRANSACTIONS. For
      any such action(s) related to their business transactions or enforcement of
      any arbitration, the Parties submit themselves to the jurisdiction of the state
      or federal courts located in Dallas, Texas. 

     

    27.
      SUBORDINATION. 

     

     

    
      	a.  	
              This
                Lease, at Lessor's option, shall be subordinate to any ground lease,
                mortgage, deed of trust, or any other hypothecation or security now
                or
                hereafter placed upon the real property of which the Premises are
                a part
                and to any and all advances made on the security thereof and to all
                renewals, modifications, consolidations, replacements and extensions
                thereof. Notwithstanding such subordination, Lessee's right to quiet
                possession of the Premises shall not be disturbed if Lessee is not
                in
                default and so long as Lessee shall pay the rent and observe and
                perform
                all of the provisions of this Lease, unless this Lease is otherwise
                terminated pursuant to its terms. If any mortgagee, trustee or ground
                lessor shall elect to have this Lease prior to the lien of its mortgage,
                deed of trust or ground lease, and shall give written notice thereof
                to
                Lessee, this Lease shall be deemed prior to such mortgage, deed of
                trust,
                or ground lease, whether this Lease is dated prior or subsequent
                to the
                date of said mortgage, deed of trust, or ground lease, or the date
                of
                recording thereof. 

            


    

     

    
      
        
        

      

      
        11

        
          

        

      

      
        
        

      

    

     

    
      	b.  	
              Lessee
                agrees to execute any reasonable documents required to effectuate
                an
                attornment, a subordination or to make this Lease prior to the lien
                of any
                mortgage, deed of trust or ground lease, as the case may be.
                

            


    

     

     

    28.
      ATTORNEYS' FEES.
      If
      either party brings an action to enforce the terms hereof or declare rights
      hereunder, the prevailing party in any such action, on trial or appeal, shall
      be
      entitled to reasonable attorneys' fees to be paid by the losing party as fixed
      by the court. 

     

     

    29.
      LESSOR'S ACCESS.
      Lessor
      and Lessor's agents shall have the right to enter the Premises at reasonable
      times for the purpose of inspecting the same, showing the same to prospective
      purchasers, lenders, or lessees, and making such alterations, repairs,
      improvements or additions to the Premises or to the building of which they
      are a
      part as Lessor may deem necessary or desirable. Lessor may at any time place
      on
      or about the Premises any ordinary “For Sale” signs and Lessor may at any time
      during the last one hundred twenty (120) days of the term hereof place on or
      about the Premises any ordinary “For Lease” signs, all without rebate of rent or
      liability to Lessee. 

     

     

    30.
      MERGER.
      The
      voluntary or other surrender of this Lease by Lessee, or a mutual cancellation
      thereof, or a termination by Lessor, shall not work a merger, and shall, at
      the
      option of Lessor, terminate all or any existing subtenancies or may, at the
      option of Lessor, operate as an assignment to Lessor of any or all of such
      subtenancies. 

     

     

    31.
      QUIET POSSESSION.
      Upon
      Lessee paying the rent for the Premises and observing and performing all of
      the
      covenants, conditions and provisions on Lessee's part to be observed and
      performed hereunder, Lessee shall have quiet possession of the Premises for
      the
      entire term hereof subject to all of the provisions of this Lease. The
      individuals executing this Lease on behalf of Lessor represent and warrant
      to
      Lessee that they are fully authorized and legally capable of executing this
      Lease on behalf of Lessor and that such execution is binding upon all parties
      holding an ownership interest in the Premises. 

     

     

    32.
      EASEMENTS.
      Lessor
      reserves to itself the right, from time to time, to grant such easements, rights
      and dedications that Lessor deems necessary or desirable, and to cause the
      recordation of plats and restrictions, so long as such easements, rights,
      dedications, plats and restrictions do not unreasonably interfere with the
      use
      of the Premises by Lessee. Lessee shall sign any of the aforementioned documents
      upon request of Lessor and failure to do so shall constitute a material breach
      of this Lease. 

     

     

    33.
      AUTHORITY.
      If
      Lessee is a corporation, trust, or general or limited partnership, each
      individual executing this Lease on behalf of such entity represents and warrants
      that he or she is duly authorized to execute and deliver this Lease on behalf
      of
      said entity. If Lessee is a corporation, trust or partnership, Lessee shall,
      within thirty (30) days after execution of this Lease, deliver to Lessor
      evidence of such authority satisfactory to Lessor. 

     

    
      
        
        

      

      
        12

        
          

        

      

      
        
        

      

    

     

    34.
      EMISSIONS; STORAGE, USE AND DISPOSAL OF MATTER. 

     

    34.1
      Definitions.
      For
      purposes of this paragraph, the following terms shall be defined as set forth
      herein: 

     

    
      	a.  	
              The
                term “Hazardous Material” shall mean include, but shall not be limited to
                (i) any material, substance or waste which is or hereafter shall
                be
                listed, regulated or defined by Applicable Law to be hazardous, acutely
                hazardous, extremely hazardous, radioactive toxic, or dangerous;
                (ii)
                asbestos or asbestos-containing materials; (iii) polychlorinated
                biphenyls
                (PCBs); (iv) radon gas; (v) laboratory wastes; (vi) experimental
                products,
                including genetically engineered microbes; and (vii) petroleum, natural
                gas, or other petroleum product. 

            


    

     

     

    
      	b.  	
              The
                term “Applicable Law” shall include federal, state and local statutes,
                regulations, rules, ordinances, and all other governmental requirements.
                

            


    

     

     

    34.2
      Compliance
      and Response.
      During
      the term of this Lease: 

     

     

    
      	a.  	
              Lessee
                shall comply with Applicable Law in all respects, including, but
                not
                limited to, (i) acquisition of and compliance with all permits, licenses,
                orders, requirements, approvals, plans and authorizations which are
                or may
                become necessary for conduct of Lessee's operations on the Premises;
                (ii)
                compliance with all regulatory requirements relating to such operations
                or
                the substances and equipment used therein or the emissions, emanations
                and
                wastes generated thereby; and (iii) reporting, investigation, and
                remediation of, or other response to the exposure or potential exposure,
                of any person to, or the emission, discharge or other release of
                any
                Hazardous Material into the Premises or the environment.
                

