TIMBERLAND DEED OF TRUST









	

   


  	

  Exhibit

  10.37


  





 




AFTER RECORDING RETURN TO:




Mark A. Stayer




Schwabe Williamson &

Wyatt, P.C.




1211 S.W. Fifth Avenue


Suites 1600-1900




Portland,

OR 97204




	

  Document Title:


  	

   


  	

  Timberland Deed of

  Trust and Security Agreement with Assignment of Rents and Fixture Filing


  
	

   


  	

   


  	

   


  
	

  Reference # of related

  documents:


  	

   


  	

   


  
	

   


  	

   


  	

   


  
	

  Grantor(s):


  	

   


  	

  POPE RESOURCES, A

  DELAWARE LIMITED PARTNERSHIP


  
	

   


  	

   


  	

   


  
	

  Grantee(s):


  	

   


  	

  JOHN HANCOCK LIFE

  INSURANCE COMPANY


  





 




	

  JEFFERSON COUNTY, WASHINGTON


  Abbreviated Legal Description


  
	

  04— 27N— 01E


  	

   


  	

  06— 28N— 01W


  	

   


  	

  29— 29N— 01W


  
	

  18— 28N— 01E


  	

   


  	

  08— 28N— 01W


  	

   


  	

  30— 29N— 01W


  
	

  19— 28N— 01E


  	

   


  	

  09— 28N— 01W


  	

   


  	

  31— 29N— 01W


  
	

  28— 28N— 01E


  	

   


  	

  11— 28N— 01W


  	

   


  	

  32— 29N— 01W


  
	

  29— 28N— 01E


  	

   


  	

  12— 28N— 01W


  	

   


  	

  33— 29N— 01W


  
	

  18— 29N— 01E


  	

   


  	

  04— 29N— 01W


  	

   


  	

  34— 29N— 01W


  
	

  19— 29N— 01E


  	

   


  	

  09— 29N— 01W


  	

   


  	

  27— 27N— 02W


  
	

  30— 29N— 01E


  	

   


  	

  17— 29N— 01W


  	

   


  	

  01— 28N— 02W


  
	

  31— 29N— 01E


  	

   


  	

  19— 29N— 01W


  	

   


  	

  14— 28N— 02W


  
	

  05— 27N— 01W


  	

   


  	

  20— 29N— 01W


  	

   


  	

  22— 28N— 02W


  
	

  01— 28N— 01W


  	

   


  	

  21— 29N— 01W


  	

   


  	

  26— 28N— 02W


  
	

  02— 28N— 01W


  	

   


  	

  22— 29N— 01W


  	

   


  	

  24— 29N— 02W


  
	

  04— 28N— 01W


  	

   


  	

  25— 29N— 01W


  	

   


  	

  36— 29N— 02W


  
	

  05— 28N— 01W


  	

   


  	

  28— 29N— 01W


  	

   


  	

   


  
	

  Additional Legal

  Description is on Exhibit A to document.


  





 




 





























 




	

  KITSAP

  COUNTY, WASHINGTON


  Abbreviated Legal Description


  
	

  Parcel 1:


  	

  Northeast quarter Southeast quarter Section 12,

  township 27 North, Range 1 East


  
	

   


  	

   


  
	

  Parcel 2:


  	

  Southwest quarter of Northwest quarter Section 13,

  Township 27 North, Range 1 East, Tracts 1, 13, 15, 16 and 17 Hood Canal

  Acreage Tracts Block 2, Division 1, Lots 12 and 13, Hood Canal Acreage

  Tracts Block 1, Division 4 and Lots 10 and 11, Hood Canal Acreage Tracts

  Block 1, Division 2


  
	

   


  	

   


  
	

  Parcel 3:


  	

  Southeast quarter Northeast quarter Section 23,

  Township 27 North, Range 1 East


  
	

   


  	

   


  
	

  Parcel 4:


  	

  Section 24, Township 27 North, Range 1 East


  
	

   


  	

   


  
	

  Parcel 5:


  	

  Section 25, Township 25 North, Range 1 East


  
	

   


  	

   


  
	

  Parcel 6:


  	

  Section 36, Township 27 North, Range 1 East


  
	

   


  	

   


  
	

  Parcel 7: 


  	

  Section 36, Township 27 North, Range 1 East


  
	

   


  	

   


  
	

  Parcel 8:


  	

  Northwest quarter Section 3, Township 26 North,

  Range 2 East


  
	

   


  	

   


  
	

  Parcel 9:


  	

  Northeast quarter Section 4, Township 26 North,

  Range 2 East


  
	

   


  	

   


  
	

  Parcel 10:


  	

  Southeast quarter Section 4, Township 26 North,

  Range 2 East


  
	

   


  	

   


  
	

  Parcel 11:


  	

  Southeast quarter of

  Northwest Quarter and East half of Southwest quarter Section 3, Township

  27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 12:


  	

  East half Section 4, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 13:


  	

  Southeast quarter Southwest quarter Section 4,

  Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 18:


  	

  Northeast quarter Northeast quarter Section 9,

  Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 19:


  	

  Northwest quarter Northeast quarter Section 9,

  Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 20:


  	

  Section 15, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 21:


  	

  Section 18, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 22:


  	

  Section 18, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 23:


  	

  Section 19, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 24:


  	

  West half of East half and Northwest quarter of

  Southwest quarter Section 33, Township 28 North, Range 2 East


  





 




2





























 




	

  Parcel 25:


  	

  Southwest quarter of Southwest quarter Section 28,

  Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 26:


  	

  Northwest quarter Northwest quarter Section 29,

  Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 27:


  	

  Southeast quarter Section 29, Township 27 North,

  Range 1 East


  
	

   


  	

   


  
	

  Parcel 28:


  	

  Section 30, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 29:


  	

  North half Section 31, Township 27 North, Range 2

  East


  
	

   


  	

   


  
	

  Parcel 30:


  	

  Section 32, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 31:


  	

  Section 33, Township 27 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 32:


  	

  South half Southwest quarter Section 34, Township 27

  North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 33:


  	

  South half of Southwest quarter Section 20, Township

  28 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 34:


  	

  Southwest quarter and Southeast quarter of Southeast

  quarter Section 20, Township 28 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 35:


  	

  Section 28, Township 28 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 36:


  	

  Southeast quarter Southwest quarter Section 20,

  Township 28 North, Range 2 East, Govt. Lot 1 Section 20, Township 28

  North, Range 2 East, Govt. Lot 4 Section 29, Township 28 North, Range 2 East,

  Northeast quarter Northwest quarter Section 29, Township 28 North, Range 2

  East, Govt. Lot 1, Section 29, Township 28 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 37:


  	

  Northeast and Southeast quarter Section 32, Township

  28 North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 38:


  	

  West half of East half Section 33, Township 28

  North, Range 2 East


  
	

   


  	

   


  
	

  Parcel 39:


  	

  North half of Southwest quarter Section 3, Township

  23 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 40:


  	

  Northeast quarter Northeast quarter Section 20,

  Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 41:


  	

  Southwest quarter Northwest Quarter Section 20,

  Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 42:


  	

  Section 28, Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 43:


  	

  Section 29, Township 24 North, Range 1 East


  





 




3





























 




	

  Parcel 44:


  	

  Southeast quarter Southeast quarter Section 30,

  Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 45:


  	

  Section 31, Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 46:


  	

  Section 32, Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 47:


  	

  Section 33, Township 24 North, Range 1 West


  
	

   


  	

   


  
	

  Parcel 48:


  	

  Section 19, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 49:


  	

  Section 20, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 50:


  	

  Northeast quarter Northwest quarter Section 20,

  Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 51:


  	

  Section 21, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 52:


  	

  Northwest quarter Northeast quarter Section 21,

  Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 53:


  	

  Section 22, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 54:


  	

  Section 22, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 55:


  	

  Section 23, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 56:


  	

  West half of Southwest quarter Section 23, Township

  24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 57:


  	

  Southwest quarter Southeast quarter Section 24

  Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 58:


  	

  Section 25, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 59:


  	

  Section 26, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 60:


  	

  Section 27, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 61:


  	

  Section 28, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 62:


  	

  East half of Section 29, Township 24 North, Range 2

  West


  
	

   


  	

   


  
	

  Parcel 63:


  	

  Northeast quarter Section 31, Township 24 North,

  Range 2 West


  





 




4





























 




	

  KITSAP

  COUNTY, WASHINGTON


  Abbreviated Legal Description


  
	

  Parcel 64:


  	

  Section 32, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 65:


  	

  Section 33, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 66:


  	

  Northeast quarter and West half Section 34, Township

  24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 67:


  	

  Southeast quarter Section 34, Township 24 North,

  Range 2 West


  
	

   


  	

   


  
	

  Parcel 68:


  	

  Section 35, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 69:


  	

  Section 36, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 70:


  	

  Section 36, Township 24 North, Range 2 West


  
	

   


  	

   


  
	

  Parcel 71:


  	

  East half and East half Southwest quarter Section

  36, Township 24 North, Range 3 West


  
	

   


  	

   


  
	

  Parcel 72:


  	

  Lots 17, 32, 33, 46 and 36 Hood Canal Acreage

  tracts, Block 1, Division 3


  
	

   


  	

   


  
	

  Additional Legal

  Description is on Exhibit A to document.


  





 




	

  MASON

  COUNTY, WASHINGTON


  Abbreviated Legal Descriptions


  
	

  TL GL 1 & 2,

  6-22-1; 4-23-1 ex SE SE; ptns GL 1, 2, 3, 5, E 1⁄2  SE, W 1⁄2 SE 5-23-1; all 8-23-1; W 1⁄2 NE, NW, NW SW, ptn NE SW,

  9-23-1; W 1⁄2 NE, NW, N1⁄2 SW 17-23-1; GL 2, 3, 4 1-23-2; GL 1, 2, 3, 4, SW NW,

  NW SW, 2-23-2; GL 1, 2, S 1⁄2 NE, 3-23-2; GL 3, 4, S 1⁄2 NW, W 1⁄2 SW, 4-23-2; all

  5-23-2; S 1⁄2 NE, GL 1 to 7, SE NW, SE SW, NW SE, 6-23-2; all 7-23-2, exc SE

  SE, & exc ptns; NE exc SE NE, NW, SW, W 1⁄2 SE, 8-23-2; GL 2, NW 17-23-2;

  NE NW & GL 1 18-23-2; all 1-23-3; E 1⁄2 SE, SE NE 2-23-3; SE NE, SE

  SW, N 1⁄2 SE, SW SE 11-23-3; N 1⁄2, N 1⁄2 SW, SE, exc ptn 12-23-3; W 1⁄2 NE, NE

  NW, S 1⁄2 NW 14-23-3; NW NE, SE NW, NE SW, NW SE, SE SE 22-23-3


  Additional Legal

  Description is on Exhibit A to document.


  





 




 




	

  CLALLAM COUNTY, WASHINGTON  


  Abbreviated

  Legal Descriptions


  
	

  W

  396’ OF SW, 33-28-2.


  
	

  W1⁄2

  NE, 30-30-2.


  
	

  N1⁄2

  SW SW & SE SW SW, 35-30-5.


  
	

  SW

  SW SW, 35-30-5.


  
	

  Additional Legal

  Description is on Exhibit A to document.


  





 




5





























 




	

  JEFFERSON COUNTY, WASHINGTON  


  Assessor’s

  Tax Parcel I.D. Numbers


  
	

  721 042 001 (1)


  	

   


  	

  901 194 006 (32)


  
	

  821 181 001 (2)


  	

   


  	

  901 201 001 (33)


  
	

  821 181 002 (3)


  	

   


  	

  901 213 001 (34)


  
	

  821 181 008 (4)


  	

   


  	

  901 214 001 (35)


  
	

  821 181 011 (5)


  	

   


  	

  901 223 002 (36)


  
	

  821 191 001 (6)


  	

   


  	

  996 800 001 (37)


  
	

  821 192 002 (7)


  	

   


  	

  901 254 012 (38)


  
	

  821 203 001 (8)


  	

   


  	

  901 282 001 (39)


  
	

  821 281 001 (9)


  	

   


  	

  901 292 002 (portion of Parcel 40)


  
	

  921 182 005 (10)


  	

   


  	

  901 294 001 (portion of Parcel 40)


  
	

  921 193 001 (11)


  	

   


  	

  901 301 001 (portion of Parcel 41)


  
	

  921 302 001 (12)


  	

   


  	

  901 302 001 (portion of Parcel 41)


  
	

  921 303 001 (13)


  	

   


  	

  901 311 001 (42)


  
	

  921 303 002 (14)


  	

   


  	

  901 321 001 (43)


  
	

  921 312 002 (15)


  	

   


  	

  901 323 008 (44)


  
	

  701 051 002 (16)


  	

   


  	

  901 331 001 (45)


  
	

  701 051 003 (17)


  	

   


  	

  901 343 003 (46)


  
	

  801 012 003 (18)


  	

   


  	

  702 271 001 (47)


  
	

  801 024 002 (19)


  	

   


  	

  802 012 001 (portion of Parcel 48)


  
	

  801 043 001 (portion of Parcel 20)


  	

   


  	

  802 012 009 (portion of Parcel 48)


  
	

  801 081 001 (portion of Parcel 20)


  	

   


  	

  802 012 011 (49)


  
	

  801 052 001 (21)


  	

   


  	

  802 144 001 (portion of Parcel 50)


  
	

  801 052 002 (22)


  	

   


  	

  802 144 002 (portion of Parcel 50)


  
	

  801 062 003 (23)


  	

   


  	

  801 144 005 (51)


  
	

  801 093 001 (24)


  	

   


  	

  802 261 009 (52)


  
	

  801 111 001 (25)


  	

   


  	

  902 244 001 (53)


  
	

  801 122 001 (26)


  	

   


  	

  902 361 002 (portion of Parcel 54)


  
	

  901 041 001 (portion of Parcel 27)


  	

   


  	

  902 361 004 (portion of Parcel 54)


  
	

  901 042 001 (portion of Parcel 27)


  	

   


  	

  902 361 005 (portion of Parcel 54)


  
	

  901 042 002 (portion of Parcel 27)


  	

   


  	

  902 362 010 (55)


  
	

  996 200 004 (portion of Parcel 27)


  	

   


  	

   


  
	

  901 091 001 (portion of Parcel 28)


  	

   


  	

   


  
	

  901 092 001 (portion of Parcel 28)


  	

   


  	

   


  
	

  901 173 002 (29)


  	

   


  	

   


  
	

  901 193 001 (30)


  	

   


  	

   


  
	

  901 194 005 (31)


  	

   


  	

   


  





 




 




6





























 




	

  KITSAP COUNTY, WASHINGTON  


  Assessor’s

  Tax Parcel I.D. Numbers


  
	

  122 701 400 120 01 (1)


  	

   


  	

  032 602 200 520 02 (8)


  	

   


  	

  092 702 100 820 04 (19)


  
	

  122 701 400 320 09 (1)


  	

   


  	

  042 602 100 120 07 (9)


  	

   


  	

  152 702 100 720 07 (20)


  
	

  132 701 100 120 06 (2)


  	

   


  	

  042 602 400 120 01 (10)


  	

   


  	

  182 702 100 320 08 (21)


  
	

  132 701 100 420 03 (2)


  	

   


  	

  032 702 200 820 08 (11)


  	

   


  	

  182 702 100 420 07 (22)


  
	

  132 701 300 320 00 (2)


  	

   


  	

  042 702 102 220 01 (12)


  	

   


  	

  192 702 100 520 05 (23)


  
	

  232 701 101 220 01 (3)


  	

   


  	

  042 702 300 420 09 (13)


  	

   


  	

  202 702 300 520 08 (24)


  
	

  242 701 100 120 03 (4)


  	

   


  	

  072 702 100 620 08 (14)


  	

   


  	

  282 702 302 120 00 (25)


  
	

  242 701 200 420 08 (4)


  	

   


  	

  072 702 100 621 07 (14)


  	

   


  	

  292 702 202 620 06 (26)


  
	

  242 701 300 820 02 (4)


  	

   


  	

  072 702 101 220 00 (15)


  	

   


  	

  292 702 400 620 06 (27)


  
	

  252 701 100 120 02 (5)


  	

   


  	

  072 702 300 320 07 (16)


  	

   


  	

  302 702 100 120 04 (28)


  
	

  362 701 100 520 05 (6)


  	

   


  	

  072 702 300 420 06 (17)


  	

   


  	

  302 702 100 420 01 (28)


  
	

  362 701 100 620 04 (7)


  	

   


  	

  092 702 100 320 09 (18)


  	

   


  	

  302 702 300 320 08 (28)


  
	

  302 702 400 320 06 (28)


  	

   


  	

  292 401 200 210 00 (43)


  	

   


  	

  252 402 300 210 01 (58)


  
	

  312 702 100 420 00 (29)


  	

   


  	

  292 401 300 110 09 (43)


  	

   


  	

  252 402 300 310 00 (58)


  
	

  312 702 100 620 08 (29)


  	

   


  	

  302 401 400 510 00 (44)


  	

   


  	

  252 402 300 410 09 (58)


  
	

  312 702 200 220 00 (29)


  	

   


  	

  312 401 100 110 09 (45)


  	

   


  	

  252 402 400 110 00 (58)


  
	

  322 702 100 120 02 (30)


  	

   


  	

  322 401 300 110 04 (46)


  	

   


  	

  252 402 400 210 09 (58)


  
	

  322 702 400 620 01 (30)


  	

   


  	

  332 401 100 110 07 (47)


  	

   


  	

  252 402 400 410 07 (58)


  
	

  332 702 200 720 03 (31)


  	

   


  	

  332 401 201 010 04 (47)


  	

   


  	

  262 402 100 110 05 (59)


  
	

  332 702 201 220 06 (31)


  	

   


  	

  332 401 300 110 03 (47)


  	

   


  	

  272 402 100 110 04 (60)


  
	

  332 702 300 120 07 (31)


  	

   


  	

  192 402 400 310 06 (48)


  	

   


  	

  282 402 100 110 03 (61)


  
	

  332 702 400 620 00 (31)


  	

   


  	

  202 402 100 110 01 (49)


  	

   


  	

  292 402 100 110 02 (62)


  
	

  342 702 300 720 00 (32)


  	

   


  	

  202 402 200 110 09 (50)


  	

   


  	

  312 402 100 210 07 (63)


  
	

  202 802 300 220 00 (33)


  	

   


  	

  212 402 100 110 00 (51)


  	

   


  	

  322 402 100 110 07 (64)


  
	

  202 802 400 220 08 (34)


  	

   


  	

  212 402 100 310 08 (52)


  	

   


  	

  332 402 100 110 06 (65)


  
	

  282 802 100 120 07 (35)


  	

   


  	

  222 402 100 110 09 (53)


  	

   


  	

  342 402 100 110 05 (66)


  
	

  282 802 100 220 06 (35)


  	

   


  	

  222 402 100 210 08 (54)


  	

   


  	

  342 402 400 210 08 (67)


  
	

  292 802 100 120 06 (36)


  	

   


  	

  222 402 400 210 02 (54)


  	

   


  	

  352 402 100 110 04 (68)


  
	

  292 802 100 220 05 (36)


  	

   


  	

  232 402 200 310 04 (55)


  	

   


  	

  362 402 100 110 03 (69)


  
	

  292 802 200 220 03 (36)


  	

   


  	

  232 402 300 210 03 (56)


  	

   


  	

  362 402 100 210 02 (70)


  
	

  292 802 400 120 00 (36)


  	

   


  	

  242 402 400 110 01 (57)


  	

   


  	

  362 402 100 310 01 (70)


  
	

  322 802 102 520 03 (37)


  	

   


  	

  252 402 100 110 06 (58)


  	

   


  	

  362 402 200 110 01 (70)


  
	

  332 802 100 320 08 (38)


  	

   


  	

  252 402 100 310 04 (58)


  	

   


  	

  362 402 200 210 00 (70)


  
	

  032 301 301 110 08 (39)


  	

   


  	

  252 402 100 410 03 (58)


  	

   


  	

  362 402 200 310 09 (70)


  
	

  202 401 100 410 09 (40)


  	

   


  	

  252 402 200 110 04 (58)


  	

   


  	

  362 402 300 110 09 (70)


  
	

  202 401 200 510 06 (41)


  	

   


  	

  252 402 200 210 03 (58)


  	

   


  	

  362 402 300 210 08 (70)


  
	

  282 401 100 110 04 (42)


  	

   


  	

  252 402 200 310 02 (58)


  	

   


  	

  362 403 100 110 02 (71)


  
	

  282 401 300 110 00 (42)


  	

   


  	

  252 402 200 410 01 (58)


  	

   


  	

   


  
	

  292 401 100 110 03 (43)


  	

   


  	

  252 402 300 110 02 (58)


  	

   


  	

   


  





 




 




7





























 




	

  MASON COUNTY, WASHINGTON  


  Assessor’s

  Tax Parcel I.D. Numbers


  
	

