TITLE









Exhibit 10.9




 




SECOND

AMENDMENT TO


MASTER TIMBER MANAGEMENT AGREEMENT




 




(Western Operations)




 




 




THIS SECOND AMENDMENT (the “Amendment”) is dated as of the 9th day of

February 2000 by and between HANCOCK NATURAL RESOURCE GROUP, INC., a

Delaware corporation (hereinafter referred to as “HNRGI” or the “Client”), and

OLYMPIC RESOURCE MANAGEMENT LLC, a Washington limited liability company

(hereinafter referred to as “Manager”). 

Capitalized terms not otherwise defined in this Amendment shall have the

meanings given in the Master Timber Management Agreement (Western Operations)

effective as of January 1, 1998, by and between Client and Manager, as

amended by a First Amendment to Master Timber Management Agreement dated as of

July 26, 1999, collectively the “Master Agreement.”




WHEREAS, the parties wish to further amend the Master Agreement with

respect to matters from and after February 9, 2000, all as set forth

herein.




NOW, THEREFORE, the parties agree as follows:




1.             Property

Management Service Fee.  Exhibit 2A

of the Master Agreement is hereby replaced by Exhibit 2A to this

Amendment.  This replacement is

effective as of February 9, 2000.




2.             Miscellaneous.  This Amendment and all exhibits and

schedules hereto constitute an integral part of the Master Agreement.  Except as expressly amended by this

Amendment, the Master Agreement shall remain in full force and effect.




	

  CLIENT:  


  	

   


  	

  MANAGER: 

  


  
	

   


  	

   


  	

   


  
	

  HANCOCK NATURAL RESOURCE GROUP, INC. 


  	

   


  	

  OLYMPIC RESOURCE MANAGEMENT LLC   


  
	

   


  	

   


  	

   


  
	

   By:


  	

  /s/ Unreadable 


  	

   


  	

  By: 


  	

  /s/ Gary F. Tucker


  
	

   


  	

   


  	

   


  
	

   Its:


  	

  Vice President 

  


  	

   


  	

  Its:


  	

  President & CEO 

  


  
	

   


  	

   


  	

   


  
	

  Date:


  	

  5/4/00


  	

   


  	

  Date:


  	

  April 14, 2000


  





 




 




 




1





























 




EXHIBIT 2A


TO SECOND AMENDMENT


Property Management Service Fee




 




	

  State


  	

   


  	

  Property


  	

   


  	

  Acreage


  (as of 2/9/2000)


  	

   


  	

  Base

  Rate $/Acre Fee


  
	

  California


  	

   


  	

  MCCLOUD


  	

   


  	

  39,208


  	

   


  	

  [Confidential

  Treatment for the omitted material contained in the entire column has been

  requested and has been filed separately with the Securities and Exchange

  Commission] 


  
	

   


  	

   


  	

   


  	

   


  	

   


  	

   


  
	

  Oregon


  	

   


  	

  COATES CREEK


  	

   


  	

  6,406


  	

   


  
	

  Oregon


  	

   


  	

  DEER CREEK


  	

   


  	

  13,133


  	

   


  
	

  Oregon


  	

   


  	

  HERSHEY


  	

   


  	

  5,014


  	

   


  
	

  Oregon


  	

   


  	

  NICOLAI


  	

   


  	

  5,524


  	

   


  
	

  Oregon


  	

   


  	

  PEBBLE CREEK


  	

   


  	

  15,203


  	

   


  
	

  Oregon


  	

   


  	

  SCAPPOSE


  	

   


  	

  10,906


  	

   


  
	

  Oregon


  	

   


  	

  ST. HELENS


  	

   


  	

  4,734


  	

   


  	

   


  
	

  Oregon


  	

   


  	

  UMPQUA


  	

   


  	

  19,297


  	

   


  	

   


  
	

  Oregon


  	

   


  	

  WILARK


  	

   


  	

  7,774


  	

   


  	

   


  
	

  Oregon


  	

   


  	

  WILSON RIVER


  	

   


  	

  13,372


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

   


  	

   


  	

   


  
	

  Washington


  	

   


  	

  GOLD BAR


  	

   


  	

  6,076


  	

   


  	

   


  
	

  Washington


  	

   


  	

  MONROE


  	

   


  	

  6,982


  	

   


  	

   


  
	

  Washington


  	

   


  	

  SKYKOMISH


  	

   


  	

  6,330


  	

   


  	

   


  
	

  Washington


  	

   


  	

  WISHKAH


  	

   


  	

  20,417


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

   


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

  180,376


  	

   


  	

   


  





 




Contract term for these properties: 

three (3) years beginning 1/1/98 and ending on 12/31/2000.




 




2