            


    

     

     

    
      	b.  	
              Lessee
                shall promptly respond to and remedy (by removal and proper disposal
                or
                such other methods as shall be reasonably required) to the satisfaction
                of
                applicable governmental agencies any release or discharge of any
                Hazardous
                Material connected with Lessee's operation or Lessee's presence on
                the
                Premises. All such action shall be done in Lessee's name, and at
                Lessee's
                sole cost and expense. For purposes of this paragraph (b), the term
                “respond” shall include, but not be limited to, the investigation of
                environmental conditions, the preparation of feasibility reports
                or
                remedial plans, and the performance of any cleanup, remediation,
                containment, maintenance, monitoring or restoration work. Any such
                actions
                shall be performed in a good, safe, workmanlike manner and shall
                minimize
                any impact on the businesses or operations conducted at the Premises.
                In
                its discretion, Lessor may, but shall not be required to, enter the
                Premises personally or through its agents, consultants or contractors
                and
                perform all or any part of the response activity or remedial action
                which
                it feels is reasonably necessary to comply with the terms of this
                Lease,
                and shall be reimbursed for its costs thereof and for any liabilities
                resulting therefrom. 

            


    

     

     

    
      	c.  	
              Lessee
                will promptly notify Lessor of Lessee's receipt of any notice, request,
                demand, inquiry or order, whether oral or written, from any government
                agency or any other individual or entity relating in any way to the
                presence or possible presence of any Hazardous Material on, in, under
                or
                near the Premises or the Lessee's compliance with, or failure to
                comply
                with, Applicable Law. Receipt of such notice shall not be deemed
                to create
                any obligation on the part of Lessor to defend or otherwise respond
                to any
                such notification. 

            


    

     

     

    
      	d.  	
              Promptly
                upon discovery thereof, Lessee will notify Lessor of the discovery
                of any
                release, discharge, or emission of any Hazardous Material or of the
                existence of any other condition or occurrence which may constitute
                or
                pose a significant presence or potential hazard to human health and
                safety
                or to the environment, whether or not such event or discovery necessitates
                any report to any other person or government agency.
                

            


    

     

    
      
        
        

      

      
        13

        
          

        

      

      
        
        

      

    

    34.3
      Other
      Emissions.
      Lessee
      shall not: 

     

    
      	a.  	
              Permit
                any vehicle on the Premises to emit exhaust which is in violation
                of any
                Applicable Law; 

            


    

     

     

    
      	b.  	
              Create,
                or permit to be created, any sound pressure level which will interfere
                with the quiet enjoyment of any real property adjacent to the Premises,
                or
                which will create a nuisance or violate any Applicable Law;
                

            


    

     

     

    
      	c.  	
              Transmit,
                receive, or permit to be transmitted or received, any electromagnetic,
                microwave or other radiation which is harmful or hazardous to any
                person
                or property in, on or about the Premises, or anywhere else, or which
                interferes with the operation of any electrical, electronic, telephonic
                or
                other equipment wherever located, whether on the Premises or anywhere
                else; 

            


    

     

     

    
      	d.  	
              Create,
                or permit to be created, any ground or building vibration that is
                discernible outside the Premises; and


            


    

     

     

    
      	e.  	
              Produce,
                or permit to be produced, any intense glare, light or heat except
                within
                an enclosed or screened area and then only in such manner that the
                glare,
                light or heat shall not be discernible outside the Premises.
                

            


    

     

     

    34.4
      Indemnification.
      Lessee
      shall pay for all costs associated with, and defend (with attorneys reasonably
      satisfactory to Lessor), indemnify and hold harmless Lessor from, claims,
      damages, expenses, encumbrances, fees, fines, penalties or costs (including,
      but
      not limited to, reasonable attorneys' fees; the costs of notice to any other
      person; the costs of environmental or technical risk assessment; any cleanup
      or
      remedial costs; the costs of any monitoring, sampling or analysis; and any
      diminution in property value or losses due to non-rentability arising out of
      or
      in any way connected with the presence of any Hazardous Material on the Premises
      or Lessee's alleged violation of Applicable Law), any
      storage, use or distribution of Hazardous Materials or chemicals, or “run-off”
(i.e. the free flow of chemicals, chemical run-off or refuse, or emission of
      chemicals in a gaseous or non-tangible form), from the Premises to other areas
      of adjacent land or land within a reasonable proximity to the Premises) that
      causes any loss, damage or liability to the Lessor Affiliates or any other
      third
      party guest, invitee, or person on, or within a reasonable area of proximity
      to
      the Premises. 

     

     

    as
      a
      result of a breach by Lessee of any of its covenants, representations or
      warranties under this paragraph 34. This obligation shall not apply, if and
      to
      the extent that (a) such claims, damages, expenses, encumbrances, fees, fines,
      penalties, or costs arose solely out of conditions existing on the Premises
      prior to the commencement of Lessee's first possession of the Premises or
      conditions created on the Premises after Lessee ceases to occupy the Premises;
      and (b) Lessee did not violate any Applicable Law or act negligently with
      respect to, or otherwise contribute to, the condition or the hazard posed by
      the
      condition. 

     

     

    34.5
      Survival.
      The
      duties set forth in this paragraph shall survive the termination of this Lease.
      

    
      
        
        

      

      
        14

        
          

        

      

      
        
        

      

    

     

    34.6
      Disposal
      of Other Matter. 

     

     

    
      	a.  	
              Refuse
                Disposal. Lessee shall not keep any trash, garbage, waste or other
                refuse
                on the Premises except in sanitary containers and shall regularly
                and
                frequently remove and dispose of the same from the Premises. Lessee
                shall
                keep all incinerators, containers or other equipment used for storage
                or
                disposal of such matter in a clean and sanitary condition, and shall
                promptly dispose of all other waste.