  12206 11 70430


  	

   


  	

  22305 13 00000


  	

   


  	

  22307 32 00000


  
	

  12304 00 00000


  	

   


  	

  22305 14 00000


  	

   


  	

  22307 33 00000


  
	

  12304 41 00000


  	

   


  	

  22305 21 00000


  	

   


  	

  22307 34 00000


  
	

  12304 42 00000


  	

   


  	

  22305 22 00000


  	

   


  	

  22307 40 00000


  
	

  12304 43 00000


  	

   


  	

  22305 23 00000


  	

   


  	

  22307 43 00000


  
	

  12305 11 00000


  	

   


  	

  22305 24 00000


  	

   


  	

  22308 10 00000


  
	

  12305 13 00000


  	

   


  	

  22305 31 00000


  	

   


  	

  22308 20 00000


  
	

  12305 14 00000


  	

   


  	

  22305 32 00000


  	

   


  	

  22308 30 00000


  
	

  12305 21 00000


  	

   


  	

  22305 33 00000


  	

   


  	

  22308 30 00010


  
	

  12305 22 00000


  	

   


  	

  22305 34 00000


  	

   


  	

  22308 40 00000


  
	

  12305 40 00000


  	

   


  	

  22305 41 00000


  	

   


  	

  22317 13 00000


  
	

  12305 40 04000


  	

   


  	

  22305 42 00000


  	

   


  	

  22317 20 00000


  
	

  12308 00 00000


  	

   


  	

  22305 43 00000


  	

   


  	

  22318 21 00000


  
	

  12309 00 01000


  	

   


  	

  22305 44 00000


  	

   


  	

  22318 22 00000


  
	

  12309 31 00000


  	

   


  	

  22306 10 00000


  	

   


  	

  32301 00 00000


  
	

  12317 20 00000


  	

   


  	

  22306 11 00000


  	

   


  	

  32301 20 00000


  
	

  12317 30 01000


  	

   


  	

  22306 12 00000


  	

   


  	

  32302 40 00000


  
	

  22301 12 00000


  	

   


  	

  22306 21 00000


  	

   


  	

  32311 14 00000


  
	

  22301 20 00000


  	

   


  	

  22306 22 00000


  	

   


  	

  32311 34 00000


  
	

  22302 11 00000


  	

   


  	

  22306 23 00000


  	

   


  	

  32311 40 00000


  
	

  22302 12 00000


  	

   


  	

  22306 24 00000


  	

   


  	

  32311 43 00000


  
	

  22302 20 00000


  	

   


  	

  22306 32 00000


  	

   


  	

  32312 00 01000


  
	

  22302 23 00000


  	

   


  	

  22306 33 00000


  	

   


  	

  32312 30 00000


  
	

  22302 32 00000


  	

   


  	

  22306 34 00000


  	

   


  	

  32312 40 00000


  
	

  22303 10 00000


  	

   


  	

  22306 42 00000


  	

   


  	

  32312 41 00000


  
	

  22303 13 00000


  	

   


  	

  22307 10 00000


  	

   


  	

  32312 44 00000


  
	

  22304 20 00000


  	

   


  	

  22307 20 00000


  	

   


  	

  32314 00 01000


  
	

  22304 20 00010


  	

   


  	

  22307 22 00000


  	

   


  	

  32322 00 00000


  
	

  22304 30 00000


  	

   


  	

  22307 23 00000


  	

   


  	

  32322 44 00000


  
	

  22305 11 00000


  	

   


  	

  22307 31 00000


  	

   


  	

   


  
	

  22305 12 00000


  	

   


  	

  22307 31 00020


  	

   


  	

   


  





 




	

  CLALLAM COUNTY, WASHINGTON


  Tax

  Assessor’s Tax Parcel I.D. Numbers


  
	

  022833

  300000


  	

   


  	

  053035

  330050


  
	

  023030

  120000


  	

   


  	

  053035

  330000


  





 




 




8





























 




TIMBERLAND DEED OF TRUST




AND SECURITY AGREEMENT




WITH ASSIGNMENT OF RENTS




AND FIXTURE FILING




(Washington)




This Timberland Deed of Trust and Security Agreement

with Assignment of Rents and Fixture Filing (said Deed of Trust as may be

amended or modified hereafter is referred to as the “Deed of Trust”) is made

this 29th day of March, 2001, by and between POPE RESOURCES, A DELAWARE LIMITED

PARTNERSHIP (hereinafter referred to as the “Grantor”) whose address is 19245

10th Avenue N.E., Poulsbo, Washington 923370–0239, JEFFERSON TITLE

COMPANY, whose address is 2205 Washington Street, Port Townsend, Washington

98368, as Trustee, (hereinafter referred to as “Trustee”) and JOHN HANCOCK LIFE

INSURANCE COMPANY, a corporation incorporated under the laws of the

Commonwealth of Massachusetts (hereinafter referred to as the “Beneficiary”),

as agent for itself and for the other Holders, as hereinafter defined, whose

address is John Hancock Place, 200 Clarendon Street, P.O. Box 111, Boston,

Massachusetts 02117, Attn:  Senior

Forestry Investment Officer, Agricultural Investment Department.




WHEREAS, under that certain Note Purchase Agreement

(said Note Purchase Agreement together with any and all replacements,

supplements, modifications, amendments, restatements, renewals or extensions

thereof is hereinafter referred to as the “Note Purchase Agreement”) dated of

even date herewith, by and among Grantor, Beneficiary, and the Holders, as

defined in the Note Purchase Agreement, Grantor issued to the Holders, as

defined in the Note Purchase Agreement, certain Class A Fixed Rate Senior

Secured Notes (said notes, together with any and all replacements, supplements,

modifications, amendments, restatements, renewals or extensions thereof are

hereinafter individually and collectively referred to as the “Notes”) all dated

of even date herewith in the aggregate principal amount of $30,000,000, to be

paid with interest thereon in installments as set forth in the Notes, which

mature, if not sooner paid, on April 1, 2011; and




WHEREAS, to secure the indebtedness evidenced by the

Notes and the indebtedness evidenced by that certain Promissory Note dated

April 29, 1992, in the original amount of $16,000,000, as amended by

instruments dated May 25, 1993, December 19, 1995, December 20, 1999, and

instrument dated of even date herewith (such Promissory Note, as amended

previously and as may be amended hereafter, is herein referred to as the “1992

Note”), Grantor has duly authorized the execution and delivery of this

Timberland Deed of Trust and Security Agreement with Assignment of Rents and

Fixture Filing upon certain property in Jefferson, Mason, Clallam, and Kitsap

Counties, Washington, as hereinafter particularly described.




NOW, THEREFORE, for good and valuable consideration,

the receipt and adequacy of which is hereby acknowledged, and for the purpose

of securing the obligations




 




 




1





























 




described in Section 1.1 below, Grantor hereby

irrevocably grants, conveys, warrants, assigns, transfers, pledges,

hypothecates and grants in and confirms to Trustee, in trust, with power of

sale, for the benefit and security of Beneficiary, subject to the terms and

conditions hereinafter set forth, all of Grantor’s right, title and interest in

and to the real property located in Jefferson, Mason, Clallam, and Kitsap

Counties, Washington (the “Property”) more particularly described on

Exhibit A attached hereto and incorporated herein by reference thereto;

and all fences, gates, roads, rights of way or easements for roads, rights of

ingress and egress, waters, water courses, water rights and powers, rights to

underground waters, licenses, rights, interests, privileges, liberties, and all

tenements, hereditaments and appurtenances whatsoever, upon or attached to or

in any way belonging, relating or appertaining to the Property, or which

hereafter shall be related to or in any way belong, or be appurtenant thereto,

and all licenses, easements, rights, interests, privileges or liberties now or

hereafter owned by Grantor belonging, relating or appertaining to the Property,

or the timber or logs located thereon; and




TOGETHER WITH the Grantor’s interest in any timber

supply, cutting or similar contract involving the sale of trees standing on the

Property; any books and records to the extent such books and records relate to

the use and operation of all or any portion of the Property; and all rights,

titles and interests of Grantor in and to all present and future licenses,

permits, approvals and agreements with or from any municipal corporation,

county, state, or other governmental or quasi–governmental entity or

agency relating to the development, improvement, division or use of all or any

portion of the Property to the extent such licenses, permits, approvals, and

agreements are assignable by law; and




TOGETHER WITH all rights of Grantor in and to any

escrow or withhold agreements, title insurance, surety bonds, warranties,

management contracts, leasing or sales agreements, and service contracts which

are in any way relevant to the ownership, development, improvement, management,

sale or use of all or any portion of the Property; and




TOGETHER WITH Grantor’s rights under any payment,

performance, or other bond in connection with construction of any improvements,

and all construction materials, supplies, and equipment delivered to the

Property or intended to be used in connection with the construction of

improvements on the Property; and




TOGETHER WITH all rights, interests, and claims that

Grantor now has or may hereafter acquire with respect to any damage to or

taking of all or any part of the Property and all awards made for taking by

eminent domain, or by any proceeding or purchase in lieu thereof, of the whole

or any part of the Property, and any and all awards resulting from any other

damage to the Property, all of which are hereby assigned to the Beneficiary and

the Beneficiary is hereby authorized to collect and receive the proceeds

thereof and to give proper receipts and acquittances therefor, and to apply the

same to the Obligations secured hereby notwithstanding the fact that the same

may not then be due and payable; and




 




2





























 




TOGETHER WITH any and all rights, interest, and claims

that Grantor now has or may hereafter acquire with respect to any and all

mineral, oil and gas rights, air rights, development rights, water rights and

water stock, drainage rights, zoning rights, and other similar rights or interests

which benefit or are appurtenant to the Property and any proceeds arising

therefrom; and




TOGETHER WITH all structures, buildings, and

improvements of every kind and description now or at any time hereafter located

on the Property (hereinafter referred to as the “Improvements”), including all

equipment, apparatus, machinery, fixtures, fittings, and appliances and other

articles and any additions to, substitutions for, changes in or replacements of

the whole or any part thereof, now or at any time hereafter affixed or attached

to, and which are an integral part of said structures, buildings, improvements,

or the Property or any portion thereof, and such Improvements shall be deemed

to be fixtures and an accession to the freehold and a part of the Property as

between the parties hereto and all persons claiming by, through, or under such

parties except that same shall not include such machinery and equipment of any

tenant of any portion of the Property or Improvements, which is part of and/or

used in the conduct of the normal business of such tenant conducted upon the

Property; and




TOGETHER WITH all data, files, and computer software

and hardware relating to the accounting and management functions of the

Property; and




TOGETHER WITH all timber, standing, cut or down, now

or hereafter grown, growing or located on the Property, deemed for the purposes

of this Deed of Trust to be real property.




All of the foregoing is hereinafter referred to as

“Property” or as the “Trust Estate.”




The Note Purchase Agreement provides for additional

covenants, agreements, obligations and conditions to be kept, observed,

performed, carried out and executed by Grantor, which additional covenants,

agreements, obligations and conditions deal with conditions which Grantor must

observe in the conduct and maintenance of its business and of the Property and

in its dealings with Beneficiary.  The

Note Purchase Agreement is by reference hereby incorporated herein to the same

extent and effect as though the Note Purchase Agreement was set forth herein in

full.  In the event of any conflict

between the provisions of the Note Purchase Agreement and the provisions of the

Deed of Trust, the provisions of the Note Purchase Agreement shall control,

provided that the parties agree that the Note Purchase Agreement and the Deed

of Trust shall be interpreted and construed, to the fullest extent possible, so

as not to be in conflict with each other, it being the intentions of the

parties that all provisions of the Note Purchase Agreement and this Deed of Trust

shall be enforceable to the fullest extent possible.  All capitalized terms not otherwise defined herein shall have the

meanings attributed to them in the Note Purchase Agreement.




 




3





























 




TO PROTECT THE PROPERTY AND SECURITY GRANTED BY THIS

DEED OF TRUST, THE GRANTOR HEREBY WARRANTS, COVENANTS AND AGREES AS FOLLOWS:




ARTICLE 1




Particular Covenants and

Warranties of Grantor




1.1           Obligations

Secured. This Deed of Trust secures the following, collectively

referred to hereinafter as the “Obligations”:




(a)           The

payment of all indebtedness and the performance of all covenants and

obligations of Grantor under the Notes, whether such payment and performance is

now due or becomes due in the future; and




(b)           The

payment and performance of all covenants and obligations in this Deed of Trust,

and in all other deeds of trust, security agreements, notes, agreements, and

undertakings now existing or hereafter executed by Grantor with or for the

benefit of Beneficiary relative to the loan evidenced by the Notes, including,

without limitation the Note Purchase Agreement and the Financing Documents, as

defined in the Note Purchase Agreement, whether such payment and performance is

now due or becomes due in the future; and




(c)           The

payment of all indebtedness and the performance of all covenants and

obligations of Grantor under the 1992 Note, whether such payment and

performance is now due or becomes due in the future; and




(d)           The

payment and performance of all covenants and obligations contained in any

instrument or agreement, as previously amended or as may be amended hereafter,

securing Grantor’s performance under the 1992 Note, including, without

limitation that certain Timberland Deed of Trust and Security Agreement with

Assignment of Rents dated April 29, 1992, by and between Grantor, as grantor,

and John Hancock Mutual Life Insurance Company, as beneficiary, and recorded on

April 29, 1992, in Volume 371, Pages 237-332, records of Jefferson County,

Washington, as amended May 13, 1992, by Amendment recorded August 26, 1992, in

Volume 385, pages 204-206, records of Jefferson County, Washington, as amended

May 25, 1993, by Second Amendment recorded June 14, 1993, in Volume 417, pages

297-299, records of Jefferson County, Washington, as amended December 19, 1995,

by Third Amendment recorded December 29, 1995, in Volume 542, pages 447 and

448, records of Jefferson County, Washington, by Fourth Amendment recorded

December 30, 1999, in Volume 666, pages 274 and 278, records of Jefferson County,

Washington, and by instrument dated of even date herewith  (such Deed of Trust, and amended previously

and as may be amended hereafter, is herein referred to as the “1992 Deed of

Trust”), and all other security agreements, notes, agreements, and undertakings

now existing or hereafter executed by Grantor with or for the benefit of John

Hancock Mutual Life Insurance Company, or its 




 




4





























 




successors in interest relative to the loan evidenced

by the 1992 Note, whether such payment and performance is now due or becomes

due in the future.




1.2           Payment of

Indebtedness, Performance of Covenants and Warranties.  Grantor shall duly and punctually pay and

perform all of the covenants and obligations of Grantor under the Obligations,

including, without limitation the covenants and obligations of Grantor under

the Note Purchase Agreement; Grantor represents and warrants that Grantor’s

representations and warranties contained in the Note Purchase Agreement are and

remain true and accurate in all material respects as of the date of this Deed

of Trust.




1.3           Title To

Property, Type, Acres, Volume of Timber.  Grantor warrants that Property is not used principally for

agricultural or farming purposes. Grantor covenants that it will forever defend

the Beneficiary’s rights hereunder and the priority of this Deed of Trust

against the adverse claims of all persons.




1.4           Further Assurances; Filing; Re–Filing; etc.




(a)           Grantor

shall execute, acknowledge and deliver, from time to time, such further

instruments as Beneficiary may require to accomplish the purposes of this Deed

of Trust.




(b)           Grantor,

immediately upon the execution and delivery of this Deed of Trust, and

thereafter from time to time, shall cause this Deed of Trust, any security

agreement, or deed of trust supplemental hereto and each instrument of further

assurance to be recorded and re–recorded in such manner and in such

places as may be required by any present or future law in order to perfect, and

continue perfected, the lien and estate of this Deed of Trust.




(c)           Grantor

shall pay all filing and recording fees, and all expenses incident to the

execution, filing, recording and acknowledgment of this Deed of Trust, any

security agreement, or deed of trust supplemental hereto and any instrument of

further assurance, and all federal, state, county, and municipal taxes,

assessments and charges arising out of or in connection with the execution,

delivery, filing, and recording of this Deed of Trust, any security agreement,

Deed of Trust or deed of trust supplement hereto, or any instruments of further

assurance.




1.5           Compliance

with Laws.  Grantor further

represents, warrants and covenants that the Property will be maintained in all

material respects in full compliance with all applicable laws, statutes,

ordinances, regulations and codes of all federal, state and local governments

(collectively “Laws”); and all covenants, conditions, easements and

restrictions affecting the Property. Grantor may, without being deemed to be in

violation of this section 1.5, contest in good faith the application of

any laws, covenants, conditions, easements or restrictions affecting the

Property; provided, that in the event such contest involves a lien on the

Property, or any part thereof, that would, if valid, have priority over




 




5





























 




 the lien of this Deed of Trust, Grantor shall

provide to Beneficiary an appropriate monetary deposit or corporate surety bond

fully protecting Beneficiary against such lien should Grantor’s contest be

unsuccessful.




1.6           Environmental Protection Requirements, Warranties and

Indemnities.




(a)           Except

to the extent Grantor may do so, in accordance with applicable state, federal

or local laws and regulations, in the ordinary course of its timber planting,

growing, management and harvesting business, Grantor shall not use, or permit

any tenant, occupant, or any other party or entity to use, the Property, or any

part thereof, for the purpose of generating, treating, producing, storing, handling,

transferring, processing, transporting, disposing, or otherwise releasing

“hazardous substances,” as hereinafter defined, either on, in, from, or about

the Property which:




(i)            creates

or causes a contamination either on the Property or elsewhere which is required

by any governmental authority to be removed, remediated, or otherwise cleaned–up

under any applicable “Environmental Law,” as defined below,




(ii)           creates

any form of liability, civil or criminal, direct or indirect, due to such

contamination, or




(iii)          is

in contravention of any Environmental Law.




(b)           The

terms “Environmental Law” and “Environmental Laws” as used in this Deed of

Trust include any and all current and future federal, state, and local

environmental laws, statutes, rules, regulations, and ordinances relative to

hazardous substances, as the same shall be amended and modified from time to

time, including but not limited to “common law,” the Comprehensive

Environmental Response, Compensation and Liability Act, (CERCLA) as amended from

time to time, the Resource Conservation and Recovery Act, (RCRA) as amended

from time to time, and the Toxic Substances Control Act, (TSCA) as amended from

time to time.




(c)           The

term “hazardous substances” as used in this Deed of Trust includes any and all

“hazardous substances” as defined in CERCLA, any and all “hazardous wastes” as

defined in RCRA, any and all “toxic substances” as defined in TSCA, petroleum

products, asbestos or asbestos–containing materials, polychlorinated

biphenyls (“PCB’s”), radon gas, urea formaldehyde form insulation (“UFFI”), and

any and all other hazardous substances, hazardous wastes, pollutants, and

contaminants regulated or controlled by any of the Environmental Laws.




(d)           Grantor

shall, promptly after learning thereof, in the event of any material discharge,

spill, injection, escape, emission, disposal, leak, or other release of




 




6





























 




hazardous substances on, in, under, onto, or from the

Property, which is not authorized by a currently valid permit or other approval

issued by the appropriate governmental agencies:




(i)            Promptly

notify Beneficiary and if required by applicable laws or regulations, the

Environmental Protection Agency National Response Center and the appropriate

State Department of Environmental Resources,




(ii)           take

all steps necessary to promptly clean up such discharge, spill, injection,

escape, emission, disposal, leak, or another release in accordance with the

provisions of all applicable Environmental Laws, and




(iii)          if

legally required, receive certification from the appropriate State Department

of Environmental Resources or Federal Environmental Protection Agency that the

Property, and any other property affected, has been cleaned up to the

satisfaction of those agencies.




(e)           Grantor

shall and does hereby grant Beneficiary and Beneficiary’s agents, employees,

contractors and designees an irrevocable license (coupled with an interest) to

enter the Property, until such time as the Obligations are fully paid, upon at

least 10 days prior written notice to Grantor, from time to time to:




(i)            evaluate

and monitor the Property for compliance with all Environmental Laws and the

terms of this Deed of Trust.




(ii)           to

evaluate the presence of hazardous substances, and




(iii)          to

perform appropriate tests and test borings, including taking soil and ground

water samples.




(f)            That

Grantor shall provide Beneficiary with all notices and other communications

received from federal, state, and local agencies and departments which enforce and

administer the Environmental Laws relating to violations thereof on the

Property.  From time to time Grantor

shall provide Beneficiary, upon request, any and all information requested by

Beneficiary concerning the use of the Property and Grantor’s compliance with

the Environmental Laws and the terms of this Deed of Trust, including but not

limited to, all licenses, permits, and certificates, and the books and records

pertaining to the Property.




(g)           Grantor

shall require that all tenants, subtenants, undersubtenants, and other

occupants of the Property to use and occupy the Property in strict compliance

with the Environmental Laws and the terms of this Deed of Trust.