            


    

     

     

    
      	b.  	
              Sewage
                Disposal. Lessee shall properly dispose of all sanitary sewage and
                shall
                not use the sewage disposal system (i) for the disposal of anything
                except
                sanitary sewage, or (ii) in excess of the lesser of the amount allowed
                by
                the sewage treatment works, or permitted by any governmental entity.
                Lessee shall keep the sewage disposal system free of all obstructions
                and
                in good operating condition. 

            


    

     

     

    35. DISPUTE
      RESOLUTION.

     

    If
      a
      dispute arises from or relates to transactions between the Parties, the Parties
      shall endeavor to settle the dispute first through direct discussions and
      negotiations. If the dispute cannot be settled through direct discussions,
      the
      Parties shall endeavor to settle the dispute by mediation under the Mediation
      Rules of the American Arbitration Association before recourse to the arbitration
      procedures contained in this Agreement. If a dispute has not been resolved
      within 90 days after the written notice beginning the mediation process (or
      a
      longer period, if the Parties agree to extend the mediation), the mediation
      shall terminate and the dispute shall be settled by binding arbitration in
      Dallas, Texas or such other location as agreed upon by the Parties.  The
      arbitration will be conducted in accordance with the procedures in this document
      and the Rules of the American Arbitration Association in effect on the date
      of
      the engagement letter, or such other rules and procedures as the Parties may
      designate by mutual agreement.  In the event of a conflict, the provisions
      of this document will control.

    


    The
      arbitration shall be conducted by a single arbitrator as agreed upon by the
      Parties. If the Parties cannot agree on a single arbitrator, the arbitration
      will be conducted before a panel of three arbitrators, one selected by each
      Party and the third arbitrator selected by the Parties’ two arbitrators from a
      panel provided by the American Arbitration Association.  Any issue
      concerning the extent to which any dispute is subject to arbitration, or
      concerning the applicability, interpretation, or enforceability of these
      procedures, including any contention that all or part of these procedures are
      invalid or unenforceable, shall be governed by the agreement between the Parties
      and the Federal Arbitration Act and resolved by the arbitrators.  No
      potential arbitrator shall be appointed unless he or she has agreed in writing
      to abide and be bound by these procedures.

    


    The
      individual arbitrator or the arbitration panel shall have no power to award
      non-monetary or equitable relief of any sort.  The arbitrator/panel shall
      also have no power to award (a) damages inconsistent with any applicable
      agreement between the Parties or (b) punitive damages or any other damages
      not
      measured by the prevailing Party’s actual damages; and the Parties expressly
      waive their right to obtain such damages in arbitration or in any other
      forum.  In no event, even if any other portion of these provisions is held
      to be invalid or unenforceable, shall the arbitrator/panel have power to make
      an
      award or impose a remedy that could not be made or imposed by a court deciding
      the matter in the same jurisdiction.

    


    Discovery
      shall be permitted in connection with the arbitration only to the extent, if
      any, expressly authorized by the arbitration panel upon a showing of substantial
      need by the Party seeking discovery.

    All
      aspects of the arbitration shall be treated as confidential.  The Parties
      and the arbitrator/panel may disclose the existence, content or results of
      the
      arbitration only as provided in the Rules or by the Parties.  Before making
      any such disclosure, a Party shall give written notice to all other Parties
      and
      shall afford such Parties a reasonable opportunity to protect their
      interests.

    
      
        
        

      

      
        15

        
          

        

      

      
        
        

      

    

    


    The
      result of the arbitration will be binding on the Parties, and judgment on the
      arbitration award may be entered in any court having jurisdiction. The
      prevailing Party in any dispute that is resolved by this dispute resolution
      process shall be entitled to recover from the other Party reasonable attorneys’
fees, costs and expenses incurred by the prevailing Party in connection with
      such dispute resolution process.

     

    The
      parties hereto have executed this Lease as of the date first above set
      forth.

     

    LESSOR:  PILGRIM’S
      PRIDE CORPORATION

    


    By:
      /s/
      Richard A. Cogdill  

    Name:     

    Title:     

    


    


    LESSEE:      PAT
      PILGRIM d/b/a PAT PILGRIM FARMS

     

     

    By:
      /s/
      Pat Pilgrim   

    Name:
      Pat
      Pilgrim   

    Title:
      Owner    

    
      
        
        

      

      
        16

        
          

        

      

       

    

    
      
        Exhibit
          A

        
           

          
            
              CAMP.
                TEXAS                                                                                                                                                                                                                                    
Form
                Approved - OMB No. 0560-0004

              FSA-578
                (Producer Print)                             REPORT
                OF ACREAGE
PROGRAM                                    
                                   YEAR
                2005

                                                                                                            
       DATE:
                11-17-2005

            

          

          
            "A"

          

        



      
        
          Producer
            Name and Address ID

          


          PATRICK
            W
            PILGRIM 9599

          1535
            LOOP
            179

          PITTSBURG,
            TX 75686-3503

          


          
            	
                    NOTE: The
                      following statements are made in accordance with the Privacy
                      Act of 1974(5
                      USC 552a). The Agricultural Adjustment Act of 1938, as amended,
                      and the
                      Agricultural Act of 1949, as amended, authorized the collection
                      of the
                      following data. The data will be used to determine eligibility
                      for
                      assistance. Furnishing the data is voluntary, however, without
                      it
                      assistance cannot be provided. The data may be furnished to
                      any agency
                      responsible for enforcing the provisions of the Acts.

                  
	
                    Public
                      reporting burden for this collection of information is estimated
                      to
                      average 15 minutes per response, including the time for reviewing
                      instructions, searching existing data sources, gathering and
                      maintaining
                      the data needed, and completing and reviewing the collection
                      of
                      information. Send comments regarding this burden estimate,
                      or any other
                      aspect of this collection of information, including suggestions
                      for
                      reducing this burden, to the Department of Agriculture, Clearance
                      Officer,
                      Ag Box 7630, Washington, D.C. 20250, and to the Office of Management
                      and
                      Budget. Paperwork Reduction Project (OMB No. 0560-0004). Washington,
                      D.C.
                      20503. RETURN THIS COMPLETED FORM TO YOUR FSA COUNTY
                      OFFICE.