(h)           Grantor shall and does hereby

release, indemnify, agree to pay on behalf of and defend and hold harmless

Beneficiary, its officers, directors, agents, employees, successors, and

assigns of, from, and against any impositions imposed by any 




7





























 




governmental authority for any lien or so–called

“super priority lien” upon the Property, as well as all losses, claims, costs,

liabilities, penalties, punitive damages, causes of action, actions, demands,

damages, fines (civil or criminal), penalties, expenses, clean–up costs,

attorneys’ fees, and court costs (all of which are hereinafter referred to as

“Environmental Damages”), regardless of when such Environmental Damages

occurred, caused in whole or in part by any past, present, or future owner,

occupier, tenant, subtenant, undersubtenant, licensee, guest, or any other

person or entity, unless and to the extent such Environmental Damages arise as

a result of the negligence or willful misconduct of Beneficiary, its employees,

agents, contractors, or subcontractors, which may be incurred, suffered, or sustained

by Beneficiary, its officers, directors, successors, or assigns, at any time,

and from time to time, hereunder whether before, during, or after enforcement

of its rights and remedies hereunder after the occurrence of an Event of

Default and after payment of all sums secured hereby, by reason of or arising

from, in whole or in part:




(i)            the

presence or alleged presence of asbestos, asbestos–containing materials,

PCB’s, radon gas, or UFFI on the Property;




(ii)           any

violation or alleged violation of any Environmental Law; and




(iii)          any

release or contamination caused by any hazardous substance on, in, under, onto,

from, or about the Property; or




(iv)          any

liability for personal injury, property damage, or damage to the environment

due to (i), (ii), or (iii) above (all of the foregoing are hereinafter referred

to collectively as the “Receivable Claims”).




Provided, always, that Grantor’s liability under this

subsection (h) shall be limited to that derived from event(s) occurring prior

to or during Grantor’s ownership of the Property or portion thereof on which

the event(s) occurred giving rise to the liability covered by the foregoing

indemnity. In the event the liability arises from a continuing event that

occurred both during or prior to Grantor’s ownership, but also after Grantor’s

ownership, Grantor’s liability under the indemnity set forth above shall

remain, but shall be reduced to the extent that the liability occurs after

Grantor’s ownership.




(i)            The

terms of paragraph 1.6 (h) shall survive the payment in full of all sums

secured hereby and the termination and satisfaction of record of this Deed of

Trust and/or a deed in lieu of foreclosure.




(j)            Grantor

agrees that in the event Beneficiary shall pay any Receivable Claims, all such

sums shall be added to the amount secured hereby, shall be deemed to be

obligatorily advanced under the terms of the Financing Documents, as defined in

the Note Purchase Agreement, shall be secured hereby, and shall be payable on

demand by Grantor.  The terms of this

paragraph shall survive the payment in full of all




 




8





























 




other sums secured hereby and the termination and

satisfaction of record of this Deed of Trust and/or a deed in lieu of

foreclosure.




(k)           Grantor

warrants and represents to Beneficiary that Grantor has investigated the prior

ownership and use of the Property, in a manner consistent with good commercial

practice, to determine that the Property is free of hazardous substances,

except as otherwise disclosed to Beneficiary in writing.  Grantor, in performing its investigation,

has considered, among other factors:




(i)            the

relationship of the purchase price to the value of the Property if

uncontaminated when acquired,




(ii)           commonly

known or ascertainable information about the Property, and




(iii)          the

obviousness of the presence, or likely presence, of contamination.




(l)            Grantor

warrants and represents to Beneficiary, except to the extent disclosed to

Beneficiary in writing, that to the best of the Grantor’s knowledge:




(i)            none

of the Property owned and/or occupied by Grantor has ever been used to treat,

store, produce, handle, transfer, process, transport, dispose or otherwise

release hazardous substances and/or any other substances regulated or

controlled by the Environmental Laws or which would result in any liability

therefor;




(ii)           there

is no pollution or danger of pollution resulting from a condition which exists

on the Property which requires any corrective action under the Environmental

Laws or which would result in any liability therefor;




(iii)          no

notification has been filed with regard to a release of hazardous substances

on, into, onto, or from the Property under the Environmental Laws;




(iv)          neither

Grantor nor any prior owner or occupier of the Property has received a summons,

citation, Notice of Violation, Administrative Order, directive, letter, or

other communication, written or oral, from any governmental or quasi–governmental

authority concerning any violation or alleged violation of any Environmental

Laws with respect to the Property;




(v)           there

are no underground storage tanks, visible asbestos, asbestos–containing

materials, PCB’s, or UFFI located on, in, under, or about the Property;




 




9





























 




(vi)          there

have been no releases at, upon, under, or within, and no past or ongoing

migration from neighboring lands to, the Property of any hazardous substances;




(vii)         there

is no radon gas infiltrating any buildings on the Property in excess of current

state and federal guidelines; and




(viii)        all

warranties and representations given by Grantor in this Deed of Trust are true,

complete, and correct as of the date hereof.




(m)          Grantor

agrees that any materials or other items found in, on, under, or around the

Property which were placed on the Property before or during Grantor’s

ownership, of which Grantor is aware, and which qualify as hazardous

substances, or any otherwise deemed unacceptable by the Beneficiary, in its

sole discretion, shall be immediately removed from the Property, at Grantor’s

sole cost and expense, in compliance with all applicable Environmental Law;

provided, however, that Grantor need not remove any substances pursuant to this

subsection (m) that Grantor requires in the ordinary course of its timber

planting, growing, management, and harvesting business and if such usage is in

compliance with applicable state, federal, or local laws and regulations.




(n)           Beneficiary

shall be under no obligation or duty to inspect for or discover any hazardous

substances on the Property.




(o)           Grantor

shall, in addition to those notifica­tions required elsewhere in this Deed of

Trust, notify Beneficiary of:




(i)            the

presence in any material amount known to Grantor of any visible asbestos or

asbestos–containing materials, PCB’s (except as shown on the

Environmental Certificate), radon gas beyond acceptable limits, or urea

formaldehyde foam insulation at, in, on, under, onto, or from the Property, and




(ii)           the

receipt by Grantor of any written notice or other written communication from

any governmental entity or authority or from any tenant or other occupant or

from any other person or source with respect to any alleged or actual release,

contamination or other event involving a hazardous substance on, in, under,

onto, or from the Property, and




(iii)          shall

promptly send Beneficiary copies of all results of tests conducted by or on

behalf of Grantor of any underground storage tanks on the Property.




1.7           Waste or

Deterioration.  Grantor shall

not commit, permit, or suffer any waste or deterioration of the Property.

Grantor shall give Beneficiary no less than 20 days




 




10





























 




prior notice before commencing any construction,

alteration, or improvement on the Property, excepting that any such activity, such

as road construction, normal to the cutting and removal of timber from the

Property shall not require such prior notice.




1.8           Liens.  Except to the extent, if any, permitted by

the Note Purchase Agreement, Grantor shall not create or suffer or permit to be

created any mortgage, deed of trust, lien, security interest, charge, or

encumbrance upon the Property or any part thereof, prior to, on a parity with,

or subordinate to, the lien of this Deed of Trust.




1.9           Impositions.




(a)           Grantor

shall pay or cause to be paid, when due and before any fine, penalty, interest,

or cost attaches thereto, all taxes, assessments, utility charges, and all

other governmental or nongovernmental charges or levies now or hereafter

assessed or levied against any part of the Property (including, without

limitation, levies or charges resulting from covenants, conditions and

restrictions affecting the Property) or upon the lien or estate of the

Beneficiary therein (collectively, the “Impositions”); provided, however, that

if by law any such imposition may be paid in installments, whether or not

interest shall accrue on the unpaid balance thereof, the Grantor may pay the

same in installments (together with accrued interest on the unpaid balance

thereof) as the same become due, before any fine, penalty, or cost attaches

thereto.  Grantor shall also pay when

due all claims for labor, materials, or supplies that, if unpaid, might become

a lien on the Property or any portion thereof. 

Notwithstanding the terms of this Section 1.9(a) to the contrary Grantor

shall have the right to contest any such amounts and defer the payment thereof

as and to the extent provided in the Note Purchase Agreement.




(b)           Should

an Event of Default occur and be continuing Beneficiary, at its option, may

engage Ticor Tax Service (or other realty tax payment monitoring service

Beneficiary shall select) to monitor, for the balance of the term of the Notes,

the payments made by Grantor on the real estate taxes due on the Property.  Grantor shall reimburse Beneficiary on

demand, the charges for such service. 

If not so paid, such charges shall be deemed an advancement by the

Beneficiary as provided for in section 1.9(d) and shall bear interest

accordingly.




(c)           Grantor

may, at its expense and after prior notice to Beneficiary, contest by

appropriate legal, administrative, or other proceedings conducted in good faith

and with due diligence, the amount, validity, or application, in whole or in

part, of any Imposition or lien therefor or any claim of any laborer,

materialmen, supplier or vendor or lien therefor, and may withhold payment of

the same pending completion of such proceedings if permitted by law, provided

that:  (i) such proceedings shall

suspend collection from the Property; (ii) neither the Property nor any

part thereof nor interest therein will be sold, forfeited, or lost if Grantor

pays the amount or satisfies the condition being contested, and Grantor would

have the opportunity to do so in the event of Grantor’s failure to prevail in

the contest; (iii) Beneficiary shall, by virtue of such permitted contest,




 




11





























 




not be exposed to any risk of any criminal liability

or any civil liability for which Grantor has not furnished additional security

as provided in clause (iv) following; and (iv) Grantor shall have

furnished to Beneficiary additional security in respect of the claim being

contested or the loss or damage which may result from Grantor’s failure to

prevail in such contest in such form and amount as may be reasonably requested

by Beneficiary.




(d)           Upon

Grantor’s failure to comply with the covenants and agreements contained in this

Deed of Trust, including without limitation payment of taxes, charges,

assessments, insurance premiums, maintenance and repair of the Property and

costs incurred for the protection of the Property and Beneficiary’s priority,

Beneficiary, without prejudice to any rights given herein and after ten (10)

days’ notice to Grantor, may make advances to perform or cure same in behalf of

Grantor; and Grantor hereby agrees to repay all sums so advanced, on written

demand, with interest from the date advanced at the Default Rate, as defined in

the Note Purchase Agreement.  All sums

so advanced, with interest as aforesaid, until paid by Grantor, shall be

immediately due and payable and be added to and become a part of any

indebtedness or obligation secured hereby in such manner or order as

Beneficiary may desire or determine, having the benefit of the lien hereby

created as a part thereof and of its priority; but no such advances shall be

deemed to relieve Grantor from any default hereunder or impair any right or

remedy consequent thereto.  The exercise

of the rights to make advances granted in this paragraph shall be optional with

Beneficiary and not obligatory; and Beneficiary shall not, in any case, be

liable to Grantor for failure to exercise any such right.




1.10         Partnership

Status, Continuous Operations, etc. 

Grantor covenants that:




(a)           It

is a validly existing limited partnership under the laws of the State of

Delaware, duly qualified to do business in the State of Washington and any

other place where such qualification is necessary.




(b)           It

has the necessary power and authority to enter into the Note Purchase

Agreement.




(c)           The

making and performance by Grantor of this Deed of Trust, the Financing

Documents, and all other Obligations have been duly authorized by partnership

action and will not violate any provision of law or of its partnership

agreement, result in the breach of or constitute a default under any indenture

or other agreement or instrument to which Grantor is a party or by which

Grantor or the Property may be bound or affected.




1.11         Limitations

of Use.  Grantor shall not

initiate, join in, or consent to any change in any private restrictive

covenant, zoning ordinance, or other public or private restrictions limiting or

defining the uses that may be made of the Property, or any part thereof,

without the prior written consent of Beneficiary, other than granting road

easements incident to normal forest management and logging operations.  Provided, that




 




12





























 




the preceding sentence to the contrary

notwithstanding, Grantor may, without violating the terms of this Deed of Trust

accomplish any or all of the actions proscribed by the preceding sentence if

the taking of such action or actions (whether taken at one or more than one

time) does not have the result of eliminating the Grantor’s ability, based on

the reasonable projections using the market conditions then prevailing, to

fully service the debt secured hereby, according to its terms, from the

harvesting of timber from the Property.




1.12         Local

Improvement District. 

Grantor will not, without the prior written consent of Beneficiary,

create or initiate, vote for, or in any other manner foster, join in or consent

to the creation of, or the inclusion of the Property or any part thereof within

the boundaries of any irrigation, levee, drainage or other improvement district

(except school or road), under which any such district has or will have the

power to issue bonds or other evidence of indebtedness and/or the power to make

assessments against the Property or any part thereof.




1.13         Insurance.




No casualty insurance coverage on the Property or any

part thereof shall be required to be provided by Grantor.




1.14         Mineral Extraction.




That neither Grantor nor any successor in interest to

Grantor in the Property shall drill or extract or enter into any lease for the

drilling or extraction of oil, gas, or other hydrocarbon substances on the

Property without the prior written consent of Beneficiary.  Drilling for extraction of other minerals of

any kind or character from the Property or from any part thereof will not require

such prior written or other consent from the Beneficiary; provided, however,

that this Section 1.14 shall not prohibit the exercise of rights, existing

as of the date hereof and disclosed on the title reports provided to

Beneficiary, of parties other than Grantor, to develop, bore, or mine for any

water, gas, oil, or mineral on or under the surface of the Property; and

provided further, that in the exercise of any rights permitted to it hereunder

with or without Beneficiary’s prior written consent, Grantor, or its

contractors and assigns, shall use all commercially reasonable efforts to

preserve or realize the value of any timber that shall be impacted by such

activities.




ARTICLE 2




Condemnation




2.1           Condemnation.




(a)           Should

the Property or any part thereof or interest therein be taken or damaged by

reason of any public improvement, eminent domain, or condemnation proceeding,

or in any other manner (a “Condemnation”), or should Grantor receive any notice

or other information regarding such a proceeding, Grantor shall give immediate




 




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written notice thereof to Beneficiary, except if the

reasonably projected value of the interest involved in the Condemnation shall

not exceed $25,000.




(b)           Beneficiary

shall be entitled to 100% of all compensation, awards and other payments that

exceed $25,000 in the aggregate for a single condemnation proceeding

(“Condemnation Proceeds”) or relief therefor, and shall be entitled, at its

option, to commence, appear in and prosecute any Condemnation proceeding in its

own or Grantor’s name and make any compromise or settlement in connection with

such Condemnation; provided that the aforesaid right to prosecute in the

Grantor’s name and to enter into any compromise or settlement in connection

therewith shall be available to Beneficiary only during such time as the

Grantor is in default under this Deed of Trust.




(c)           Beneficiary

shall apply the condemnation proceeds to the reduction of the Obligations in

such order as Beneficiary may determine.




ARTICLE 3




Assignments of Rents, Issues

and Profits




Grantor hereby assigns and transfers to Beneficiary

the rents, revenues, issues, profits, income, and benefits derived from the

Property (collectively, the “Rents”), and hereby gives to and confers upon

Beneficiary the right, power, and authority to collect the same.  Grantor irrevocably appoints Beneficiary its

true and lawful attorney–in–fact, with power of substitution, at

the option of Beneficiary at any time and from time to time following the

occurrence and during the continuance of an Event of Default, to demand,

receive and enforce payment of, to give receipts, releases and satisfactions

for, and, in the name of Grantor or otherwise, to sue for the Rents and apply

the same to the Obligations; provided, however, that Grantor shall have the

right to collect the Rents except during the occurrence and continuance of an

Event of Default and after receipt of notice from Beneficiary to cease such

collection.  The foregoing is intended

to constitute an absolute assignment by Grantor for the benefit of Beneficiary,

subject only to the terms of this Deed of Trust.




ARTICLE 4




Security Agreement




4.1           Security

Agreement.  To secure the

Obligations, Grantor hereby grants to Beneficiary a security interest in all

personal property included in the Trust Estate, and the products and proceeds

thereof, whether now existing or hereafter acquired, including but not limited

to any and all timber that is severed from the Property covered by this Deed of

Trust; provided, that unless an Event of Default shall have occurred and be

continuing any lien in favor of Beneficiary on severed timber shall

automatically expire at such time as the timber in question is removed from the

Property or, should the timber in question have been removed from the Property

during the continuance of an Event of Default and such Event of Default is

later cured, any lien in favor of Beneficiary on such removed timber




 




14





























 




shall automatically expire at the time of such

cure.  This Trust Deed shall constitute

a security agreement under Article 9 of the Uniform Commercial Code of the

State of Washington.  The mailing

address of Grantor and the address of Beneficiary from which information may be

obtained are set forth in the introductory paragraph of this Deed of Trust.




4.2           Fixtures.  It is understood and agreed that, in order

to protect Beneficiary from the effect of RCW 62A.9-313, as amended from

time-to-time, in the event that (i) Grantor intends to purchase any goods which

may become fixtures attached to the Property, or any part thereof, and (ii)

such goods will be subject to a purchase money security interest held by a

seller or any other party:




(A)                              Grantor shall, before executing any

security agreement or other document evidencing such security interest, obtain

the prior written approval of Beneficiary, and all requests for such written

approval shall be in writing and contain the following information:




(1)                                  a description of the fixtures to be

replaced, added to, installed or substituted,




(2)                                  the address at which the fixtures will be

replaced, added to, installed or substituted, and




(3)                                  the name and address of the proposed

holder and proposed amount of the security interest,




and any failure of

Grantor to obtain such approval shall be a material breach of Grantor’s

covenant under this Deed of Trust, and shall, at the option of Beneficiary,

entitle Beneficiary to all rights and remedies provided for herein upon default

provided, that Beneficiary shall be deemed to have approved such agreement if

it fails to object to such agreement within thirty (30) days of its actual

receipt of Grantor’s written request for such approval.  No consent by Beneficiary pursuant to this

subsection shall be deemed to constitute an agreement to subordinate the right of

Beneficiary in fixtures or other property covered by this Deed of Trust.




(B)                                If at any time Grantor fails to make any

payment on an obligation secured by a purchase money security interest in any

fixtures, Beneficiary, at its option, may at any time pay the amount secured by

such security interest and the amount so paid shall be (1) secured by this

Deed of Trust and shall be a lien on the Property having the same priorities as

the liens and security interests created by this Deed of Trust, and (2) payable

on demand with interest at the rate




 




15





























 




specified in the Note

from the time of such payment.  If

Grantor shall fail to make such payment to Beneficiary within ten (10) days

after demand, the entire principal sum secured hereby with all unpaid interest

accrued thereon shall, at the option of Beneficiary, become due and payable

immediately.




(C)                                Beneficiary shall have the right to

acquire by assignment from the holder of such security interest any and all contract

rights, accounts receivable, negotiable or nonnegotiable instruments, or other

evidence of Grantor’s indebtedness for such Personal Property or fixtures, and,

upon acquiring such interest by assignment, shall have the right to enforce the

security interest as assignee thereof, in accordance with the terms and

provisions of the Washington Uniform Commercial Code then in effect, and in

accordance with any other provisions of law.




(D)                               Whether or not Beneficiary has paid the

indebtedness secured by or taken an assignment of such security interest,

Grantor convenants to pay all sums and perform all obligations secured thereby,

and if Grantor at any time shall be in default for a period of ten (10) days or

after the expiration of all applicable cure periods, whichever is longer, under

such security agreement, it shall be a material breach of Grantor’s covenants

under this Deed of Trust, and Beneficiary may, at its option, declare the

principal sum secured hereby immediately due and payable, time being of the essence.




4.3           Fixture

Filing.  To the extent that

any of the Property constitutes a fixture, this Deed of Trust shall serve as a

fixture filing pursuant to the Washington Uniform Commercial Code.




ARTICLE 5




Events of Default;

Remedies




5.1           Events of

Default.  Each “Event of

Default” under the Note Purchase Agreement shall constitute an “Event of

Default” under this Deed of Trust.




5.2           Remedies in

Case of Default.  If an Event

of Default shall occur, Beneficiary may exercise any one or more of the

following rights and remedies, in addition to any other remedies which may be

available by law, in equity, or otherwise:




(a)           Acceleration.




(i)            Automatic.  Upon the occurrence of an Event of Default

specified in subsections 6.1(h) or (i) of the Note Purchase Agreement, the

principal




 




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of and the interest of the 1992 Note and the Notes at

the time outstanding, and all other amounts owed to Beneficiary under this Deed

of Trust, the 1992 Deed of Trust, Note Purchase Agreement or any of the other

Financing Documents, as defined in the Note Purchase Agreement, shall thereupon

immediately become due and payable without presentment, demand, protest, or

other notice of any kind, all of which are expressly waived, anything in this

Deed of Trust, the Note Purchase Agreement or any of the Financing Documents,

as defined in the Note Purchase Agreement, to the contrary notwithstanding.