                  
	
                     

                    Farm
                      

                     

                     

                    Number

                     

                  	
                     

                    Tract
                      

                     

                     

                    Number

                     

                  	
                     

                    CLU/
                      Field

                     

                  	
                     

                    Ir
                      

                     

                     

                    Pr

                     

                  	
                     

                     

                     

                     

                    C/C

                     

                  	
                     

                    Var/

                     

                     

                    Type

                     

                  	
                     

                    Int

                     

                     

                    Use

                     

                  	
                     

                    C/C

                     

                     

                    Stat

                     

                  	
                     

                    Rpt

                     

                     

                    Unt

                     

                  	
                     

                    Reported
                      

                     

                     

                    Quantity

                     

                  	
                     

                    Determined
                      

                     

                     

                    Quantity

                     

                  	
                     

                    Crp
                      

                     

                     

                    Lnd

                     

                  	
                     

                    Planting
                      

                     

                     

                    Date

                     

                  	
                     

                    Prod
                      

                     

                     

                    Share

                     

                  	
                     

                    Prod
                      

                     

                     

                    Name

                     

                  	
                     

                    RMA

                     

                     

                    Unt

                     

                  	
                     

                    Dpt

                     

                     

                    Unt

                     

                  
	
                     

                    136

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    678

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    9.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1B

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    24.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1C

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    49.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    678

                     

                  	
                     

                    E-5
                      (A2)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    82.0

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    102.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    150

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    671

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    60.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1B

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    5.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    671

                     

                  	
                     

                    E-5
                      (A2)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    65.0

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    119.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    165

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    670

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    14.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    670

                     

                  	
                     

                    E-4
                      (B2)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    14.0

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    29.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    206

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    674

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    28.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1B

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    20.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    674

                     

                  	
                     

                    E-5
                      (A2)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    48.0

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    62.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    381

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    713

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    14.40

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-11-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 


          

        

      

       

       

      
        
          
          

        

        
          1

          
            

            CAMP.
              TEXAS                                                                                                                                                                                                                                    
Form
              Approved - OMB No. 0560-0004

            FSA-578
              (Producer Print)                             REPORT
              OF ACREAGE
PROGRAM          
                                                   YEAR
              2005

                                                                                   
                           DATE:
              11-17-2005

          

        

         

      

      
        
          	
                   

                  Farm
                    

                   

                   

                  Number

                   

                	
                   

                  Tract
                    

                   

                   

                  Number

                   

                	
                   

                  CLU/
                    Field

                   

                	
                   

                  Ir
                    

                   

                   

                  Pr

                   

                	
                   

                   

                   

                   

                  C/C

                   

                	
                   

                  Var/

                   

                   

                  Type

                   

                	
                   

                  Int

                   

                   

                  Use

                   

                	
                   

                  C/C

                   

                   

                  Stat

                   

                	
                   

                  Rpt

                   

                   

                  Unt

                   

                	
                   

                  Reported
                    

                   

                   

                  Quantity

                   

                	
                   

                  Determined
                    

                   

                   

                  Quantity

                   

                	
                   

                  Crp
                    

                   

                   

                  Lnd

                   

                	
                   

                  Planting
                    

                   

                   

                  Date

                   

                	
                   

                  Prod
                    

                   

                   

                  Share

                   

                	
                   

                  Prod
                    

                   

                   

                  Name

                   

                	
                   

                  RMA

                   

                   

                  Unt

                   

                	
                   

                  Dpt

                   

                   

                  Unt

                   

                
	 	 	
                   

                  1B

                   

                	
                   

                  Ni

                   

                	
                   

                  FALOW

                   

                	 	 	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  10.60

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-11-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	
                   

                  Photo
                    Number/Legal Descriptions:

                   

                	
                   

                  713

                   

                	
                   

                  D-7
                    (B1)

                   

                	 	 	 	 	 	 	 
	 	 	
                   

                  Cropland:

                   

                	
                   

                  25.0

                   

                	
                   

                  Farmland:

                   

                	
                   

                  40.0

                   

                	 	 	 	 	 	 	 
	
                   

                  483

                   

                	
                   

                  0

                   

                	 	
                   

                  Ni

                   

                	
                   

                  OFAV

                   

                	 	 	 	 	
                   

                  .00

                   

                	 	 	 	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	
                   

                  1251

                   

                	
                   

                  1A

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  8.40

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-23-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	 	
                   

                  1B

                   

                	
                   

                  Ni

                   

                	
                   

                  FALOW

                   

                	 	 	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  28.90

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-23-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	
                   

                  Photo
                    Number/Legal Descriptions:

                   

                	
                   

                  1251

                   

                	
                   

                  F-4
                    (B1)

                   

                	 	 	 	 	 	 	 
	 	 	
                   

                  Cropland:

                   

                	
                   

                  37.3

                   

                	
                   

                  Farmland:

                   

                	
                   

                  54.0

                   

                	 	 	 	 	 	 	 
	
                   

                  700

                   

                	
                   

                  0

                   

                	 	
                   

                  Ni

                   

                	
                   

                  OFAV

                   

                	 	 	 	 	
                   

                  .00

                   

                	 	 	 	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	
                   

                  1387

                   

                	
                   

                  1A

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  13.50

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-25-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	 	
                   

                  1B

                   

                	
                   

                  Ni

                   

                	
                   

                  FALOW

                   

                	 	 	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  11.50

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-25-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	
                   

                  Photo
                    Number/Legal Descriptions:

                   

                	
                   

                  1387

                   

                	
                   

                  F-7
                    (2A) (2B)

                   

                	 	 	 	 	 	 	 
	 	 	
                   

                  Cropland:

                   

                	
                   

                  25.0

                   

                	
                   

                  Farmland:

                   

                	
                   

                  26.0

                   

                	 	 	 	 	 	 	 
	
                   

                  837

                   

                	
                   

                  0

                   

                	 	
                   

                  Ni

                   

                	
                   

                  OFAV

                   

                	 	 	 	 	
                   

                  .00

                   

                	 	 	 	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	
                   

                  846

                   

                	
                   

                  1A

                   

                	
                   

                  Ni

                   

                	
                   

                  FALOW

                   

                	 	 	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  40.00

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-26-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	
                   

                  Photo
                    Number/Legal Descriptions:

                   

                	
                   

                  846

                   

                	
                   

                  G-2
                    (1A)

                   

                	 	 	 	 	 	 	 
	 	 	
                   

                  Cropland:

                   

                	
                   

                  40.0

                   

                	
                   

                  Farmland:

                   

                	
                   

                  120.0

                   

                	 	 	 	 	 	 	 
	
                   

                  1010

                   

                	
                   

                  0

                   

                	 	
                   

                  Ni

                   

                	
                   

                  OFAV

                   

                	 	 	 	 	
                   

                  .00

                   

                	 	 	 	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	
                   

                  1152

                   

                	
                   

                  1A

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  13.00

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-10-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	 	
                   

                  1B

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  13.00

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-10-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	 	
                   

                  1C

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  2.00

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-10-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	 	
                   

                  1D

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  5.00

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-10-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	 	
                   

                  1E

                   

                	
                   

                  Ni

                   

                	
                   

                  FALOW

                   

                	 	 	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  44.40

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-10-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	
                   

                  Photo
                    Number/Legal Descriptions:

                   

                	
                   

                  1152

                   

                	
                   

                  I-6(1A)(1B)

                   

                	 	 	 	 	 	 	 
	 	 	
                   

                  Cropland:

                   

                	
                   

                  77.4

                   

                	
                   

                  Farmland:

                   

                	
                   

                  217.0

                   

                	 	 	 	 	 	 	 
	
                   

                  1012

                   

                	
                   

                  0

                   

                	 	
                   

                  Ni

                   

                	
                   

                  OFAV

                   

                	 	 	 	
                   

                  A

                   

                	
                   

                  .00

                   

                	 	 	 	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	 	
                   

                  1139

                   

                	
                   

                  1A

                   

                	
                   

                  Ni

                   

                	
                   

                  CORN

                   

                	
                   

                  YEL

                   

                	
                   

                  Grain

                   

                	
                   

                  I

                   

                	
                   

                  A

                   

                	
                   

                  75.40

                   

                	 	
                   

                  Y

                   

                	
                   

                  03-03-2005

                   

                	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 
	
                   

                  Photo
                    Number/Legal Descriptions:

                   

                	
                   

                  1139

                   

                	
                   

                  H-6(2A)

                   

                	 	 	 	 	 	 	 
	 	 	
                   

                  Cropland:

                   

                	
                   

                  75.4

                   

                	
                   

                  Farmland:

                   

                	
                   

                  114..0

                   

                	 	 	 	 	 	 	 
	
                   

                  1092

                   

                	
                   

                  0

                   

                	 	
                   

                  Ni

                   

                	
                   

                  OFAV

                   

                	 	 	 	 	
                   

                  .00

                   

                	 	 	 	
                   

                  1.0000

                   

                	
                   

                  PATRICK
                    W PILGRIM

                   

                	 	 


        

      

       

      
        
          
          

        

        
          2

          
             

            
              

            

            CAMP.
              TEXAS                                                                            Form
              Approved - OMB No. 0560-0004

            FSA-578
              (Producer Print)                         REPORT
              OF
              ACREAGE PROGRAM                                        
              YEAR 2005

                                                                                                             
DATE:
              11-17-2005

          

        

        

          
            	
                     

                    Farm
                      

                     

                     

                    Number

                     

                  	
                     

                    Tract
                      

                     

                     

                    Number

                     

                  	
                     

                    CLU/
                      Field

                     

                  	
                     

                    Ir
                      

                     

                     

                    Pr

                     

                  	
                     

                     

                     

                     

                    C/C

                     

                  	
                     

                    Var/

                     

                     

                    Type

                     

                  	
                     

                    Int

                     

                     

                    Use

                     

                  	
                     

                    C/C

                     

                     

                    Stat

                     

                  	
                     

                    Rpt

                     

                     

                    Unt

                     

                  	
                     

                    Reported
                      

                     

                     

                    Quantity

                     

                  	
                     

                    Determined
                      

                     

                     

                    Quantity

                     

                  	
                     

                    Crp
                      

                     

                     

                    Lnd

                     

                  	
                     

                    Planting
                      

                     

                     

                    Date

                     

                  	
                     

                    Prod
                      

                     

                     

                    Share

                     

                  	
                     

                    Prod
                      

                     

                     

                    Name

                     

                  	
                     

                    RMA

                     

                     

                    Unt

                     

                  	
                     

                    Dpt

                     

                     

                    Unt

                     

                  
	
                     

                    1092

                     

                  	
                     

                    1545

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    300.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    1545

                     

                  	
                     

                    G-2
                      (1B) (2B)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    300.0

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    605.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    1104

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    1144

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    60.30

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-03-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    1144

                     

                  	
                     

                    H-6(2A)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    60.3

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    65.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    1151

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    1528

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    120.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1B

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    4.90

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    1528

                     

                  	
                     

                    F-4
                      (B1)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    124.9

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    190.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    1736

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    188

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    20.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    303

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    47.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    848

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    56.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-26-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    188

                     

                     

                    303

                     

                     

                    848

                     

                  	
                     

                    B-5
                      (A1)(B1)

                     

                     

                    C-4
                      (A1) (B1)

                     

                     

                    G-2
                      (1A) (2A)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    123.0

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    314.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    1761

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    676

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    15.90

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-12-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    1286

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    34.60

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-12-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    2

                     

                  	
                     

                    Ni

                     

                  	
                     

                    GRASS

                     

                  	
                     

                    BCS

                     

                  	
                     

                    Forage

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    23.20

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    06-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    3A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    12.20

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-12-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    676

                     

                     

                    1286

                     

                  	
                     

                    E-5
                      (A1)

                     

                     

                    F-5
                      (B1)

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    85.9

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    179.0

                     