(ii)           Optional.  If any other Event of Default shall have

occurred and be continuing, in every such event, Beneficiary may, at its

option, declare the principal of and interest on the 1992 Note and the Notes at

this time outstanding, and all other amounts owed to Beneficiary under this

Deed of Trust, the 1992 Note, the 1992 Deed of Trust, the Note Purchase

Agreement or any of the Financing Documents, as defined in the Note Purchase

Agreement, to be forthwith due and payable, whereupon the same shall

immediately become due and payable without presentment, demand, protest or

other notice of any kind, all of which are expressly waived, anything in this

Deed of Trust, the Note Purchase Agreement or the Financing Documents, as

defined in the Note Purchase Agreement, to the contrary notwithstanding.




(b)           Remedies

Under Note Purchase Agreement. 

Beneficiary may elect to exercise one or more of the remedies which are

set forth in Section 6.3 and 6.4 of the Note Purchase Agreement.




(c)           Receiver.  Beneficiary may have a receiver appointed

for all or any part of the Property. Beneficiary shall be entitled to the

appointment of a receiver as a matter of right whether or not the apparent

value of the Property exceeds the amount of the indebtedness secured by this

Deed of Trust.  Grantor consents to the

appointment of a receiver at Beneficiary’s option and waives any and all

defenses thereto.




(d)           Possession.  Beneficiary may, either through a receiver

or as lender–in–possession, enter and take possession of all or any

part of the Property and use, operate, manage and control it as the Beneficiary

shall deem appropriate in its sole discretion. 

Upon request after an Event of Default, Grantor shall peacefully

relinquish possession and control of Property to Beneficiary or any receiver

appointed under this Deed of Trust.




(e)           Rents and

Profits.  Beneficiary may

revoke Grantor’s right to collect the Rents and any profits from the harvest

and sale of timber, in a commercially reasonable manner and in accordance with

best management practices, and may, either itself or through a receiver,

collect the same.  Beneficiary may

harvest and sell timber from the Property and collect any profits or rents

therefrom.  Beneficiary shall not be

deemed to be in possession of the Property solely by reason of exercise of the

rights contained in this subsection (d). 

If Rents are collected by Beneficiary under this subsection (d), Grantor




 




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hereby irrevocably appoints Beneficiary as Grantor’s

attorney–in–fact, with power of substitution, to endorse

instruments received in payment thereof in the name of Grantor and to negotiate

such instruments and collect the proceeds thereof.  After payment of all obligations, any remaining amounts shall be

paid to Grantor and this power shall terminate.




(f)            Power of

Sale.  Beneficiary may direct

the Trustee, and the Trustee shall be empowered, to exercise the power of sale

granted herein in the manner provided by Washington law.




(g)           Foreclosure.  Beneficiary may judicially foreclose this

Deed of Trust and obtain a judgment foreclosing Grantor’s interest in all or

any part of the Property and giving Beneficiary the right to collect any

deficiency remaining due after disposition of the Property.




(h)           Fixtures and

Personal Property.  With

respect to any fixtures or personal property subject to a security interest in

favor of Beneficiary, Beneficiary may exercise any and all of the rights and

remedies of a secured party under the Washington Uniform Commercial Code.  To the extent any notice is required under

applicable law and is not waived by Grantor, Grantor agrees that as it relates

to this paragraph only if such notice is marked, postage prepaid, to the

Grantor at the above address at least five (5) days before the time of the sale

or disposition, such notice shall be deemed reasonable and shall fully satisfy

any requirement for giving of said notice.




(i)            Abandon

Security.  Beneficiary may

abandon any security afforded by this Deed of Trust or any other collateral by

notifying Grantor of Beneficiary’s election to do so.




5.3           Sale.  In any sale pursuant to any judgment, the Property,

to the extent permitted by law, may be sold as an entirety or in one or more

parcels and in such order as Beneficiary may elect, without regard to the right

of Grantor, any person claiming under Grantor, or any guarantor or surety to

the marshalling of assets.  The

purchaser at any such sale shall take title to the Property or the part thereof

so sold free and clear of the estate of Grantor (other than statutory

redemption rights, if any), the purchaser being hereby discharged from all

liability to see to the application of the purchase money.  Any person, including Beneficiary, may

purchase at any such sale.




5.4           Cumulative

Remedies — No Duty to Marshall Assets.  All remedies under this Deed of Trust are cumulative and not

exclusive.  Any election to pursue one

remedy shall not preclude any other remedy. 

No delay or omission in exercising any right or remedy, or any agreement

to an extension of time, shall impair that or any other right or remedy or

constitute a waiver of any default.  No

release of any part of the Property or any person liable hereunder shall impair

any other right or remedy or constitute a waiver of any default.




 




18





























 




5.5           Receiver or

Beneficiary–in–Possession.  Upon taking possession of all or any part of the Property,

Beneficiary or a receiver may:




(a)           Management.  Use, operate, manage, control, and conduct

business with the Property and make expenditures for such purposes and for

maintenance and improvements as are reasonably necessary.




(b)           Rents and

Revenues.  Collect all rents,

revenues, income, issues, and profits from the Property, and may harvest and

sell timber therefrom in a commercially reasonable manner and in accordance

with best management practices, and apply such sums to the reasonable expenses

of use, operation, management, maintenance, and improvements.




(c)           Construction.  At its option, complete any construction in

progress on the Property, and in that connection pay bills, borrow funds,

employ contractors, and make any changes in plans and specifications as it

deems appropriate.




(d)           Additional

Indebtedness.  If the

revenues produced by the Property are insufficient to pay expenses, Beneficiary

or the receiver may borrow or advance such sums upon such terms as it deems reasonably

necessary for the purposes stated in this section.  All advances shall bear interest, unless otherwise provided, at

the Default Rate, as defined in the Note Purchase Agreement, and repayment of

such sums shall be secured by this Deed of Trust.




5.6           Application

of Proceeds.  All proceeds

realized from the exercise of the rights and remedies under this Article V

shall be applied as follows:




(a)           Costs and

Expenses.  To pay all costs

of exercising such rights and remedies, including the costs of maintaining and

preserving the Property, the costs and expenses of any receiver or lender–in–possession,

the costs of any sale, and the costs and expenses provided for in Section 6.8

below.




(b)           Indebtedness.  To pay all the Obligations, in such order as

Beneficiary shall deem appropriate in its sole discretion.




(c)           Surplus.  The surplus, if any, remaining after

satisfaction of all the Obligations shall be paid to the clerk of the court.




5.7           Deficiency.  No sale or other disposition of all or any

part of the Property pursuant to this Article V shall be deemed to relieve

Grantor of any of the Obligations, except to the extent the proceeds thereof

are applied to the payment of such Obligations.  If the proceeds of sale, collection or other realization of or

upon the Property are insufficient to cover the costs and expenses of such

realization and the payment in full of the obligations, Grantor shall remain

liable for any deficiency.




 




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5.8           Waiver of

Stay, Extension, Moratorium and Valuation Laws.  To the fullest extent permitted by law,

Grantor hereby waives the benefit of any existing or future stay, extension or

moratorium law which may affect observance or performance of the provisions of

this Deed of Trust and any existing or future law providing for the valuation

or appraisal of the Property prior to any sale.




ARTICLE 6




Appointment, Rights and

Obligations of Beneficiary as Agent




6.1           Appointment.  The Holders, as defined in the Note Purchase

Agreement, by their acceptance of the benefits of this Deed of Trust, hereby

irrevocably designate Beneficiary as agent to act as specified herein.  Each Holder hereby irrevocably authorizes,

and each subsequent holder of any of the Notes by the acceptance of such Note

shall be deemed irrevocably to authorize Beneficiary to take such action on its

behalf under the provisions of this Deed of Trust and to exercise such powers

and to perform such duties hereunder as are specifically delegated to or

required of Beneficiary by the terms hereof and such other powers as are

reasonably incidental thereto. 

Beneficiary may perform any of its duties hereunder by or through its

agents or employees.




6.2           Nature of

Duties.  Beneficiary shall

have no duties or responsibilities except those expressly set forth

herein.  Neither Beneficiary nor any of

its officers, directors, employees or agents shall be liable for any action

taken or omitted by it as agent hereunder or in connection herewith unless

caused by its or their gross negligence or willful misconduct.  The duties of the Beneficiary shall be

mechanical and administrative in nature; Beneficiary shall not have by reason

of this Deed of Trust a fiduciary relationship in respect of any Holder, and

nothing in this Deed of Trust, expressed or implied, is intended to or shall be

so construed as to impose upon Beneficiary any obligations in respect of this

Deed of Trust except as expressly set forth herein.




6.3           Lack of

Reliance.  Independently and

without reliance upon the Beneficiary, each Holder, to the extent it deems

appropriate, has made and shall continue to make (i) its own independent

investigation of the financial condition and affairs of the Grantor in

connection with the indebtedness evidenced by the Notes and the taking or not

taking of any action in connection therewith, and (ii) its own appraisal of the

creditworthiness of Grantor, and Beneficiary shall have no duty or

responsibility, either initially or on a continuing basis, to provide any

Holder with any credit or other information with respect thereto, whether

coming into its possession before the purchase of any Notes, or at any time or

times thereafter.  Beneficiary shall not

be responsible to any Holder for any recitals, statements, information,

representations or warranties herein or in any document, certificate or other

writing delivered in connection herewith or for the execution, effectiveness,

genuineness, validity, enforceability, perfection, collectibility, priority or

sufficiency of this Deed of Trust or the financial condition of the Grantor or

be required to make any inquiry concerning either the performance or observance

of any of




 




20





























 




the terms, provisions or conditions of this Deed of

Trust, or the financial condition of the Grantor or the existence or possible

existence of any Event of Default.




6.4           Certain

Rights of Beneficiary.  For

purposes of this Deed of Trust, the Holders holding at least 66.67% of the

aggregate principal amount of the Notes at any one time outstanding shall be

referred to collectively as the “Required Holders.”  If Beneficiary shall request instructions from the Required

Holders with respect to any act or action (including failure to act) in

connection with this Deed of Trust, the Note Purchase Agreement or any other

Financing Documents, Beneficiary shall be entitled to refrain from such act or

taking such action unless and until it shall have received instructions from

the Required Holders, and to the extent requested, appropriate indemnification

in respect of actions to be taken; and Beneficiary shall not incur liability to

any Person (as defined in the Note Purchase Agreement) by reason of so

refraining.  Without limiting the

foregoing, no Holder shall have any right of action whatsoever against the Beneficiary

as a result of Beneficiary acting or refraining from acting hereunder in

accordance with the instructions of the Required Holders.




6.5           Reliance.  Beneficiary shall be entitled to rely, and

shall be fully protected in relying, upon any note, writing, resolution,

notice, statement, certificate, telex, teletype or telecopier message,

cablegram, radiogram, order or other document or telephone message signed, sent

or made by the proper Person or entity on behalf of any Holders, and, with

respect to all legal matters pertaining to this Deed of Trust and its duties

hereunder, upon advice of counsel selected by it.  Grantor shall be entitled to rely, and shall be fully protected

in relying, on the fact that Beneficiary is acting as agent on behalf of the Holders

and has received any consent or direction required from the Holders until such

time as Grantor shall have received a written notice from Beneficiary stating

the Beneficiary is no longer acting in its capacity as agent for the Holders.




ARTICLE 7




General Provisions




7.1           Time is of

the Essence.  Time is of the

essence with respect to all covenants and obligations of Grantor under this

Deed of Trust.




7.2           Reasonability

and Materiality.  Whenever

this Deed of Trust shall require or permit Grantor or Beneficiary to exercise

judgment or discretion or otherwise make any subjective determination,

including the giving of consent or approvals hereunder, both Grantor and

Beneficiary shall do so reasonably and in good faith.  All provisions requiring Grantor to pay costs, expenses or fees

shall be construed as requiring the payment of only such costs, expenses and

fees as shall be reasonable.  Grantor’s

representations, warranties and covenants in this Deed of Trust shall be deemed

to include and shall be subject to a materiality standard, in that an

immaterial inaccuracy, breach or default may not be used by Beneficiary as a

basis to declare the existence of an Event of Default, accelerate the

indebtedness secured hereby and/or otherwise exercise remedies available to

Beneficiary in




 




21





























 




the event of a default

hereunder.  “Material” items shall

include, but shall not be limited to, a default in monetary payment, not

properly maintaining the Property, violating the prohibition against placing

additional liens on the Property (or any part thereof), a default in the

environmentally related provisions of the Note Purchase Agreement, or material

misrepresentation of fact.




7.3           Notices.




7.3.1        Method;

Address.  All notices and communications

required or permitted to be given under this Agreement shall be in writing and

shall either be mailed by first class United States mail, postage prepaid,

registered or certified with return receipt requested, or delivered in person

to the intended addressee, or sent by telecopier, prepaid telegram or telex, or

sent by reliable express mail (such as Federal Express or U.S. Express Mail),

and shall be addressed,




(a)           if

to Beneficiary, at the address shown in Annex I to this Deed of Trust, marked

for attention as there indicated, or at such other address as Beneficiary shall

have furnished to Grantor in writing, or




(b)           if

to Grantor, at the following address:




	

  Pope Resources


  
	

  19245 Tenth Avenue Northeast


  
	

  Poulsbo, WA 98370


  
	

  Attention:  Mr. Thomas M.

  Ringo


  
	

   


  
	

  With copies to:


  
	

   


  
	

  Mr. Greg Adams


  
	

  Davis Wright Tremaine LLP


  
	

  2600 Century Square


  
	

  1501 Fourth Avenue


  
	

  Seattle, WA 98101-1688


  





 




or at such other address as Borrower shall have

furnished in writing to the Administrative Agent.




7.3.2        When Given.  Any notice so mailed shall be deemed to be

given and become effective three (3) days after deposit in the U.S. Mail.  Any notice given in any other manner shall

be deemed to be given and become effective only if and when actually received

(or rejected) by the addressee.




7.4           Deed of

Trust Binding on Successors and Assigns.  This Deed of Trust shall be binding upon and inure to the benefit

of the successors and assigns of Grantor, Trustee and Beneficiary.




 




22





























 




7.5           Usury Laws.  Notwithstanding any provision herein or in

the Notes, the total liability for payments in the nature of interest shall not

exceed the limits now imposed by the usury laws of the State of Washington.




7.6           Administrative

Fees of Beneficiary.  Grantor

promises to pay and reimburse Beneficiary for administrative fees, costs, and

expenses, including attorneys’ fees, incurred in reviewing and processing post–closing

requests of Grantor.  With respect to

requests which involve purely administrative functions and which do not affect

any obligations under any of the Financing Documents, as defined in the Note

Purchase Agreement, and/or any other instrument, agreement or undertaking now

existing or hereafter executed by Grantor relative to the loans evidenced by

the Notes or the Property, such fees, costs, and expenses shall be limited to

Beneficiary’s normal and customary fees, costs, and expenses; all other

requests shall not be limited.




7.7           Reconveyance

by Trustee.  At any time upon

the request of Beneficiary, payment of Trustee’s fees, if any, and presentation

of this Deed of Trust, without affecting liability of any persons for the

payment of the Obligations, Trustee may reconvey, without warranty, all or any

part of the Property.  Beneficiary shall

have no obligation to reconvey the Property or any portion thereof or request a

reconveyance thereof unless and until all outstanding obligations under the

Obligations, including, without limitation the 1992 Note and the Notes have

been fully paid and satisfied.  The

grantee in any reconveyance may be described as the “person or persons legally

entitled thereto,” and the recitals therein of any facts shall be conclusive

proof of the truthfulness thereof.




7.8           Substitute

Trustee.  In the event of

dissolution or resignation of the Trustee, or for any other reason, Beneficiary

may substitute one or more trustees to execute the trust hereby created, and

the new trustee(s) shall succeed to all the powers and duties of the prior

trustee(s).




7.9           No

Partnership or Joint Venture. 

Grantor acknowledges and agrees that in no event shall Beneficiary be

deemed to be a partner or joint venturer with Grantor.  Without limitation of the foregoing,

Beneficiary shall not be deemed to be such a partner or joint venturer on account

of its becoming a mortgagee in possession or exercising any rights pursuant to

this Deed of Trust or pursuant to any other instrument or document securing any

portion of the indebtedness secured hereby or on account of receiving any

release fee for partial releases of this Deed of Trust, or otherwise.




7.10         No Personal

Liability of General Partners. 

In any action brought to enforce the obligation of the maker of the

Notes secured hereby to pay the indebtedness evidenced by such Notes or to

enforce the obligation of Grantor to pay any indebtedness or obligation created

or arising under this Deed of Trust, any judgment or decree shall be

enforceable against the General Partners of Grantor only to the extent of their

interests in the Property, and any such judgment or decree shall not be subject

to execution on, nor be




 




23





























 




a lien on, assets of such General Partners of Grantor

other than their interests in the Property. 

The foregoing shall in no way otherwise affect the personal liability of

Grantor.




7.11         Successors

in Interest.  This Trust Deed

applies to, inures to the benefit of, and is binding not only on the parties

hereto, but on their heirs, executors, administrators, successors, and

assigns.  The term “Beneficiary” shall

mean the holder and owner, including pledgees, of the Notes, whether or not

named as Beneficiary herein and any owner or holder of the beneficiary interest

under this Trust Deed.




7.12         Right to

Release.  Without affecting

the liability of any other person for the payment of any indebtedness herein

mentioned (including Grantor should it convey the Property) and without

affecting the lien or priority hereof upon any property not released,

Beneficiary may, without notice, release any person so liable, extend the

maturity or modify the terms of any such obligation, or grant other

indulgences, release or reconvey or cause to be released or reconveyed at any

time all or any part of the Property, take or release any other security or

make compositions or other arrangements with debtors.  Beneficiary may also accept additional security, either

concurrently herewith or hereafter, and sell same or otherwise realize thereon

either before, concurrently with, or after sale hereunder.




7.13         Marshalling

of Assets.  To the extent

allowed by applicable law, Grantor on its own behalf and on behalf of its

successors and assigns hereby expressly waives all rights to require a

marshalling of assets by the Trustee or Beneficiary or to require Trustee or

Beneficiary to first resort to the sale of any portion of the Property which

might have been retained by Grantor before foreclosing upon and selling any

other portion as may be conveyed by Grantor subject to this Deed of Trust.




7.14         Expenses and

Attorney Fees.  If Beneficiary

refers any of the Obligations to an attorney for collection or seeks legal

advice following a default; if Beneficiary is the prevailing party in any

litigation instituted in connection with any of the Obligations; or if

Beneficiary or any other person initiates any judicial or nonjudicial action,

suit or proceeding in connection with any of the Obligations or the Property

(including but not limited to proceedings under federal bankruptcy law, eminent

domain, under probate proceedings or in connection with any state or federal

tax lien), and an attorney is employed by Beneficiary to (a) appear in any

such action, suit or proceeding, or (b) reclaim, seek relief from a

judicial or statutory stay, sequester, protect, preserve or enforce Beneficiary’s

interests, then in any such event Grantor shall pay reasonable attorney fees,

costs and expenses incurred by Beneficiary and/or its attorney in connection

with the above mentioned events or any appeals related to such events,

including but not limited to costs incurred in searching records, the cost of

title reports and the cost of surveyors’ reports. Such amounts shall be secured

by this Deed of Trust and shall bear interest at the Default Rate, as defined

in the Note Purchase Agreement, from the date Beneficiary’s written demand for

reimbursement to Grantor therefor is forwarded to Grantor; and all such sums

and the interest thereon shall be immediately due and payable




 




24





























 




and be added to and become a part of the Obligations

secured hereby in such manner or order as Beneficiary may desire or determine

and be secured hereby, having the benefit of the lien hereby created and of its

priority.




7.15         Applicable

Law.  The laws of the State

of Washington shall govern the validity, interpretation, performance, and

enforcement of this Deed of Trust.




7.16         Captions.  The captions to the sections and paragraphs

of this Deed of Trust are included only for the convenience of the parties and

shall not have the effect of defining, diminishing, or enlarging the rights of

the parties or affecting the construction or interpretation of any portion of

this Deed of Trust.




7.17         “Person”

Defined.  As used in this

Deed of Trust, the word “person” shall mean any natural person, partnership,

trust, corporation, or other legal entity of any nature.




7.18         Severability.  If any provision of this Deed of Trust shall

be held to be invalid, illegal, or unenforceable, such invalidity, illegality,

or unenforceability shall not affect any other provisions of this Deed of

Trust, and such other provisions shall be construed as if the invalid, illegal,

or unenforceable provision had never been contained herein.




7.19         Commercial

Trust Deed.  Grantor warrants

that the loan secured hereby is for commercial purposes and is not now, nor

will it be, for residential, household, personal, agricultural, or consumer

purposes.




7.20         Regulation G.  No part of the proceeds from the loan secured by this Deed of

Trust will be used for the purpose (whether immediate, incidental, or ultimate)

of “purchasing” or “carrying” any “margin security” as such terms are defined

in Regulation G (12 CFR Part 207) of the Board of Governors of the Federal

Reserve Systems, or for the purpose of reducing or retiring any indebtedness

which was originally incurred for any such purpose.