                  	 	 	 	 	 	 	 
	
                     

                    1856

                     

                  	
                     

                    0

                     

                  	 	
                     

                    Ni

                     

                  	
                     

                    OFAV

                     

                  	 	 	 	 	
                     

                    .00

                     

                  	 	 	 	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    1913

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    GRASS

                     

                  	
                     

                    BCS

                     

                  	
                     

                    Forage

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    58.0

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    06-21-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    1913

                     

                  	
                     

                    F-4
                      (A1) (A2)

                     

                  	 	 	 	 	 	 	 


          

           

          
            
              
              

            

            
              3

              
                

                CAMP.
                  TEXAS                                                                            Form
                  Approved - OMB No. 0560-0004

                FSA-578
                  (Producer Print)                         REPORT
                  OF
                  ACREAGE PROGRAM                                        
                  YEAR 2005

                                                                                                                 
DATE:
                  11-17-2005

              

            

            

              
                	
                         

                        Farm
                          

                         

                         

                        Number

                         

                      	
                         

                        Tract
                          

                         

                         

                        Number

                         

                      	
                         

                        CLU/
                          Field

                         

                      	
                         

                        Ir
                          

                         

                         

                        Pr

                         

                      	
                         

                         

                         

                         

                        C/C

                         

                      	
                         

                        Var/

                         

                         

                        Type

                         

                      	
                         

                        Int

                         

                         

                        Use

                         

                      	
                         

                        C/C

                         

                         

                        Stat

                         

                      	
                         

                        Rpt

                         

                         

                        Unt

                         

                      	
                         

                        Reported
                          

                         

                         

                        Quantity

                         

                      	
                         

                        Determined
                          

                         

                         

                        Quantity

                         

                      	
                         

                        Crp
                          

                         

                         

                        Lnd

                         

                      	
                         

                        Planting
                          

                         

                         

                        Date

                         

                      	
                         

                        Prod
                          

                         

                         

                        Share

                         

                      	
                         

                        Prod
                          

                         

                         

                        Name

                         

                      	
                         

                        RMA

                         

                         

                        Unt

                         

                      	
                         

                        Dpt

                         

                         

                        Unt

                         

                      
	 	 	
                         

                        Cropland:

                         

                      	
                         

                        58.0

                         

                      	
                         

                        Farmland:

                         

                      	
                         

                        61.0

                         

                      	 	 	 	 	 	 	 
	
                         

                        1919

                         

                      	
                         

                        0

                         

                      	 	
                         

                        Ni

                         

                      	
                         

                        OFAV

                         

                      	 	 	 	 	
                         

                        .00

                         

                      	 	 	 	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1271

                         

                      	
                         

                        1A

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        24.30

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-19-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        2

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	 	 	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        75.70

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-19-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	
                         

                        Photo
                          Number/Legal Descriptions:

                         

                      	
                         

                        1271

                         

                      	
                         

                        F-5
                          (A1) (A2)

                         

                      	 	 	 	 	 	 	 
	 	 	
                         

                        Cropland:

                         

                      	
                         

                        100.0

                         

                      	
                         

                        Farmland:

                         

                      	
                         

                        138.0

                         

                      	 	 	 	 	 	 	 
	
                         

                        2020

                         

                      	
                         

                        0

                         

                      	 	
                         

                        Ni

                         

                      	
                         

                        OFAV

                         

                      	 	 	 	 	
                         

                        .00

                         

                      	 	 	 	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1055

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	 	 	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        6.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1056

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        23.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-27-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        2

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        15.50

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-27-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        3

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        73.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-27-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1174

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        23.40

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-11-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        2A

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	 	 	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        51.60

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-11-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1684

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        15.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        2

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        22.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        3A

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	 	 	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        37.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        4

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        11.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        5

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        60.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        7

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        26.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	 	
                         

                        6

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        14.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1685

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        CORN

                         

                      	
                         

                        YEL

                         

                      	
                         

                        Grain

                         

                      	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        9.50

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1686

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	 	 	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        11.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-09-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	
                         

                        Photo
                          Number/Legal Descriptions:

                         

                      	
                         

                        1055

                         

                         

                        1056

                         

                         

                        1174

                         

                         

                        1684

                         

                         

                        1685

                         

                         

                         

                         

                         

                        1686

                         

                      	
                         

                        F-5
                          (A1)

                         

                         

                        F-7
                          (2A) (2B)

                         

                         

                        H-7
                          (1A)(2A)

                         

                         

                        G-7
                          (1A)(2A)(1B)(2B)

                         

                         

                        G-7
                          (1A)(2A)

                         

                         

                        G-7
                          (1A)(2A)

                         

                      	 	 	 	 	 	 	 
	 	 	
                         

                        Cropland:

                         

                      	
                         

                        398.0

                         

                      	
                         

                        Farmland:

                         

                      	
                         

                        810.0

                         

                      	 	 	 	 	 	 	 
	
                         

                        2040

                         

                      	
                         

                        0

                         

                      	 	
                         

                        Ni

                         

                      	
                         

                        OFAV

                         

                      	 	 	 	 	
                         

                        .00

                         

                      	 	 	 	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	 	
                         

                        1616

                         

                      	
                         

                        1

                         

                      	
                         

                        Ni

                         

                      	
                         

                        FALOW

                         

                      	 	 	
                         

                        I

                         

                      	
                         

                        A

                         

                      	
                         

                        30.00

                         

                      	 	
                         

                        Y

                         

                      	
                         

                        03-26-2005

                         

                      	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 
	
                         

                        Photo
                          Number/Legal Descriptions:

                         

                      	
                         

                        1616

                         

                      	
                         

                        D-7
                          (A1) (A2)

                         

                      	 	 	 	 	 	 	 
	 	 	
                         

                        Cropland:

                         

                      	
                         

                        30.0

                         

                      	
                         

                        Farmland:

                         

                      	
                         

                        80.0

                         

                      	 	 	 	 	 	 	 
	
                         

                        2104

                         

                      	
                         

                        0

                         

                      	 	
                         

                        Ni

                         