7.21         Conflicts. Any conflict between the terms

and provisions of this Deed of Trust and the Note Purchase Agreement shall be

governed and controlled by the Note Purchase Agreement.




7.22         Multiple Originals.  This Deed of Trust is being executed in

quadruple originals in order to be recorded simultaneously in each of the four

counties where the Property is located. 

All such originals shall constitute one and the same Deed of Trust.




7.23         Statutory Notice.




GRANTOR ACKNOWLEDGES THAT

ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO 




 




25





























 




FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT

ENFORCEABLE UNDER WASHINGTON LAW.




Executed as of the date first

above written.




	

   


  	

  GRANTOR:


  
	

   


  	

   


  
	

   


  	

  POPE RESOURCES, A DELAWARE LIMITED PARTNERSHIP


  
	

   


  	

   


  
	

   


  	

  By:  POPE

  MGP, INC., a Delaware corporation, its managing general partner


  
	

   


  	

   


  
	

   


  	

  By:


  	

  /s/ Thomas M. Ringo


  
	

   


  	

   


  	

   


  
	

   


  	

  Its:


  	

  Vice President & CFO


  





 




	

  STATE OF WASHINGTON


  	

  )


  
	

   


  	

  ) ss.


  
	

  County of


  	

  King


  	

  )


  
			





 




On this    28th day of March, 2001, before me, the

undersigned, a Notary Public in and for the State of Washington, duly

commissioned and sworn, personally appeared Thomas M. Ringo, to me known to be

the VP & CFO, of Pope MGP, Inc., the corporation that executed the

foregoing instrument as managing general partner of Pope Resources, A Delaware

Limited Partnership and acknowledged the said instrument to be the free and

voluntary act and deed of said corporation on behalf of said Pope Resources, A

Delaware Limited Partnership, for the uses and purposes therein mentioned, and

on oath stated that they were authorized to execute the said instrument.




Witness my hand and

official seal hereto affixed the day and year first above written.




	

   


  	

  /s/ Terri Ray


  
	

   


  	

  Notary Public in and far the State of Washington


  
	

   


  	

  residing at


  	

  Seattle


  
	

   


  	

  My Commission expires:


  	

  10/29/04


  
	

   


  	

   


  	

   


  
	

   


  	

   


  	

  Terri Ray


  
				





 




 




26





























 




ANNEX I.




SCHEDULE OF INFORMATION FOR NOTICES




JOHN HANCOCK LIFE INSURANCE COMPANY




	

  John Hancock Life Insurance Company


  
	

  John Hancock Place


  
	

  200 Clarendon Street


  
	

  P.O. Box 111


  
	

  Boston, MA 02117


  
	

  Attention: Bond and Corporate Finance Group T-57


  
	

   


  
	

  with a copy to:


  
	

   


  
	

  John Hancock Life Insurance Company


  
	

  Bond and Corporate Finance Group


  
	

  2520 Venture Oaks Way, Suite 120


  
	

  Sacramento, CA  95833


  
	

  Attn:  C. Whitney Hill


  
	

   


  
	

  and:


  
	

   


  
	

  John Hancock Life Insurance Company


  
	

  John Hancock Place


  
	

  200 Clarendon Street


  
	

  Boston, MA 02117


  
	

  Attention: Investment Law Division, T-30


  
	

   


  





 




 




27





























 




EXHIBIT A




 




JEFFERSON COUNTY, WASHINGTON




LEGAL DESCRIPTIONS




Parcels 1-55 are all located in Jefferson County, Washington:




PARCEL 1:




Those portions of Government Lot

1, Section 4, Township 27 North, Range 1 East, W.M., Jefferson County,

Washington, lying Westerly of Secondary State Highway No. 9-E, right of way

(Port Ludlow to South Point Road).




Situate

in the County of Jefferson, State of Washington.




PARCEL 2:




The North 1/2 of the Northeast

1/4 and the North 1/2 of the Southeast 1/4 of the Northeast 1/4 of Section 18,

Township 28 North, Range 1 East, W.M., in Jefferson County, Washington;




TOGETHER WITH that portion of

the West 1/2 of the Northwest 1/4 of Section 17, Township 28 North, Range 1

East, W.M., in Jefferson County, Washington, lying North of Oak Bay Road.




Situate in the County of Jefferson, State of Washington.




PARCEL 3:




That portion of the Southeast

1/4 of Section 18, Township 28 North, Range 1 East, W.M., Jefferson County,

Washington, lying Northerly of Oak Bay Road.




Situate

in the County of Jefferson, State of Washington.




PARCEL 4:




One square acre in the Southwest

corner of the Southwest 1/4 of the Southeast 1/4 of the Northeast 1/4 of

Section 18, Township 28 North, Range 1 East, W.M., in Jefferson County, Washington.




Situate in the County of Jefferson, State of Washington.




PARCEL 5:




The Southwest 1/4 of the

Northeast 1/4, Section 18, Township 28 North, Range 1 East, W.M., in Jefferson

County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 6:




That portion of the South 850.00

feet of Section 18, lying Southerly of Oak Bay Road;




EXCEPT right of way for Beaver

Valley Road;




TOGETHER WITH the Northeast 1/4

of Section 19;




ALSO TOGETHER WITH the West 1/2

of the Northwest 1/4 of Section 20;




 




 




28





























 




EXCEPT any portion thereof lying

within Jefferson County Tax Lot No. 2 (Port Ludlow Golf Course) if any, as

described in deed recorded September 15, 1998, under Auditor’s File

No. 414414;




All in Township 28 North, Range

1 East, W.M., Jefferson County, Washington.




Situate in the County of Jefferson, State of

Washington.




 




PARCEL 7:




The East 1/2 of the West 1/2 of the Southeast 1/4 of Section 19 and in

the Southeast 1/4 of Section 18, Township 28 North, Range 1 East, W.M., in

Jefferson County, Washington;




EXCEPT right of way for Beaver

Valley Road.




Situate

in the County of Jefferson, State of Washington.




PARCEL 8:




The Southwest 1/4 of Section 20,

Township 28 North, Range 1 East, W.M., Jefferson County, Washington;




EXCEPT the North 1/2 of the

Northeast 1/4 of the Southwest 1/4 thereof;




TOGETHER WITH the South 3/4 of

the West 1/2 of the West 1/2 of the Southeast 1/4 of said Section 20.




Situate

in the County of Jefferson, State of Washington.




PARCEL 9:




The East 1/2 of the Northeast

1/4 of Section 28, Township 28 North, Range 1 East of the Willamette Meridian;




EXCEPT the South ten acres of

the Southeast 1/4 of the Northeast 1/4 of said Section 28;




AND EXCEPT the right of way of

the Teal Lake Road, as conveyed on October 9, 1909 in Volume 1 of Road Waivers,

pages 31 and 32.




Situate

in the County of Jefferson, State of Washington.




PARCEL 10:




The Southwest 1/4 of the Northwest 1/4; the South 1/2 of the Northwest

1/4 of the Northwest 1/4; the West 1/2 of the Southwest 1/4; the North 1/2 of

the Southeast 1/4 of the Southwest 1/4, in Section 18, Township 29 North, Range

1 East, W.M., Jefferson County, Washington;




EXCEPT that portion of said

North 1/2 of the Southeast 1/4 of the Southwest 1/4 as conveyed to Lucille M.

Powell by instrument recorded June 2, 1995, under Auditor’s File No. 382696;




ALSO EXCEPT right of way for Oak

Bay Road.




Situate

in the County of Jefferson, State of Washington.




PARCEL 11:




Government Lots 5, 7 and 8, in Section 19, Township 29 North, Range 1

East, W.M., Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 12:




The West 1/2 of Government Lot

2, Section 30, Township 29 North, Range 1 East, W.M., Jefferson County,

Washington.




 




 




29





























 




Situate in the County of Jefferson, State of

Washington.




 




PARCEL 13:




The North 1/2 of Government Lot

4 and the North 1/2 of the Northeast 1/4 of the Southwest 1/4, Section 30,

Township 29 North, Range 1 East, W.M., Jefferson County, Washington.




Situate in the County of Jefferson, State of Washington.




PARCEL 14:




The East 1/2, EXCEPT Government

Lot 1; the East 1/2 of the Northwest 1/4; the South 1/2 of Government Lot 4;

the Southeast 1/4 of the Southwest 1/4; and the South 1/2 of the Northeast 1/4

of the Southwest 1/4; all in Section 30, Township 29 North, Range 1 East, W.M.,

Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 15:




The North 1/2 of the Northwest 1/4 of the Northeast 1/4; Government Lot

2; the West 1/2 of the Southeast 1/4 of the Northwest 1/4; the East 1/2 of the

Northeast 1/4 of the Southwest 1/4; and the Southeast 1/4 of the Southwest 1/4,

in Section 31, Township 29 North, Range 1 East, W.M., Jefferson County,

Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 16:




That portion of Government Lot

1, Section 5, Township 27 North, Range 1 West, W.M., in Jefferson County,

Washington, lying Westerly of Quilcene-Center Road as conveyed to Jefferson

County by deed recorded August 5, 1932 under Auditor’s File No. 68839, records

of Jefferson County;




EXCEPT the North 920 feet

thereof;




Situate

in the County of Jefferson, State of Washington.




PARCEL 17:




The North 920 feet of Government

Lot 1, (Northeast 1/4 of the Northeast 1/4) of Section 5, Township 27 North,

Range 1 West, W.M., in Jefferson County, Washington;




Lying West of the

Quilcene-Center County Road, as conveyed to Jefferson County by deed recorded

August 5, 1932 under Auditor’s File No. 68839, records of Jefferson County,

Washington;




EXCEPT the North 10 acres

thereof.




Situate

in the County of Jefferson, State of Washington.




PARCEL 18:




The South 1/2 of Government Lot

4; the Southwest 1/4 of the Northwest 1/4; and the Southwest 1/4; ALL in

Section 1, Township 28 North, Range 1 West, W.M., Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 19:




 




30





























 




The South 1/2 of the Southeast

1/4 of Section 2, Township 28 North, Range 1 West, W.M., Jefferson County,

Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 20:




Those portions of the Southwest

quarter of the Southwest quarter of Section 4, the South half of the Southeast

quarter, and the South half of the Southeast quarter of the Southwest quarter

of Section 5, and of Section 8, All in Township 28 North, Range 1 West, W.M.,

described as follows:




a)                                      That portion of the

Southwest quarter of the Southwest quarter of said Section 4 lying Southerly

and Westerly of the centerline of Chimacum Creek;




b)                                     Those portions of

the South half of the Southeast quarter and the South half of the Southeast

quarter of the Southwest quarter of said Section 5 lying Southerly of the

centerline of Chimacum Creek;




c)                                      That portion of

said Section 8 lying Northerly of State Highway 104, less right-of-way for said

highway.




Situate

in the County of Jefferson, State of Washington.




PARCEL 21:




Those portions of Section 5,

Township 28 North, Range 1 West, W.M., described as follows:




The Southeast quarter of the

Northeast quarter, Government Lot 2, the South half of the Southeast quarter of

the Southeast quarter lying Northerly of the centerline of Chimacum Creek, the

Southwest of the Southeast quarter lying Northerly of the centerline of Chimacum

Creek, the Northwest quarter of the Southeast quarter, the Northeast quarter of

the Southwest quarter, and Government Lot 2 and 4, all of said Section 5.




Less right-of-way for County

road.




Situate

in the County of Jefferson, State of Washington.




PARCEL 22:




Those portions of Section 5,

Township 28 North, Range 1 West, W.M., described as follows:




The Southwest quarter of the

Northeast quarter, that portion of the Southeast quarter of the Southwest

quarter lying Northerly of the centerline of Chimacum Creek.  The South half of the Northwest quarter, and

Government Lot 3, all of said Section 5.




Situate in the County of Jefferson, State of Washington.




PARCEL 23:




Government Lot 4, Section 6,

Township 28 North, Range 1 West, W.M., Jefferson County, Washington.




Situate in the County of Jefferson, State of Washington.




PARCEL 24:




The West 1/2 of the Southwest

1/4 and the West 1/2 of the East 1/2 of the Southwest 1/4 of Section 9, All in

Township 28 North, Range 1 West, W.M., in Jefferson County, Washington.




Situate in the County of Jefferson, State of Washington.




PARCEL 25:




 




31





























 




The North 1/2 of the Northeast

1/4 and the Southwest 1/4 of the Northeast 1/4 of Section 11, Township 28

North, Range 1 West, W.M., Jefferson County, Washington.




Situate in the County of Jefferson, State of Washington.




PARCEL 26:




The North 1/2 of the Northwest 1/4 of Section 12, Township 28 North,

Range 1 West, W.M., Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 27:




Government Lots 1, 2 and 3 and

that portion of Government Lot 4 lying Easterly of the Easterly right-of-way of

State Highway No. 9,




The South 1/2 of the Northwest

1/4, the Southwest 1/4 of the Northeast 1/4, the Southwest 1/4, the North 1/2

of the Southeast 1/4, the Southwest 1/4 of the Southeast 1/4;




ALSO that portion of the

Southeast 1/4 of the Southeast 1/4 described as Blocks 6 to 15 inclusive, and

Blocks 26 to 35 inclusive of Somerville, as per plat recorded in Volume 2 of

Plats, page 63, records of Jefferson County, Washington.




EXCEPT that portion conveyed

from Crown Zellerbach Corporation, to Bruce Brown and Linda Brown in instrument

dated December 9, 1983, and recorded under Auditor’s File No.  287660;




ALSO EXCEPT that portion

conveyed to the City Port Townsend by deed dated October 13, 1993 and recorded

May 23, 1994 under Auditor’s File No. 372115.




All in Section 4, Township 29

North, Range 1 West.




Situate

in the County of Jefferson, State of Washington.




PARCEL 28:




The West 1/2 of the Northeast

1/4;




And the Northwest 1/4, Section

9, Township 29 North, Range 1 West.




Situate

in the County of Jefferson, State of Washington.




PARCEL 29:




The Northeast 1/4 of the Northeast 1/4, all those portions of the

Southwest 1/4 of the Northeast 1/4, and Government Lots 1 and 2, lying East of

the Easterly boundary of State Highway No. 9, the Northwest 1/4 of the

Southeast 1/4, that portion of the Northeast 1/4 of the Southeast 1/4 as

described in instrument recorded June 28, 1945, in Volume 117 of Deeds, page

224, records of Jefferson County, Washington;




the Southeast 1/4 of the

Southeast 1/4, the Southeast 1/4 of the Southwest 1/4, the Southwest 1/4 of the

Southeast 1/4;




ALSO that portion of Government Lot 3, lying Southeasterly of State

Highway; the East 660 feet of Government Lot 4 and that portion of the West 660

feet of Government Lot 4, lying Southeasterly of the State Highway No. 9;




All in Section 17, Township 29

North, Range 1 West;




EXCEPT that portion thereof,

described in deed and easement dated December 23, 1976, and recorded under

Auditor’s File No.  239261, to Maurice

L. Plaster, et al;




 




32





























 




EXCEPT that portion, if any, as

described in instrument recorded under Auditor’s File No.  239261, records of Jefferson County,

Washington;




EXCEPT Moon Lake and all lands

within a radius of 75 feet wide surrounding said lake;




EXCEPT State Highway No. 9,

right-of-way;




EXCEPT Railroad in Government

Lot 4 as conveyed by deeds recorded in Volume 28 of Deeds, pages 525 and 526

and in Volume 29 of Deeds, pages 127 to 129, Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 30:




That portion of Government Lot

5, Section 19, lying Southerly of State Highway No. 9, as conveyed to the State

of Washington by instrument recorded in Volume 102 of Deeds, page 207, under

Auditor’s File No. 68633;




The Southeast 1/4 of the

Southeast 1/4 of Section 19, Township 29 North, Range 1 West;




EXCEPT that portion of said

Government Lot 5, described as follows:




Beginning at the intersection of

the East line of said subdivision with the South line of State Highway No. 20

right of way;




thence South along said South

right of way line 99.0 feet;




thence South 01° 26’

13” East 700 feet more or less to the South line of said Government Lot 5;




thence Easterly 66 feet more or

less to the Southeast corner of said Government Lot 5;




thence North 01° 21’

20” East along the East line of said Government Lot 5 to the point of

beginning.




Situate in the County of Jefferson, State of Washington.




PARCEL 31:




The Southeast 1/4 of the

Southeast 1/4 in Section 19, Township 29 North, Range 1 West, W.M., Jefferson

County, Washington;




EXCEPT that portion lying

Northwesterly of the easement of Puget Sound Power & Light Company, as

recorded March 7, 1975 under Auditor’s File No. 227268.




Situate in the County of Jefferson, State of Washington.




PARCEL 32:




That portion of the Southwest

1/4 of the Southeast 1/4, lying Westerly of a line drawn from a point 200 feet

West of the Northeast corner of said subdivision to a point 200 feet East of

the Southwest corner of said subdivision;




All in Section 19, Township 29

North, Range 1 West;




EXCEPT City of Port Townsend

Pipe Line right-of-way;




ALSO EXCEPT right of way of

Primary State Highway No. 9-E.




Situate

in the County of Jefferson, State of Washington.




PARCEL 33:




The South 1/2 of the Northeast 1/4, the West 1/2 of the Northeast 1/4 of

the Northeast 1/4, the Northwest 1/4 of the Northeast 1/4, the Northwest 1/4,

the South 1/2;




All in Section 20, Township 29

North, Range 1 West;




 




 




33





























 




EXCEPT that portion, if any, as

described in instrument recorded under Auditor’s File No.  239261, records of Jefferson County,

Washington;




ALSO EXCEPT Moon Lake and all

lands within a radius of 75 feet wide surrounding said lake;




ALSO EXCEPT that portion of the

Southwest 1/4 of the Northwest 1/4 lying Northwesterly of the Puget Sound Power

& Light easement recorded March 7, 1975 under Auditor’s File No. 227268.




Situate in the County of Jefferson, State of

Washington.




 




PARCEL 34:




The Southwest 1/4 of the

Southwest 1/4, the West 1/2 of the Northwest 1/4 of the Southwest 1/4, Section

21, Township 29 North, Range 1 West.




Situate

in the County of Jefferson, State of Washington.




PARCEL 35:




The Southeast 1/4 of Section 21, Township 29 North, Range 1 West,

EXCEPT right-of-way of County Road as conveyed to Jefferson County by

instrument recorded in Volume 1 of Road Waivers, pages 142 and 143;  ALSO EXCEPT that portion conveyed to Gerald

W. Phillips, et ux by deed recorded January 7, 1988 under Auditor’s File No.

312370, records of Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 36:




The Southwest 1/4 of the

Southwest 1/4 of Section 22, Township 29 North, Range 1 West.




Situate

in the County of Jefferson, State of Washington.




PARCEL 37:




Tracts 1 through 8 inclusive of

Stewart Garden Tracts, as per plat recorded in Volume 2 of Plats, page 90,

records of Jefferson County, Washington;




Situate

in the County of Jefferson, State of Washington.




PARCEL 38:




That portion of the South 1/4 of

the Northeast 1/4 of the Southeast 1/4 of Section 25, Township 29 North, Range

1 West, W.M., in Jefferson County, Washington, lying Easterly of the

Chimacum-Beaver Valley County Road right of way as conveyed by Deed recorded

under Auditor’s File No. 160634 records of said County;




TOGETHER WITH a permanent, non-exclusive easement for a 60 foot

easement for ingress, egress and utilities, the centerline of which is described

as follows:




Beginning at the intersection of the North line of the South 1/2 of the

South 1/2 of the Southeast 1/4 of the Southeast 1/4 of said Section 25, and the

Easterly margin of the Chimacum-Beaver Valley County Road (#12);




thence North 16° 31’

30” East 176.21 feet;




thence North 54° 20’

30” East 176.11 feet;




thence North 32° 58’

30” West 268.03 feet;




thence North 13° 25’

00” West 174.18 feet;




thence North 21° 53’

00” East 96.59 feet;




thence North 33° 40’

30” West 139.75 feet;




thence North 2° 22’

00” West 130.45 feet to the South line of the South 1/2 of the Northeast 1/4 of

the Southeast 1/4 of said Section 25, and the terminus of said line.




Situate

in the County of Jefferson, State of Washington.




 




34





























 




PARCEL 39:




The West 1/2 of the Northwest

1/4, the West 1/2 of the Southwest 1/4 of the Southwest 1/4, Section 28,

Township 29 North, Range 1 West.




Situate in the County of

Jefferson, State of Washington.




PARCEL 40:




The East 1/2, the Northwest 1/4,

the East 1/2 of the Southwest 1/4, the Southwest 1/4 of the Southwest 1/4,

Section 29, Township 29 North, Range 1 West.




Situate

in the County of Jefferson, State of Washington.