                      	
                         

                        OFAV

                         

                      	 	 	 	 	
                         

                        .00

                         

                      	 	 	 	
                         

                        1.0000

                         

                      	
                         

                        PATRICK
                          W PILGRIM

                         

                      	 	 


              

            

          

        

      

       

       

      
        
          
          

        

        
          4

          
            

            CAMP.
              TEXAS                                                                            Form
              Approved - OMB No. 0560-0004

            FSA-578
              (Producer Print)                         REPORT
              OF
              ACREAGE PROGRAM                                        
              YEAR 2005

                                                                                                             
DATE:
              11-17-2005

          

        

        

          
            	
                     

                    Farm
                      

                     

                     

                    Number

                     

                  	
                     

                    Tract
                      

                     

                     

                    Number

                     

                  	
                     

                    CLU/
                      Field

                     

                  	
                     

                    Ir
                      

                     

                     

                    Pr

                     

                  	
                     

                     

                     

                     

                    C/C

                     

                  	
                     

                    Var/

                     

                     

                    Type

                     

                  	
                     

                    Int

                     

                     

                    Use

                     

                  	
                     

                    C/C

                     

                     

                    Stat

                     

                  	
                     

                    Rpt

                     

                     

                    Unt

                     

                  	
                     

                    Reported
                      

                     

                     

                    Quantity

                     

                  	
                     

                    Determined
                      

                     

                     

                    Quantity

                     

                  	
                     

                    Crp
                      

                     

                     

                    Lnd

                     

                  	
                     

                    Planting
                      

                     

                     

                    Date

                     

                  	
                     

                    Prod
                      

                     

                     

                    Share

                     

                  	
                     

                    Prod
                      

                     

                     

                    Name

                     

                  	
                     

                    RMA

                     

                     

                    Unt

                     

                  	
                     

                    Dpt

                     

                     

                    Unt

                     

                  
	
                     

                    2104

                     

                  	
                     

                    706

                     

                  	
                     

                    1

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    26.70

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-17-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    2

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    53.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-17-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    4

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    23.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-17-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    3A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    160.70

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-17-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    1043

                     

                  	
                     

                    1

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    20.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-19-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    2

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    13.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-19-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    1135

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    300.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-05-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    2073

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    300.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-08-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1B

                     

                  	
                     

                    Ni

                     

                  	
                     

                    FALOW

                     

                  	 	 	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    11.60

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-08-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	
                     

                    2074

                     

                  	
                     

                    1A

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    50.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-10-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	 	 	
                     

                    1B

                     

                  	
                     

                    Ni

                     

                  	
                     

                    CORN

                     

                  	
                     

                    YEL

                     

                  	
                     

                    Grain

                     

                  	
                     

                    I

                     

                  	
                     

                    A

                     

                  	
                     

                    50.00

                     

                  	 	
                     

                    Y

                     

                  	
                     

                    03-10-2005

                     

                  	
                     

                    1.0000

                     

                  	
                     

                    PATRICK
                      W PILGRIM

                     

                  	 	 
	
                     

                    Photo
                      Number/Legal Descriptions:

                     

                  	
                     

                    706

                     

                     

                    1043

                     

                     

                    1135

                     

                     

                     

                     

                     

                    2073

                     

                     

                    2074

                     

                  	
                     

                    D-7
                      (2A) (2B)

                     

                     

                    G-7
                      (1A) (2A)

                     

                     

                    H-5(1B)(2B)
                      H-6(2A)

                     

                     

                    D7/1A

                     

                     

                    D7

                     

                  	 	 	 	 	 	 	 
	 	 	
                     

                    Cropland:

                     

                  	
                     

                    1068.6

                     

                  	
                     

                    Farmland:

                     

                  	
                     

                    1839.9

                     

                  	 	 	 	 	 	 	 
	
                     

                    C/C

                     

                     

                    CORN

                     

                  	
                     

                    Type

                     

                     

                    YEL

                     

                  	
                     

                    Prac

                     

                     

                    N

                     

                  	
                     

                    IU

                     

                     

                    GR

                     

                  	
                     

                    Reported

                     

                     

                    1.633.00

                     

                  	
                     

                    Determined

                     

                  	
                     

                    C/C
                      Type

                     

                     

                    FALOW

                     

                  	
                     

                    Prac

                     

                     

                    N

                     

                  	
                     

                    IU

                     

                  	
                     

                    Reported

                     

                     

                    1.063.00

                     

                  	
                     

                    Determined

                     

                  	
                     

                    C/C

                     

                     

                    GRASS

                     

                  	
                     

                    Type

                     

                     

                    BCS

                     

                  	
                     

                    Prac

                     

                     

                    N

                     

                  	
                     

                    IU

                     

                     

                    FG

                     

                  	
                     

                    Reported

                     

                     

                    81.20

                     

                  	
                     

                    Determi

                     

                  
	
                    PRODUCER'S
                      CERTIFICATION: I certify to the best of my knowledge and belief
                      that the
                      acreage of crops and land uses listed herein are true and correct,
                      and
                      that all required crops and land uses have been reported for
                      the farm as
                      applicable. The signing of this form gives FSA representatives
                      authorization to enter and inspect crops and land uses on the
                      above
                      identified land.

                  
	
                    Producer's
                      Signature

                     

                  	
                    Date

                  
	
                    This
                      program or activity will be conducted on a nondiscriminatory
                      basis without
                      regard to race, color, religion, national origin, sex, age,
                      marital
                      status, or disability.

                  


          

        

      

       

      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

    

    Exhibit
      B

     

    
      
        
          TITUS.
            TEXAS                                                                             
Form
            Approved - OMB No. 0560-0004

          FSA-578
            (Producer Print)                                 REPORT
            OF
            ACREAGE                 
                             PROGRAM
            YEAR 2005

                                                                          DATE:
            11-17-2005

        

      

      
        
        

      

    

                                                                                                            "B"

    
      


      Producer
        Name and Address ID

      


      PATRICK
        W
        PILGRIM 9599

      1535
        LOOP
        179

      PITTSBURG,
        TX 75686-3503

      


      
        	
                NOTE: The
                  following statements are made in accordance with the Privacy Act
                  of 1974(5
                  USC 552a). The Agricultural Adjustment Act of 1938, as amended,
                  and the
                  Agricultural Act of 1949, as amended, authorized the collection
                  of the
                  following data. The data will be used to determine eligibility
                  for
                  assistance. Furnishing the data is voluntary, however, without
                  it
                  assistance cannot be provided. The data may be furnished to any
                  agency
                  responsible for enforcing the provisions of the Acts.