PARCEL 41:




The Northeast 1/4 of the Northeast 1/4; the North 1/2 of the Southeast

1/4 of the Northeast 1/4, and that portion of the Southwest 1/4 of the

Southeast 1/4, as described in instrument recorded August 10, 1955, in Volume

140 of Deeds, page 598, records of Jefferson County, Washington;




the East 1/2 of the Southwest

1/4, the East 1/2 of the Northwest 1/4, Government Lots 2, 3, 4 and that

portion of Government Lot 1, as described in instrument recorded December 19,

1946, in Volume 119 of Deeds, page 611, records of Jefferson County,

Washington;




All in Section 30, Township 29

North, Range 1 West;




EXCEPT Old Eaglemount County

Road right-of-way.




Situate

in the County of Jefferson, State of Washington.




PARCEL 42:




The Southwest 1/4 of the Northeast 1/4, the Northeast 1/4 of the

Northwest 1/4; the Northeast 1/4 of the Northeast 1/4, Section 31, Township 29

North, Range 1 West;




EXCEPT that portion as conveyed

to Puget Southern Properties, by Crown Zellerbach Corporation, in instrument

recorded under Auditor’s File No. 

287326;




EXCEPT Old Eaglemount County

Road right of way;




ALSO EXCEPT Lind County usage

road as disclosed by Jefferson Public Works Department.




Situate

in the County of Jefferson, State of Washington.




PARCEL 43:




The Northeast 1/4, the North 1/2

of the Southeast 1/4, the North 1/2 of the Northwest 1/4, the Southeast 1/4 of

the Northwest 1/4, and those portions of the Southwest 1/4 of the Northwest

1/4, and the North 1/2 of the Southwest 1/4, lying Northeasterly of State

Highway No. 9;




All in Section 32, Township 29

North, Range 1 West.




Situate

in the County of Jefferson, State of Washington.




PARCEL 44:




That portion of the Southwest

1/4 of the Southwest 1/4 of Section 32, Township 29 North, Range 1 West,

W.M., Jefferson County, Washington, lying Southerly of Old Eaglemount Road.




 




 




35





























 




Situate in the County of Jefferson, State of

Washington.




 




PARCEL 45:




The Northeast 1/4 of the

Northeast 1/4, the East 1/2 of the Northwest 1/4 of the Northeast 1/4, the

South 1/2 of the Northeast 1/4, the South 1/2 of the Northwest 1/4, the West

1/2 of the Northwest 1/4 of the Northwest 1/4, the North 1/2 of the Southwest

1/4, the North 1/2 of the Southeast 1/4 of the Southwest 1/4, the North 1/2 of

the Southeast 1/4, the Southwest 1/4 of the Southeast 1/4;




All in Section 33, Township 29

North, Range 1 West;




EXCEPT Gibbs Lake County usage

road, as disclosed by Jefferson County Public Works Department.




ALSO EXCEPT right of way for

West Egg & I Road, as conveyed to Jefferson County by deed recorded April

26, 1996, under Auditor’s File No. 390603.




Situate

in the County of Jefferson, State of Washington.




PARCEL 46:




That portion of the Northwest 1/4 of the Southwest 1/4, as described in

instrument recorded April 19, 1960, in Volume 152 of Deeds, page 373,

records of Jefferson County, Washington;




All in Section 34, Township 29

North, Range 1 West;




EXCEPT that portion conveyed by

Quit Claim Deed to Jefferson County from Crown Zellerbach Corporation in

instrument dated June 11, 1981;




EXCEPT Gibbs Lake County Road

usage road as disclosed by Jefferson County Public Works Department;




ALSO EXCEPT therefrom said

Township 29 North, Range 1 West the Port Townsend Gravity Water Supply Pipe

Line right of way as conveyed and/or condemned by proceedings in Volume H and K

of County Commissioners meeting, pages 254 and 528, respectively, and Volume 54

of Deeds, pages 302 and 303, records of Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 47:




The Northwest 1/4 of the

Northeast 1/4 of Section 27, Township 27 North, Range 2 West, W.M., Jefferson

County, Washington;




EXCEPTING THEREFROM all that

portion thereof described in the Deed executed by John Seaton, etux, to the

United State of America, recorded November 3, 1911, under Auditor’s File No.

34023;




AND EXCEPTING THEREFROM all that

portion thereof described in the Deed executed by Francis S. Meyer, etux, to

Charles J. Beck, etux, recorded June 11, 1932, under Auditor’s File No. 68529;




ALSO EXCEPTING THEREFROM

all that portion thereof lying within State Route 101 and that portion lying Northerly

of the Big Quilcene River.




Situate

in the County of Jefferson, State of Washington.




PARCEL 48:




 




36





























 




That portion of Government Lots 5 and 6 and the South 1/2 of the

Northwest 1/4 of the Southwest 1/4 lying Northeasterly of Fuller County Road

right-of way, the North 1/2 of the Northwest 1/4 of the southwest 1/4 EXCEPT

the West 132 feet thereof, the Southeast 1/4 of the Northwest 1/4, the

Northeast 1/4 of the Southwest 1/4, Government Lot 3, that portion of

Government Lot 4 lying Southeasterly of Port Townsend Southern Railroad

right-of-way, that portion of the North 1/2 of the North 1/2 of the Southwest

1/4 of the Northwest 1/4 lying southeasterly of the Port Townsend Southerly

Railroad right-of-way, that portion of the abandoned Port Townsend Southern

Railroad right-of-way lying within the North 1/2 of the north 1/2 of the

Southwest 1/4 of the Northwest 1/4 and within Government Lot 4, as conveyed by

deed recorded May 20, 1890 in Volume 27 of Deeds, page 507 and 508, records of

Jefferson County, Washington;




All in Section 1, Township 28

North, Range 2 West, W.M., in Jefferson County, Washington.




EXCEPT Olympic Highway

right-of-way;




ALSO EXCEPT State Highway No. 9,

State Highway No. 9-E, and State Highway 104 rights of ways;




ALSO EXCEPT the Port Townsend

Gravity Water Supply line as conveyed by deed recorded March 16, 1905 under

Auditor’s File No. 20471 (Volume 54 of Deeds, pages 579-580), records of

Jefferson County, Washington.




Situate in the County of Jefferson,

State of Washington.




PARCEL 49:




That portion of the South 1/2 of

the North 1/2 of the Southwest 1/4 of the Northwest 1/4, Section 1,

Township 28 North, Range 2 West, W.M., in Jefferson County, Washington,

described as follows:




Beginning at a point on the East line of the Southwest 1/4 of the

Northwest 1/4 of said Section 1 which is North 1°12’41” West, 669.96 


feet from the Southeast corner of said Southwest 1/4 of the Northwest 1/4;




thence continuing North 1°12’41” West, along said East line 312.18 feet

to the Northeast corner of said South 1/2 of the North 1/2 of the Southwest 1/4

of the Northwest 1/4;




thence North 89°59’07” West, along the North line of said South 1/2 of

the North 1/2 of the Southwest 1/4 of the Northwest 1/4, 493.65 feet;




thence South 1°12’41” East,

112.19 feet;




thence South 89°59’07” East,

443.65 feet;




thence South 1°12’41” East,

199.99 feet;




thence North 89°59’07” East,

50.00 feet to The Point of Beginning.




Situate

in the County of Jefferson, State of Washington.




PARCEL 50:




That portion of the former railway right of way of the Port Townsend

Southern Railroad as conveyed by instrument recorded in Volume


27 of Deeds, page 490, under Auditor’s File No. 4578 over and across the

Northeast 1/4 of the Southeast 1/4 of Section 14, Township 28 North, Range 2

West, W.M., in Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 51:




 




37





























 




The Southwest 1/4 of the

Southeast 1/4; the West 1/2 of the Northwest 1/4 of the Southeast 1/4; and that

portion of the East 1/2 of the Northeast 1/4 of the Southeast 1/4 lying

Easterly of the former Port Townsend Southern Railroad Company right of way as

conveyed by instrument recorded in Volume 27 of Deeds, page 490 under Auditor’s

File No. 4578, all in Section 14, Township 28 North, Range 2 West, W.M.,

Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 52:




The North 1/2 of the Northwest

1/4 of the Northeast 1/4 of Section 26, Township 28 North, Range 2 West, W.M.,

in Jefferson County, Washington.




Situate

in the County of Jefferson, State of Washington.




PARCEL 53:




Government Lots 7, 8 and 9,

Section 24, Township 29 North, Range 2 West, that portion of John E. Burns

Donation Claim No. 38 and John F. Tukey Donation Land Claim No. 39, as

described in instrument recorded March 1, 1966, in Volume 170 of Deeds, page

125, and as described in instrument recorded August 10, 1955, in Volume 140 of

Deeds, pages 598 and 599, records of Jefferson County, Washington.




Situate in the County of Jefferson, State of Washington.




PARCEL 54:




The Northwest 1/4 of the Northeast 1/4 of the Northeast 1/4, the

Southwest 1/4 of the Northeast 1/4, the Northeast 1/4 of the Southwest 1/4, the

Southeast 1/4, the Northwest 1/4 of the Northeast 1/4, the Southeast 1/4 of the

Northwest 1/4;




All in Section 36, Township 29

North, Range 2 West;




EXCEPT State Highway No. 101,

right of way;




Situate

in the County of Jefferson, State of Washington.




PARCEL 55:




That portion of the North 1/2 of

the Southwest 1/4 of the Northwest 1/4 of Section 36, Township 29 North, Range

1 West, W.M., lying West of County Road No. 34.016, more particularly described

as follows:




Beginning at the Northwest

corner of said Section 36 and running thence South 01° 20’ West,

along the West line of said Section 36, a distance of 1300.0 feet, more or

less, to the Northwest corner of the Southwest 1/4 of the Northwest 1/4 of said

Section 36, and the TRUE POINT OF BEGINNING;




thence continuing South 01°

20’ West, along said West line, 520.1 feet;




thence North 29° 30’

East, 443.1 feet;




thence North 48° 30’

East, 121.0 feet;




thence South 89° 00’

East, 253.0 feet to a point in the center line of County Road No. 34.016;




thence North 05° 00’

West, along the center line of said county road 60.2 feet to a point in the

North line of said Southwest 1/4 of the Northwest 1/4 of Section 36;




thence North 89° 00’

West, along said North line 537.0 feet to the TRUE POINT OF BEGINNING;




 




38





























 




EXCEPT THEREFROM portion lying

within County Road No. 34.016.




Situate in the County of Jefferson, State of Washington.




 




39





























 




KITSAP COUNTY, WASHINGTON




ARTICLE 8LEGAL

DESCRIPTIONS




Parcels

1-71 are all located in Kitsap County, Washington:




PARCEL

1:




THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER

OF SECTION 12, TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M. IN KITSAP COUNTY,

WASHINGTON.




ALSO

RESULTANT PARCEL B OF BOUNDARY LINE ADJUSTMENT RECORDED UNDER AUDITOR’S FILE

NO. 9502210221; BEING A PORTION OF THE SOUTHEAST QUARTER OF THE NORTHEAST

QUARTER OF THE SOUTHEAST QUARTER OF SECTION 12,

TOWNSHIP 27 NORTH, RANGE 1 EAST W.M., IN KITSAP COUNTY, WASHINGTON.






PARCEL 2:




THE EAST OF THE NORTHEAST 1/4;




THE SOUTHEAST 1/4;




THE SOUTHWEST 1/4 OF THE NORTHWEST 1/4;




EXCEPT THAT PORTION CONTAINED WITHIN THE PLAT OF HOOD CANAL ACREAGE

TRACTS BLOCK 2, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 5 OF PLATS, PAGE

52, RECORDS OF KITSAP COUNTY WASHINGTON;




ALL IN SECTION 13, TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M., IN KITSAP

COUNTY, WASHINGTON.




ALSO TRACTS 1, 13, 15, 16, AND 17 OF HOOD CANAL ACREAGE TRACTS BLOCK 2,

DIVISION 1, AS PER PLAT RECORDED IN VOLUME 5 OF PLATS, PAGE 52, RECORDS OF KITSAP

COUNTY WASHINGTON;




ALSO LOTS 12 AND 13, HOOD CANAL ACREAGE TRACTS BLOCK 1, DIVISION 4, AS

PER PLAT RECORDED IN VOLUME 5 OF PLATS, PAGE 51, RECORDS OF KITSAP COUNTY

WASHINGTON;




ALSO LOTS 10 AND 11, HOOD

CANAL ACREAGE TRACTS BLOCK 1, DIVISION 2, AS PER PLAT RECORDED IN VOLUME 5 OF

PLATS, PAGE 49, RECORDS OF KITSAP COUNTY WASHINGTON;




PARCEL

3:




THE EAST 8 ACRES OF THE WEST HALF OF THE EAST HALF OF THE SOUTHEAST 1/4

OF THE NORTHEAST 1/4; EXCEPT THE SOUTH 30 FEET THEREOF;




THE EAST HALF OF THE EAST HALF OF THE SOUTHEAST 1/4 OF THE NORTHEAST

1/4; EXCEPT THE SOUTH 30 FEET, AND EXCEPT THE EAST 50 FEET;




ALL

IN SECTION 23, TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




 




40





























 




PARCEL

4:




THE

NORTHEAST 1/4;




THE

EAST HALF OF THE NORTHWEST 1/4;




THE

NORTHEAST 1/4  OF THE SOUTHWEST 1/4;




THE

SOUTHWEST 1/4 OF THE SOUTHWEST 1/4;




EXCEPT

THE NORTH AND EAST 30 FEET; AND EXCEPT THE SOUTH 50 FEET OF SAID SOUTHEAST 1/4

OF THE SOUTHWEST 1/4;




ALSO

THE SOUTHEAST 1/4; 




ALL

IN SECTION 24, TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




 




PARCEL

5:




THE NORTHEAST 1/4;




THE NORTHWEST 1/4;




EXCEPT THE NORTH HALF OF THE NORTHWEST 1/4 OF THE NORTHWEST 1/4;




ALSO THE SOUTHEAST 1/4;




ALL IN SECTION 25,

TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M., IN KITSAP COUNTY, WASHINGTON.




 




PARCEL

6:




THAT PORTION OF SECTION 36. TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:




BEGINNING AT THE

NORTH QUARTER  CORNER OF SAID SECTION

36;




THENCE SOUTH

89°12’32” EAST ALONG THE NORTH LINE OF SAID SECTION 36 A DISTANCE OF 1318.83

FEET TO THE NORTHEAST CORNER OF THE WEST HALF OF THE NORTHEAST QUARTER OF SAID

SECTION 36;




THENCE SOUTH

1°24’08” WEST ALONG THE EAST LINE OF THE WEST HALF OF THE NORTHEAST QUARTER OF

SAID SECTION 36 A DISTANCE OF 2657.65 FEET TO THE SOUTHEAST CORNER OF THE WEST

HALF OF THE NORTHEAST QUARTER OF SAID SECTION 36;




THENCE NORTH

88°32’27” WEST ALONG THE SOUTH LINE OF THE WEST HALF OF THE NORTHEAST QUARTER

OF SAID SECTION 36 A DISTANCE OF 1309.44 FEET TO A D.N.R. CONCRETE MONUMENT

MARKING THE CENTER OF SAID SECTION 36;




THENCE SOUTH

1°15’42” WEST ALONG THE EAST LINE OF THE NORTHEAST QUARTER OF THE SOUTHWEST

QUARTER OF SAID SECTION 36 A DISTANCE OF 1363.60 FEET TO A D.N.R. CONCRETE

MONUMENT MARKING THE SOUTHEAST CORNER OF THE NORTHEAST QUARTER OF THE SOUTHWEST

QUARTER OF SAID SECTION 36;




THENCE NORTH

89°32’10” WEST ALONG THE SOUTH LINE OF THE NORTHEAST QUARTER OF THE SOUTHWEST

QUARTER OF SAID SECTION 36 A DISTANCE OF 265.02 FEET TO A HALF INCH REBAR WITH

A YELLOW CAP IMPRINTED “SEO 20795” THEREINAFTER REFERRED TO AS A REBAR;




THENCE NORTH

7°02’09” WEST 205.20 FEET TO A REBAR;




 




41





























 




THENCE NORTH

33°07’04” EAST 100.17 FEET TO A REBAR;




THENCE NORTH

10°34’20” EAST 321.37 FEET TO A REBAR;




THENCE NORTH

15°07’35” WEST 352.62 FEET TO A REBAR;




THENCE NORTH

5°36’46” WEST 311.98 FEET TO A REBAR;




THENCE NORTH

6°55’30” WEST 483.78 FEET TO A REBAR;




THENCE NORTH

10°49’41” WSET 609.38 FEET TO A REBAR;




THENCE NORTH

4°12’47” WEST 157.16 FEET TO A REBAR;




THENCE NORTH

6°19’29” WEST 200.28 FEET TO A REBAR;




THENCE NORTH

37°58’38” WEST 174.02 FEET TO A REBAR;




THENCE NORTH

8°22’06” EAST 318.42 FEET TO A REBAR;




THENCE NORTH

37°05’29” EAST 1080.30 FEET TO THE POINT OF BEGINNING, IN KITSAP COUNTY,

WASHINGTON;




 




PARCEL

7:




THE NORTHEAST 1/4;




THE EAST HALF OF THE NORTHWEST 1/4;




THE NORTHEAST 1/4 OF THE SOUTHWEST 1/4;




THE SOUTHWEST 1/4 OF THE SOUTHWEST 1/4;




ALL IN SECTION 36, TOWNSHIP 27 NORTH, RANGE 1 EAST, W.M., IN KITSAP

COUNTY, WASHINGTON.




EXCEPT

THAT PORTION CONVEYED TO GAMBLE VILLAGE WATER AND SEWER COMPANY, A WASHINGTON

CORPORATION, BY INSTRUMENT RECORDED UNDER AUDITOR’S FILE NO. 9212300192.




PARCEL

8:




THE NORTHWEST 1/4 OF SECTION 3, TOWNSHIP 26 NORTH, RANGE 2 EAST, W.M., 




IN KITSAP COUNTY, WASHINGTON.




EXCEPT THE EAST

571.71 FEET THEREOF;




ALSO EXCEPT THE

SOUTHWEST 1/4 OF SAID NORTHWEST 1/4;




(ALSO KNOWN AS

PARCEL C OF 20 ACRE LAND SEGREGATION RECORDED SEPTEMBER 27, 1999 UNDER

AUDITOR’S FILE NO. 3209712.)




 




PARCEL

9:




THE NORTH HALF OF THE NORTHEAST 1/4;




AND THE SOUTHEAST 1/4 OF THE NORTHEAST 1/4, EXCEPT THE NORTH AND EAST

30 FEET FOR ROAD PURPOSES;




ALL

IN SECTION 4, TOWNSHIP 26 NORTH, RANGE 2 EAST, IN KITSAP COUNTY, WASHINGTON.




PARCEL

10:




THE

EAST HALF OF THE SOUTHEAST 1/4 OF SECTION 4, TOWNSHIP 26 NORTH, RANGE 2 EAST,

W.M., IN KITSAP COUNTY, WASHINGTON.




 




42





























 




PARCEL

11:




THE SOUTHEAST 1/4 OF THE NORTHWEST 1/4 AND THE EAST

HALF OF THE SOUTHWEST 1/4 OF SECTION 3, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M.,

IN KITSAP COUNTY, WASHINGTON.




EXCEPT THE SOUTH 30 FEET OF THE WEST 30 FEET OF SAID

EAST HALF;




TOGETHER

WITH AN EASEMENT FOR ROAD PURPOSES OVER, ALONG AND ACROSS THE NORTH 30 FEET AND

THE SOUTH 60 FEET OF THAT PORTION OF THE SOUTHWEST 1/4 OF THE SOUTHWEST 1/4 OF

SAID SECTION 3, LYING EAST OF HANSVILLE COUNTY ROAD AND FOR SAID PURPOSES OVER,

ALONG AND ACROSS THE WEST 30 FEET AND THE SOUTH 30 FEET OF THAT PORTION OF SAID

SOUTHWEST 1/4 OF THE SOUTHWEST 1/4 LYING WEST OF SAID COUNTY ROAD; AND FOR SAID

PURPOSES OVER AND ACROSS THE NORTH 60 FEET OF THE NORTHEAST 1/4 OF THE

NORTHWEST 1/4 OF SECTION 10, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M. IN KITSAP

COUNTY WASHINGTON.




PARCEL

12:




THE EAST HALF OF SECTION 4, TOWNSHIP 27 NORTH, RANGE 2 EAST W.M., IN

KITSAP COUNTY, WASHINGTON.




EXCEPT THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SAID SECTION; AND

EXCEPT COUNTY ROAD KNOWN AS HANSVILLE ROAD;




TOGETHER

WITH AN EASEMENT FOR ROAD PURPOSES OVER, ALONG AND ACROSS THE SOUTH 30 FEET OF

THE NORTHEAST 1/4 OF THE NORTHEAST 1/4; EXCEPT THE EAST 30 FEET THEREOF.