              
	
                Public
                  reporting burden for this collection of information is estimated
                  to
                  average 15 minutes per response, including the time for reviewing
                  instructions, searching existing data sources, gathering and maintaining
                  the data needed, and completing and reviewing the collection of
                  information. Send comments regarding this burden estimate, or any
                  other
                  aspect of this collection of information, including suggestions
                  for
                  reducing this burden, to the Department of Agriculture, Clearance
                  Officer,
                  Ag Box 7630, Washington, D.C. 20250, and to the Office of Management
                  and
                  Budget. Paperwork Reduction Project (OMB No. 0560-0004). Washington,
                  D.C.
                  20503. RETURN THIS COMPLETED FORM TO YOUR FSA COUNTY
                  OFFICE.

              
	
                 

                Farm
                  

                 

                 

                Number

                 

              	
                 

                Tract
                  

                 

                 

                Number

                 

              	
                 

                CLU/
                  Field

                 

              	
                 

                Ir
                  

                 

                 

                Pr

                 

              	
                 

                 

                 

                 

                C/C

                 

              	
                 

                Var/

                 

                 

                Type

                 

              	
                 

                Int

                 

                 

                Use

                 

              	
                 

                C/C

                 

                 

                Stat

                 

              	
                 

                Rpt

                 

                 

                Unt

                 

              	
                 

                Reported
                  

                 

                 

                Quantity

                 

              	
                 

                Determined
                  

                 

                 

                Quantity

                 

              	
                 

                Crp
                  

                 

                 

                Lnd

                 

              	
                 

                Planting
                  

                 

                 

                Date

                 

              	
                 

                Prod
                  

                 

                 

                Share

                 

              	
                 

                Prod
                  

                 

                 

                Name

                 

              	
                 

                RMA

                 

                 

                Unt

                 

              	
                 

                Dpt

                 

                 

                Unt

                 

              
	
                 

                2281

                 

              	
                 

                0

                 

              	 	
                 

                Ni

                 

              	
                 

                OFAV

                 

              	 	 	 	 	
                 

                .00

                 

              	 	 	 	
                 

                1.0000

                 

              	
                 

                PATRICK
                  W PILGRIM

                 

              	 	 
	 	
                 

                2390

                 

              	
                 

                2A

                 

              	
                 

                Ni

                 

              	
                 

                CORN

                 

              	
                 

                YEL

                 

              	
                 

                Grain

                 

              	
                 

                I

                 

              	
                 

                A

                 

              	
                 

                92.50

                 

              	 	
                 

                Y

                 

              	
                 

                03-27-2005

                 

              	
                 

                1.0000

                 

              	
                 

                PATRICK
                  W PILGRIM

                 

              	 	 
	 	 	
                 

                3A

                 

              	
                 

                Ni

                 

              	
                 

                CORN

                 

              	
                 

                YEL

                 

              	
                 

                Grain

                 

              	
                 

                I

                 

              	
                 

                A

                 

              	
                 

                64.00

                 

              	 	
                 

                Y

                 

              	
                 

                03-27-2005

                 

              	
                 

                1.0000

                 

              	
                 

                PATRICK
                  W PILGRIM

                 

              	 	 
	
                 

                Photo
                  Number/Legal Descriptions:

                 

              	
                 

                2390

                 

              	
                 

                G12/2B

                 

              	 	 	 	 	 	 	 
	 	 	
                 

                Cropland:

                 

              	
                 

                156.5

                 

              	
                 

                Farmland:

                 

              	
                 

                400.0

                 

              	 	 	 	 	 	 	 
	
                 

                C/C

                 

                 

                CORN

                 

              	
                 

                Type

                 

                 

                YEL

                 

              	
                 

                Prac

                 

                 

                N

                 

              	
                 

                IU

                 

                 

                GR

                 

              	
                 

                Reported

                 

                 

                156.50

                 

              	
                 

                Determined

                 

              	 	 	 	 	 	 	 	 	 	 	 
	
                PRODUCER'S
                  CERTIFICATION: I certify to the best of my knowledge and belief
                  that the
                  acreage of crops and land uses listed herein are true and correct,
                  and
                  that all required crops and land uses have been reported for the
                  farm as
                  applicable. The signing of this form gives FSA representatives
                  authorization to enter and inspect crops and land uses on the above
                  identified land.

              
	
                Producer's
                  Signature

                 

              	
                Date

              
	
                This
                  program or activity will be conducted on a nondiscriminatory basis
                  without
                  regard to race, color, religion, national origin, sex, age, marital
                  status, or disability.

              


      

       

    

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    Exhibit
      C

    


    This
      Exhibit C hereby amends that certain Ground Lease Agreement entered into by
      and
      between Lessor and Lessee on December 28, 2005 (“Original Lease”). The terms of
      this Lease shall supersede any and all terms as set forth in the Original Lease.
      

    


    Pursuant
      to the Original Lease, Lessee leased from Lessor a total of 1,789.5 acres at
      $13.00 per acre. Pursuant to this Lease, the acreage leased by Lessee from
      Lessor shall be reduced to 1,679.5 acres at $13.00 per acre as
      follows:

    


    Original
      Total Acreage leased by Lessee (as set forth in Exhibits A & B):


    


    1,789.5
      acres 

    


    Less:
      thirty (30) acres from “Farm 30”

    


    Less
      thirty (30) acres from “LTD”

    


    Less
      fifty (50) acres from Lessee’s currently-owned farm

    


    Equals:
      

    


    1,679.5
      acres (Amended Total Acreage leased by Lessee)