PARCEL

13:




THE

SOUTHEAST 1/4 OF THE SOUTHWEST 1/4 OF SECTION 4, TOWNSHIP 27 NORTH, RANGE 2

EAST W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

14:




PORTIONS OF THE VACATED PLAT OF GAMBLE VILLAGE, VACATED PURSUANT TO

COMMISSIONERS JOURNAL VOLUME 15, PAGE 329, LYING WITHIN SECTION 7, TOWNSHIP 27

NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:




BEGINNING AT THE QUARTER CORNER COMMON TO SECTIONS 6 AND 7; THENCE

SOUTH 88° 24’ 47” EAST ALONG THE LINE COMMON TO SECTIONS 6 AND 7, 350.06 FEET

TO THE TRUE POINT OF BEGINNING; THENCE NORTH 16° 15’ 37” EAST 161.08 FEET;

THENCE SOUTH 73° 44’ 23” EAST, 500.00 FEET; THENCE SOUTH 16° 15’ 37” WEST,

120.00 FEET; THENCE SOUTH 73° 44’ 23” EAST, 100.00 FEET; THENCE NORTH 16° 15’

37” EAST 120.00 FEET; THENCE SOUTH 73° 44’ 23” EAST, 200.00 FEET; THENCE SOUTH

16° 15’ 37” WEST, 240.00 FEET; THENCE NORTH 73° 44’ 23” WEST, 720.00 FEET;

THENCE NORTH 16°15’ 37 ‘ EAST, 10 FEET; THENCE NORTH 73° 44’ 23” WEST, 80 FEET;

THENCE NORTH 16°15’ 37 ‘ EAST, 68.92 FEET TO THE TRUE POINT OF BEGINNING.




 




43





























 




EXCEPT ANY PORTION IN THE FORMER LOTS 13, 14, 15, 18 AND 20 THROUGH 24

OF SAID VACATED PLAT;




ALSO BEGINNING AT THE QUARTER CORNER COMMON TO SAID SECTIONS 6 AND 7;

THENCE SOUTH 88° 24’ 47” EAST ALONG THE LINE COMMON TO SECTIONS 6 AND 7, 350.06

FEET; THENCE SOUTH 16° 15’ 37” WEST 258.92 FEET; THENCE SOUTH 73° 44’ 23” EAST,

800.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 16° 15’ 37” EAST, 120.00

FEET; THENCE SOUTH 73° 44’ 23” EAST, 60 FEET; THENCE NORTH 16° 15’ 37” EAST,

350.00 FEET; THENCE SOUTH 73° 44’ 23” EAST, 177.26 FEET; THENCE SOUTH 31° 56’

18” WEST, 109.06 FEET; THENCE SOUTH 15° 17’ 59” EAST, 99.75 FEET; SOUTH 16° 15’

37” WEST, 280.00 FEET; THENCE NORTH 73° 44’ 23” WEST, 260.00 FEET TO THE TRUE

POINT OF BEGINNING.




ALSO

THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 7, TOWNSHIP 27 NORTH, RANGE 2

EAST W.M., IN KITSAP COUNTY, WASHINGTON; EXCEPT THAT PORTION LYING WITHIN THE

VACATED PLAT OF GAMBLE VILLAGE.




PARCEL

15:




THAT PORTION OF SECTION 7, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:




PARCEL I:




NORTHWEST QUARTER OF THE NORTHEAST QUARTER EXCEPT THE PLAT OF GAMBLE

VILLAGE;




PARCEL II:




SOUTH HALF OF THE NORTHEAST QUARTER




PARCEL III:




NORTHEAST QUARTER OF THE NORTHWEST QUARTER;




PARCEL IV:




SOUTHWEST QUARTER EXCEPT THE NORTHWEST QUARTER THEREOF;




PARCEL V:




WEST HALF OF THE SOUTHEAST QUARTER;




PARCEL VI:




EAST HALF OF THE NORTHWEST QUARTER OF THE SOUTHWEST QUARTER EXCEPT THAT

PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER DESCRIBED AS FOLLOWS:




BEGINNING AT THE QUARTER CORNER COMMON TO SECTION 6 AND 7;




THENCE SOUTH 88°24’47” EAST 350.96 FEET;




THENCE SOUTH 16°15’37” WEST 258.92 FEET TO THE TRUE POINT OF BEGINNING;




THENCE CONTINUING SOUTH 16°15’37” 380 FEET;




THENCE SOUTH 73°44’23” EAST 800 FEET;




THENCE NORTH 16°15’37” EAST 380 FEET;




THENCE NORTH 73°44’23” WEST 800 FEET TO THE TRUE POINT OF BEGINNING;




 




44





























 




EXCEPT

THAT PORTION OF THE SOUTHEAST QUARTER AND SOUTHWEST QUARTER CONVEYED BY

INSTRUMENT RECORDED UNDER AUDITOR’S FILE NO. 9212300189, IN KITSAP COUNTY

WASHINGTON;




PARCEL

16:




THE

WEST HALF OF THE NORTHWEST 1/4 OF THE SOUTHWEST 1/4 OF SECTION 7, TOWNSHIP 27

NORTH, RANGE 2 EAST W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

17:




THAT PORTION OF THE SOUTH HALF OF SECTION 7 AND THE NORTH HALF OF THE

NORTH HALF OF SECTION 18, BOTH IN TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:




COMMENCING AT THE NORTH QUARTER CORNER OF SAID SECTIN 7;




THENCE SOUTH 1°20’14” WEST ALONG THE NORTH-SOUTH CENTER LINE OF SAID

SECTION 7 A DISTANCE OF 2666.45 FEET TO THE CENTER OF SAID SECTION 7 AND THE

TRUE POINT OF BEGINNING;




THENCE NORTH 88°59’21” WEST ALONG THE EAST-WEST CENTER LINE OF SAID

SECTION 7 A DISTANCE OF 1338.56 FEET TO THE NORTHWEST CORNER OF THE NORTHEAST

QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 7;




THENCE SOUTH 11°36’17” WEST 1643.39 FEET TO A HALF INCH REBAR WITH A

YELLOW CAP IMPRINTED “SEO 20795” HEREINAFTER REFERRED TO AS A REBAR;




THENCE SOUTH 0°14’46” EAST 351.75 FEET TO A REBAR;




THENCE SOUTH 8°18’05” EAST 281.72 FEET TO A REBAR;




THENCE SOUTH 25°57’05” EAST 228.36 FEET TO A REBAR;




THENCE SOUTH 27°52’59” EAST 158.84 FEET TO A REBAR;




THENCE SOUTH 50°50’55” EAST 1231.20 FEET TO A REBAR;




THENCE NORTH 81°09’44” EST 654.90 FEET TO A REBAR;




THENCE NORTH 28°18’10” EAST 504.97 FEET TO A REBAR;




THENCE NORTH 44°56’37” EAST 603.45 FEET TO A REBAR;




THENCE NORTH 4°16’22” WEST 996.96 FEET TO A REBAR;




THENCE NORTH 13°51’41” WEST 560.41 FEET TO A REBAR;




THENCE NORTH 12°24’01” EAST 209.75 FEET TO A REBAR;




THENCE NORTH 18°55’00” WEST 373.13 FEET TO A REBAR;




THENCE NORTH 2°56’28” EAST 262.07 FEET TO THE EAST-WEST CENTER LINE OF

SAID SECTION 7;




THENCE NORTH 88°59’21” WEST ALONG SAID CENTER LINE 544.13 FEET TO THE

TRUE POINT OF BEGINNING;




EXCEPT

ANY PORTION LYING WITHIN SECTION 18, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY WASHINGTON;




 




45





























 




PARCEL

18:




THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST

1/4 OF SECTION 9, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

19:




THE

NORTHWEST 1/4 OF THE NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF SECTION 9, TOWNSHIP

27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

20:




THE WEST HALF OF THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4; 




THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 OF THE NORTHWEST 1/4; 




EXCEPT THE SOUTH 30 FEET AND THE EAST 30 FEET THEREOF;




THE EAST 3/4 OF THE NORTH HALF OF THE SOUTHWEST 1/4;




AND THE WEST HALF OF THE NORTHWEST 1/4 OF THE SOUTHEAST 1/4;




EXCEPT THE NORTH 30 FEET THEREOF;




ALL IN SECTION 15, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M.,




IN

KITSAP COUNTY, WASHINGTON.




PARCEL

21:




THAT PORTION OF THE SOUTH HALF OF SECTION 7 AND THE NORTH HALF OF THE

NORTH HALF OF SECTION 18, BOTH IN TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:




COMMENCING AT THE NORTH QUARTER CORNER OF SAID SECTION 7;




THENCE SOUTH 1°20’14” WEST ALONG THE NORTH-SOUTH CENTER LINE OF SAID

SECTION 7 A DISTANCE OF 2666.45 FEET TO THE CENTER OF SAID SECTION 7 AND THE

TRUE POINT OF BEGINNING;




THENCE NORTH 88°59’21” WEST ALONG THE EAST-WEST CENTER LINE OF SAID

SECTION 7 A DISTANCE OF 1338.56 FEET TO THE NORTHWEST CORNER OF THE NORTHEAST

QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 7;




THENCE SOUTH 11°36’17” WEST 1643.39 FEET TO A HALF INCH REBAR WITH A

YELLOW CAP IMPRINTED “SEO 20795” HEREINAFTER REFERRED TO AS A REBAR;




THENCE SOUTH 0°14’46” EAST 351.75 FEET TO A REBAR;




THENCE SOUTH 8°18’05” EAST 281.72 FEET TO A REBAR;




THENCE SOUTH 25°57’05” EAST 228.36 FEET TO A REBAR;




THENCE SOUTH 27°52’59” EAST 158.84 FEET TO A REBAR;




THENCE SOUTH 50°50’55” EAST 1231.20 FEET TO A REBAR;




THENCE NORTH 81°09’44” EST 654.90 FEET TO A REBAR;




THENCE NORTH 28°18’10” EAST 504.97 FEET TO A REBAR;




THENCE NORTH 44°56’37” EAST 603.45 FEET TO A REBAR;




THENCE NORTH 4°16’22” WEST 996.96 FEET TO A REBAR;




THENCE NORTH 13°51’41” WEST 560.41 FEET TO A REBAR;




 




 




46





























 




THENCE NORTH 12°24’01” EAST 209.75 FEET TO A REBAR;




THENCE NORTH 18°55’00” WEST 373.13 FEET TO A REBAR;




THENCE NORTH 2°56’28” EAST 262.07 FEET TO THE EAST-WEST CENTER LINE OF

SAID SECTION 7;




THENCE NORTH 88°59’21” WEST ALONG SAID CENTER LINE 544.13 FEET TO THE

TRUE POINT OF BEGINNING;




EXCEPT

ANY PORTION LYING WITHIN SECTION 7, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY WASHINGTON;




PARCEL

22:




ALL OF SECTION 18, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON;




EXCEPT STATE HIGHWAY;




EXCEPT THE FOLLOWING:




THAT PORTION OF THE SOUTH HALF OF SECTION 7 AND THE NORTH HALF OF THE

NORTH HALF OF SECTION 18, BOTH IN TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:




COMMENCING AT THE NORTH QUARTER CORNER OF SAID SECTION 7;




THENCE SOUTH 1°20’14” WEST ALONG THE NORTH-SOUTH CENTER LINE OF SAID

SECTION 7 A DISTANCE OF 2666.45 FEET TO THE CENTER OF SAID SECTION 7 AND THE

TRUE POINT OF BEGINNING;




THENCE NORTH 88°59’21” WEST ALONG THE EAST-WEST CENTER LINE OF SAID

SECTION 7 A DISTANCE OF 1338.56 FEET TO THE NORTHWEST CORNER OF THE NORTHEAST

QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 7;




THENCE SOUTH 11°36’17” WEST 1643.39 FEET TO A HALF INCH REBAR WITH A

YELLOW CAP IMPRINTED “SEO 20795” HEREINAFTER REFERRED TO AS A REBAR;




THENCE SOUTH 0°14’46” EAST 351.75 FEET TO A REBAR;




THENCE SOUTH 8°18’05” EAST 281.72 FEET TO A REBAR;




THENCE SOUTH 25°57’05” EAST 228.36 FEET TO A REBAR;




THENCE SOUTH 27°52’59” EAST 158.84 FEET TO A REBAR;




THENCE SOUTH 50°50’55” EAST 1231.20 FEET TO A REBAR;




THENCE NORTH 81°09’44” EST 654.90 FEET TO A REBAR;




THENCE NORTH 28°18’10” EAST 504.97 FEET TO A REBAR;




THENCE NORTH 44°56’37” EAST 603.45 FEET TO A REBAR;




THENCE NORTH 4°16’22” WEST 996.96 FEET TO A REBAR;




THENCE NORTH 13°51’41” WEST 560.41 FEET TO A REBAR;




THENCE NORTH 12°24’01” EAST 209.75 FEET TO A REBAR;




THENCE NORTH 18°55’00” WEST 373.13 FEET TO A REBAR;




THENCE NORTH 2°56’28” EAST 262.07 FEET TO THE EAST-WEST CENTER LINE OF

SAID SECTION 7;




THENCE NORTH 88°59’21” WEST ALONG SAID CENTER LINE 544.13 FEET TO THE

TRUE POINT OF BEGINNING;




 




 




47





























 




AND EXCEPT ANY PORTION LYING WITHIN SECTION 7, TOWNSHIP 27 NORTH, RANGE

2 EAST, W.M., IN KITSAP COUNTY WASHINGTON;




TOGETHER WITH TIDE LANDS OF THE SECOND CLASS, AS CONVEYED BY THE STATE

OF WASHINGTON, SITUATE IN FRONT OF, ADJACENT TO AND ABUTTING UPON THE SOUTHEAST

QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 18;




 




PARCEL

23:




THE NORTHWEST 1/4 OF THE NORTHEAST 1/4;




THE WEST HALF;




THE WEST HALF OF THE SOUTHEAST 1/4; AND 




THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4;




ALL IN SECTION 19,

TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

24:




THE WEST HALF OF THE EAST HALF OF SECTION 33, TOWNSHIP 28 NORTH, RANGE

2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON.




ALSO THE NORTHWEST

1/4 OF THE SOUTHWEST 1/4 OF SAID SECTION;




EXCEPT

PORTION CONVEYED TO KITSAP COUNTY FOR ROAD PURPOSES BY INSTRUMENT RECORDED

UNDER AUDITOR’S FEE NO. 817693.




PARCEL

25:




THE

SOUTHWEST 1/4 OF THE SOUTHWEST 1/4 OF SECTION 28, TOWNSHIP 27 NORTH, RANGE 2

EAST, W.M., IN KITSAP COUNTY, WASHINGTON;




EXCEPT THE NORTH 140 FEET OF THE WEST 180 FEET THEREOF.




PARCEL

26:




THE NORTHWEST 1/4

OF THE NORTHWEST 1/4 OF SECTION 29, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON, 




EXCEPT

THAT PORTION LYING EASTERLY OF SUQUAMISH-PORT GAMBLE ROAD.




PARCEL

27:




THE

EAST 53.33 ACRES OF THE SOUTHEAST 1/4; EXCEPT THE EAST 50 FEET THEREOF TO

KITSAP COUNTY PER RESOLUTION NO 087-1990 DATED 2/26/1990; ALSO EXCEPT THE NORTH

209 FEET OF THE WEST 209 FEET OF THE EAST 53.33 ACRES OF THE SOUTHEAST 1/4 OF

SECTION 29, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

28:




THE NORTH HALF;




THE SOUTHWEST 1/4; EXCEPT THE WEST, SOUTH, AND EAST 50 FEET THEREOF;




THE NORTH HALF OF THE SOUTHEAST 1/4;




THE SOUTHWEST 1/4 OF THE SOUTHEAST 1/4; EXCEPT THE WEST AND SOUTH




 




48





























 




50 FEET AND THE EAST 30 FEET THEREOF;




AND THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4; EXCEPT THAT PORTION OF THE

FOLLOWING DESCRIBED TRACT LYING SOUTHEASTERLY OF BOND ROAD, TO-WIT:




BEGINNING AT THE SOUTHEAST CORNER OF SECTION 30;




THENCE NORTH 1° 27’ 26” WEST 485.77 FEET;




THENCE SOUTH 89° 16’ 34” WEST 481.05 FEET;




THENCE SOUTH 1° 27’ 26” EAST 485.77 FEET;




THENCE NORTH 89° 16’ 34” WEST 481.05 FEET TO THE TRUE POINT OF

BEGINNING;




EXCEPT FROM THE ABOVE PORTION THOSE PARCELS CONVEYED TO KITSAP COUNTY

FOR BOND ROAD RELOCATION BY DEEDS RECORDED UNDER AUDITOR’S FEE NO. 846386 AND

857704;




ALL

IN SECTION 30, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

29:




THAT PORTION OF THE NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST

1/4 LYING NORTHWESTERLY OF COUNTY ROAD;




THE WEST HALF OF THE NORTHEAST 1/4; EXCEPT PORTION CONVEYED TO KITSAP

COUNTY BY DEED RECORDED UNDER AUDITOR’S FEE NO. 753899;




THE NORTHEAST 1/4 OF THE NORTHWEST 1/4; EXCEPT THE NORTH 50 FEET; AND

EXCEPT THE SOUTH 30 FEET;




THE NORTHWEST 1/4 OF THE NORTHWEST 1/4; EXCEPT THE NORTH 50 FEET; AND

EXCEPT THE SOUTH 50 FEET;




THE SOUTHWEST 1/4 OF THE NORTHWEST 1/4; EXCEPT THE WEST 50 FEET; AND

EXCEPT THE NORTH, SOUTH AND EAST 30 FEET;




AND THE SOUTHEAST 1/4 OF THE NORTHWEST 1/4; EXCEPT THE WEST AND SOUTH

30 FEET;




ALL

IN SECTION 31, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

30:




THE NORTHEAST 1/4 OF THE NORTHEAST 1/4; 




THE WEST HALF OF THE SOUTHEAST 1/4 OF THE NORTHEAST 1/4; 




THE SOUTHWEST 1/4 OF THE NORTHEAST 1/4; 




THE SOUTHEAST 1/4 OF THE NORTHWEST 1/4; 




THE EAST HALF OF THE SOUTHWEST 1/4;




AND ALL OF THE SOUTHEAST 1/4;




ALL

IN SECTION 32, TOWNSHIP 27 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL 31:




 




49





























 




 




THE NORTH HALF OF THE NORTHWEST 1/4 OF THE NORTHWEST 1/4;




THE SOUTH HALF OF THE SOUTHEAST 1/4 OF THE SOUTHWEST 1/4 OF THE

NORTHWEST 1/4;




THE SOUTH HALF OF THE SOUTH HALF OF THE SOUTHEAST 1/4 OF THE NORTHWEST

1/4;




THE NORTH HALF OF THE SOUTHWEST 1/4;




THE WEST HALF OF THE SOUTHWEST 1/4 OF THE SOUTHWEST 1/4;




THE NORTHWEST 1/4 OF THE SOUTHEAST 1/4; EXCEPT THAT PORTION LYING

SOUTHEASTERLY OF THE NORTHERLY LINE OF COUNTY ROAD;




AND THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4;




ALL

IN SECTION 33, TOWNSHIP 27 NORTH, RANGE 2 EAST W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

32:




THE

SOUTH HALF OF THE SOUTHWEST 1/4 OF SECTION 34, TOWNSHIP 27 NORTH, RANGE 2 EAST,

W.M., IN KITSAP COUNTY, WASHINGTON; EXCEPT THE EAST 571.71 FEET THEREOF; (ALSO

KNOWN AS PARCEL B OF 20 ACRE LAND SEGREGATION RECORDED UNDER AUDITOR’S FEE NO.

3209712.)




PARCEL

33:




THAT PORTION OF THE SOUTH HALF OF THE SOUTHWEST 1/4 LYING NORTH OF THE

PLATS OF SHORE WOODS, ACCORDING TO THE PLAT RECORDED IN VOLUME 12 OF PLATS,

PAGES 1 AND 2, RECORDS OF KITSAP COUNTY; AND SHORE WOODS NO. 3, ACCORDING TO

THE PLAT RECORDED IN VOLUME 12 OF PLATS, PAGE 23, RECORDS OF KITSAP COUNTY,

LYING EAST OF THE EASTERLY MARGIN OF BEAVER ROAD EXTENDED SOUTHERLY;




ALL

IN SECTION 20, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

34:




THAT PORTION OF THE SOUTHWEST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 20,

TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON, LYING

SOUTHERLY OF THE SOUTHERLY BOUNDARY OF THE PLAT OF SHORE WOODS, AS PER PLAT

RECORDED IN VOLUME 12 OF PLATS, PAGE 1 AND 2, RECORDS OF KITSAP COUNTY

WASHINGTON;




ALSO




THAT PORTION OF THE

SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 20, TOWNSHIP 28 NORTH, RANGE 2

EAST, W.M., IN KITSAP COUNTY, WASHINGTON, LYING SOUTHERLY OF THE SOUTHERLY

BOUNDARY OF THE PLAT OF SHORE WOODS NO. 2, AS PER PLAT RECORDED IN VOLUME 12 OF

PLATS, PAGE 44 AND 45, RECORDS OF KITSAP COUNTY WASHINGTON;




PARCEL 35:




 




50





























 




ALL OF SECTION 28, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT THE EAST

HALF OF THE SOUTHEAST 1/4 THEREOF;




AND

EXCEPT THAT PORTION CONVEYED TO HANSVILLE WATER DISTRICT OF KITSAP COUNTY,

WASHINGTON, A MUNICIPAL CORPORATION, BY DEED RECORDED UNDER AUDITOR’S FEE NO.

7907310189.




PARCEL

36:




THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF

SECTION 20, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON

LYING SOUTHERLY AND EASTERLY OF COUNTY ROAD KNOWN AS HOOD CANAL DRIVE AND

WESTERLY OF THE WESTERLY BOUNDARY OF SHORE WOODS, AS PER PLAT RECORDED IN

VOLUME 12 OF PLATS, PAGES 1 AND 2, RECORDS OF KITSAP COUNTY;




ALSO




THAT PORTION OF GOVERNMENT LOT 1 IN SAID SECTION 20, TOWNSHIP 28 NORTH,

RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON, LYING SOUTHERLY OF SAID HOOD

CANAL DRIVE AND EASTERLY OF THE EASTERLY BOUNDARY OF HOOD CANAL SHORES, AS PER

PLAT RECORDED IN VOLUME 8 OF PLATS, PAGE 62, RECORDS OF KITSAP COUNTY;




ALSO




THAT PORTION OF GOVERNMENT LOT 4 IN SECTION 29, TOWNSHIP 28 NORTH,

RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON, LYING EASTERLY OF THE

EASTERLY BOUNDARY OF HOOD CANAL SHORES, AS PER PLAT RECORDED IN VOLUME 8 OF

PLATS, PAGE 62, RECORDS OF KITSAP COUNTY;




ALSO




THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 29,

TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON;




EXCEPT PORTION CONTAINED IN PLAT OF SHORE WOODS, AS PER PLAT RECORDED

IN VOLUME 12 OF PLATS, PAGES 1 AND 2;




ALSO




THAT PORTION OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER AND OF

THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER AND OF GOVERNMENT LOT 1 IN

SECTION 29, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON, LYING EASTERLY OF THE EASTERLY BOUNDARIES OF PLATS OF HOOD CANAL

SHORES AS PER PLAT RECORDED IN VOLUME 8 OF PLATS, PAGE 62; AND HOOD CANAL

SHORES NO. 2, AS PER PLAT RECORDED IN VOLUME 9 OF PLATS, PAGE 17, RECORDS OF

KITSAP COUNTY;




EXCEPT THAT PORTION THEREOF DESCRIBED AS FOLLOWS:




BEGINNING AT THE SOUTHEAST CORNER OF LOT 48 OF HOOD CANAL SHORES NO. 2,

S PER PLAT RECORDED IN VOLUME 9 OF PLATS, PAGE 17;




THENCE NORTH 8°50’36” WEST, ALONG THE EASTERLY LIMITS OF SAID LOT 48, A

DISTANCE OF 150 FEET;




 




51





























 




THENCE NORTH 81°09’24” EAST 85 FEET;




THENCE SOUTH 8°50’36” EAST 150 FEET;




THENCE SOUTH 81°09’24” WEST 85 FEET TO THE POINFT OF BEGINNING;




AND EXCEPT THAT PORTION THEREOF DESCRIBED AS FOLLOWS:




THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER IN

SECTION 29, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY, WASHINGTON

CONVEYED TO J. ROBERT AND FRANCES B. SULTHOFF BY INSTRUMENT RECORDED UNDER ANDITOR’S

FILE NO. 9405020261;




ALSO EXCEPT THAT PORTION DESCRIBED AS FOLLOWS:




BEGINNING AT THE NORTHEAST CORNER OF LOT 49 OF THE SAID PLAT OF HOOD

CANAL SHORES NO. 2;




THENCE NORTH 17°07’37” WEST 90 FEET;




THENCE NORTH 72°52’23” EAST 85 FEET;




THENCE SOUTH 17°07’37” EAST 90 FEET;




THENCE SOUTH 12°34’07” EAST 185 FEET, MORE OR LESS, TO A POINT WHICH

BEARS NORTH 8°50’36” WEST AND NORTH 81°09’24” EAST 85 FEET FROM THE SOUTHEAST

CORNER OF LOT 48 OF SAID HOOD CANAL SHORES NO. 2;




THENCE SOUTH 81°09’24” WEST 25 FEET;




THENCE NORTH 12°34’07” WEST 180.22 FEET;




THENCE SOUTH 72°52’23” WEST 60 FEET TO THE POINT OF BEGINNING;




AND EXCEPT THAT PORTION THEREOF LYING WITHIN THE FOLLOWING DESCRIBED

TRACT DESIGNATED AS TRACT “X”:




BEGINNING AT THE NORTHEAST CORNER OF LOT 35 OF SAID HOOD CANAL SHORES

NO. 2;




THENCE SOUTHERLY, ALONG THE EASTERLY BOUNDARY OF SAID LOT 35 TO THE

SOUTHEAST CORNER THEREOF;




THENCE NORTH 59°26’54” EAST 470.00 FEET;




THENCE NORTH 30°33’06” WEST 259.93 FEET;




THENCE SOUTH 59°26’54” WEST 454.23 FEET TO THE POINT OF BEGINNING;




ALSO




THE EAST HALF OF SECTION 29, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN

KITSAP COUNTY, WASHINGTON;




EXCEPT PORTION LYING IN PLAT OF SHORE WOODS NO. 2, AS PER PLAT RECORDED

IN VOLUME 12 OF PLATS, PAGES 44 AND 45, RECORDS OF KITSAP COUNTY;




AND EXCEPT PORTION LYING IN SAID TRACT “X” AFORESAID;




ALSO

THE NORTH 60 FEET OF LOT 50, HOOD CANAL SHORES NO. 2, ACCORDING TO PLAT

RECORDED IN VOLUME 9 OF PLATS, PAGE 17, RECORDS OF KITSAP COUNTY, WASHINGTON.




 




52





























 




PARCEL

37:




THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER;




EXCEPT

THE WEST AND NORTH 30 FEET;




THE

SOUTHEAST QUARTER OF THE NORTHEAST QUARTER;




THE

NORTHEAST QUARTER OF THE SOUTHEAST QUARTER;




EXCEPT THE SOUTH 60 FEET CONVEYED TO KITSAP COUNTY FOR ROAD BY INSTRUMENT

RECORDED UNDER AUDITOR’S FILE NO. 817693;




AND THE SOUTHEAST QUARTER OF THE SOUTHEST QUARTER;




EXCEPT A PLOT OF LAND 100 FEET BY 100 FEET STARTING AT THE NORTHWEST

CORNER OF SAID SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER;




THENCE EAST 100 FEET;




THENCE SOUTH 100 FEET;




THENCE WEST 100 FEET;




THENCE NORTH 100 FEET TO THE POINT OF BEGINNING;




AND EXCEPT THAT PORTION DESCRIBED AS FOLLOWS:




BEGINNING AT THE NORTHWEST CORNER OF SAID SOUTHEAST QUARTER OF THE

SOUTHEAST QUARTER;




THENCE EAST 627 FEET;




THENCE SOUTH 418 FEET;




THENCE WEST 627 FEET;




THENCE NORTH 418 FEET; TO THE POINT OF BEGINNING;




EXCEPT CEMETERY;




ALL

IN SECTION 32, TOWNSHIP 28 NORTH, RANGE 2 EAST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

38:




THE

WEST HALF OF THE EAST HALF OF SECTION 33, TOWNSHIP 28 NORTH, RANGE 2 EAST,

W.M., IN KITSAP COUNTY, WASHINGTON; EXCEPT PORTION CONVEYED TO KITSAP COUNTY

FOR ROAD PURPOSES BY INSTRUMENT RECORDED UNDER AUDITOR’S FEE NO. 817693.




PARCEL

39:




THE NORTH HALF OF THAT PART OF THE NORTH HALF OF THE SOUTHWEST QUARTER,

SECTION 3, TOWNSHIP 23 NORTH, RANGE 1 WEST, W.M., IN KITSAP COUNTY, WASHINGTON,

DESCRIBED AS FOLLOWS:




BEGINNING AT A POINT ON THE WEST LINE OF SAID SECTION 3, A DISTANCE

NORTH 0°00’20” EAST 1373.15 FEET FROM THE SOUTHWESTERLY CORNER OF SAID SECTION

3;




THENCE ALONG THE WEST LINE OF SAID SECTION 3, NORTH 0°00’20” EAST

338.42 FEET;




THENCE NORTH 86°55’21” EAST 1437.08 FEET;




THENCE SOUTHERLY ALONG

THE WESTERLY MARGIN OF THE OLD NAVY YARD HIGHWAY ON A CURVE TO THE LEFT HAVING

AN INITIAL COURSE OF 




 




53





























 




SOUTH 11°04’23” WEST AND A RADIUS OF 413.00 FEET, A DISTANCE OF 50.30

FEET;




THENCE SOUTH 4°04’40” WEST 283.29 FEET;




THENCE SOUTH 86°37’13” WEST 1410.61 FEET TO THE POINT OF BEGINNING;




EXCEPT ROADS;




AND EXCEPT THE SOUTH 30 FEET OF THE EAST 400 FEET OF THE ABOVE

DESCRIBED PROPERTY




 




PARCEL

40:




THE

SOUTHEAST 1/4 OF THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF SECTION 20, TOWNSHIP

24 NORTH, RANGE 1 WEST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

41:




THE SOUTHWEST 1/4 OF THE NORTHWEST 1/4 OF SECTION 20, TOWNSHIP 24

NORTH, RANGE 1 WEST, W.M., IN KITSAP COUNTY, WASHINGTON;




EXCEPT

ROAD.




PARCEL

42:




THE WEST HALF OF THE NORTHEAST 1/4;




THE NORTHWEST 1/4;




THE SOUTHWEST 1/4;




THE WEST HALF OF THE SOUTHEAST 1/4;




AND THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4;




ALL IN SECTION 28, TOWNSHIP 24 NORTH RANGE 1 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT THAT PORTION CONVEYED TO KITSAP COUNTY BY DEED RECORDED UNDER

AUDITOR’S FEE NO. 1057947;




TOGETHER

WITH AN EASEMENT FOR ROAD PURPOSES OVER, ALONG AND ACROSS ALL LOGGING ROADS

CROSSING THE EAST HALF OF THE NORTHEAST 1/4 OF SAID SECTION 28, AS RESERVED IN

DEED RECORDED SEPTEMBER 1, 1972, UNDER AUDITOR’S FEE NO. 1029691.




PARCEL

43:




THE NORTH HALF;




THE EAST HALF OF THE SOUTHWEST 1/4;




THE SOUTHWEST 1/4 OF THE SOUTHWEST 1/4;




AND THE NORTH HALF OF THE SOUTHEAST 1/4;




ALL IN SECTION 29, TOWNSHIP 24 NORTH, RANGE 1 EAST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT

PORTIONS CONVEYED TO KITSAP COUNTY FOR ROAD PURPOSES BY DEEDS RECORDED UNDER

AUDITOR’S FEE NOS. 750383, 924625, 981361, AND 9111150305.




 




54





























 




PARCEL

44:




THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4 OF SECTION 30,

TOWNSHIP 24 NORTH, RANGE 1 WEST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

45:




THE

NORTHEAST 1/4;




THE

EAST HALF OF THE NORTHWEST 1/4;




AND

GOVERNMENT LOTS 1, 2, AND 3, IN SECTION 31, TOWNSHIP 24 NORTH, RANGE 1 WEST,

W.M., IN KITSAP COUNTY, WASHINGTON;




EXCEPT PANTHER LAKE COUNTY ROAD;




PARCEL

46:




THE SOUTHWEST 1/4 OF THE NORTHWEST 1/4;




EXCEPT THAT PORTION OF THE SOUTH HALF THEREOF LYING EASTERLY OF PANTHER

LAKE NORTH TO TAHUYEH COUNTY ROAD;




THE SOUTHWEST 1/4;




EXCEPT THAT PORTION THEREOF LYING SOUTHEASTERLY OF TIGER LAKE COUNTY

ROAD;




THAT PORTION OF THE WEST HALF OF THE SOUTHEAST 1/4 LYING NORTHERLY OF

TIGER LAKE COUNTY ROAD;




THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4;




AND THAT PORTION OF THE NORTHEAST 1/4 OF THE SOUTHEAST 1/4 LYING WEST

OF MISSION LAKE ROAD AND SOUTHERLY OF FEDENK COUNTY ROAD;




ALL IN SECTION 32, TOWNSHIP 24 NORTH, RANGE 1 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT

THOSE PORTIONS CONVEYED TO KITSAP COUNTY FOR ROAD PURPOSES BY DEEDS RECORDED

UNDER AUDITOR’S FEE NO. 759947,767382, AND 924624.




PARCEL

47:




THE EAST HALF;




THE EAST HALF OF THE WEST HALF;




THE WEST HALF OF THE SOUTHWEST 1/4;




AND THE SOUTH HALF OF THE SOUTHWEST 1/4 OF THE NORTHWEST 1/4;




ALL IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 1 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT

THAT PORTION CONVEYED TO KITSAP COUNTY FOR ROAD PURPOSES BY INSTRUMENT RECORDED

UNDER AUDITOR’S FEE NO. 1057947.




 




55





























 




PARCEL

48:




THE

EAST HALF;




THE

SOUTHWEST 1/4;




AND

THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4;




ALL IN SECTION 19, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT

THE NORTH HALF OF THE NORTHEAST 1/4 OF THE NORTHEAST 1/4 OF THE SOUTHEAST 1/4

THEREOF.




PARCEL

49:




THE EAST HALF;




THE SOUTHWEST 1/4;




AND THE SOUTHEAST 1/4 OF THE NORTHWEST 1/4;




ALL IN SECTION 20, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT COUNTY ROAD;




AND

EXCEPT THAT PORTION OF SAID SOUTHEAST 1/4 OF THE NORTHWEST 1/4 LYING WESTERLY

OF DEWATTO ROAD.




PARCEL

50:




THE NORTHEAST 1/4 OF THE NORTHWEST 1/4 OF SECTION 20,

TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

51:




ALL OF SECTION 21,

TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY, WASHINGTON; 




EXCEPT THE

NORTHWEST 1/4 OF THE NORTHEAST 1/4; 




AND

EXCEPT THE WEST QUARTER OF THE NORTHWEST 1/4 OF THE NORTHWEST 1/4 THEREOF.




PARCEL

52:




THE

NORTHWEST 1/4 OF THE NORTHEAST 1/4 OF SECTION 21, TOWNSHIP 24 NORTH, RANGE 2

WEST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

53:




THE SOUTH HALF OF THE NORTHEAST 1/4;




THE NORTHWEST 1/4 OF THE SOUTHWEST 1/4;




THE NORTHWEST 1/4 OF THE SOUTHEAST 1/4;




AND THE SOUTH HALF OF THE SOUTHEAST 1/4;




ALL

IN SECTION 22, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




 




56





























 




PARCEL

54:




THE NORTHEAST 1/4 OF THE NORTHEAST 1/4;




THE EAST HALF OF THE NORTHWEST 1/4 OF THE NORTHEAST

1/4;




AND THE NORTHEAST 1/4 OF THE SOUTHEAST 1/4;




ALL

IN SECTION 22, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

55:




THE WEST HALF OF

THE NORTHWEST 1/4;




THE NORTHEAST 1/4

OF THE SOUTHWEST 1/4;




AND THE NORTHWEST

1/4 OF THE SOUTHEAST 1/4;




ALL

IN SECTION 23, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON




PARCEL

56:




THE WEST HALF OF THE SOUTHWEST 1/4 OF SECTION 23,

TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

57:




THE SOUTHWEST 1/4 OF THE

SOUTHEAST 1/4 OF SECTION 24, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON.




PARCEL

58:




THE

WEST HALF;




THE

WEST HALF OF THE EAST HALF;




THE

NORTHEAST 1/4 OF THE NORTHEAST 1/4;




AND

THE SOUTHEAST 1/4 OF THE SOUTHEAST 1/4;




ALL

IN SECTION 25, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

59:




ALL

OF SECTION 26, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON




PARCEL

60:




ALL

OF SECTION 27, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

61:




ALL

OF SECTION 28, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




 




57





























 




PARCEL

62:




THE EAST HALF OF SECTION 29, TOWNSHIP 24 NORTH, RANGE

2 WEST, W.M., IN KITSAP COUNTY, WASHINGTON;




EXCEPT RIGHT-OF WAY FOR COUNTY ROAD.




PARCEL

63:




THE EAST HALF OF THE NORTHEAST 1/4; EXCEPT COUNTY ROAD NO 102;




AND THE NORTHWEST 1/4 OF THE NORTHEAST 1/4;




ALL

IN SECTION 31, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

64:




ALL OF SECTION 32, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON;




EXCEPT

COUNTY ROAD.




PARCEL

65:




ALL OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 2 WEST,

W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

66:




THE NORTHEAST 1/4; 




AND THE WEST HALF;




ALL

IN SECTION 34, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

67:




THE

EAST HALF OF THE SOUTHEAST 1/4;




THE

NORTHWEST 1/4 OF THE SOUTHEAST 1/4;




ALL

IN SECTION 34, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

68:




ALL

OF SECTION 35, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




PARCEL

69:




THE SOUTH HALF OF THE NORTHEAST 1/4;




THE SOUTHEAST 1/4 OF THE NORTHWEST 1/4;




THE EAST HALF OF THE SOUTHWEST 1/4;




AND THE SOUTHEAST 1/4;




ALL

IN SECTION 36, TOWNSHIP 24 NORTH, RANGE 2 WEST, W.M., IN KITSAP COUNTY,

WASHINGTON.




 




58





























 




PARCEL

70:




THE NORTH HALF OF THE NORTH HALF;




THE SOUTHWEST 1/4 OF THE NORTHWEST 1/4;




AND THE WEST HALF OF THE SOUTHWEST 1/4;




ALL IN SECTION 36, TOWNSHIP 24 NORTH, RANGE 2 WEST,

W.M., IN KITSAP COUNTY, WASHINGTON.




PARCEL

71:




THE EAST HALF;




AND THE EAST HALF OF THE SOUTHWEST 1/4;




ALL IN SECTION 36, TOWNSHIP 24 NORTH, RANGE 3 WEST, W.M., IN KITSAP

COUNTY, WASHINGTON.




PARCELS 1 THROUGH 71,

INCLUSIVE ARE SITUATE IN THE COUNTY OF KITSAP, STATE OF WASHINGTON.




 




59





























 




8.1           MASON

COUNTY, WASHINGTON




LEGAL DESCRIPTIONS




Parcels 1-22A are all located in Mason, County,

Washington:




PARCEL 1:




All that portion, if

any, of a tract of tidelands conveyed by the State of Washington to The

Puget Mill Company in deed recorded August 21, 1984, in Volume V of Deeds, page

560, Auditor’s File No. 7735, AND all that portion, if any, of a tract

of tidelands conveyed by the State of Washington to The Puget Mill Company in

deed recorded June 21, 1913, in Volume 28 of Deeds, page 131, Auditor’s File

No. 28335, which lie Southerly of the North line of Section six (6), Township

twenty-two (22) North, Range one (1) West, W.M., extended Westerly, and which

lie Easterly of the North and South centerline of said Section six (6) extended

Northerly;




 




EXCEPTING therefrom, all

that portion thereof conveyed to Elmer Beard, et ux, in Warranty Deed recorded

March 1, 1934, Auditor’s File No. 72452 and Correction Warranty Deed recorded

April 4, 1934, Auditor’s File No. 72658;




 




EXCEPTING therefrom, all

that portion thereof conveyed to C.G. Nichols, et ux, in Warranty Deed recorded

July 31, 1936, Auditor’s File No. 78820; and,




 




EXCEPTING therefrom, all

that portion thereof conveyed to Sam B. Theler, et ux, in Quit Claim Deed

recorded September 7, 1939, Auditor’s File No. 90369.




 




Parcel No. 12206 11

70430.




 




PARCEL 2:




All of Section four (4),

Township twenty-three (23) North, Range one (1) West, W.M., excepting

therefrom the Southeast quarter (SE 1⁄4) of the Southeast quarter (SE 1⁄4) of said

Section four (4).




 




Parcel Nos. 12304 00

00000, 12304 41 00000, 12304 42 00000 and 12304 43 00000.




 




PARCEL 3:




All those portions of

Government Lots one (1) and five (5), and of the Southeast quarter (SE 1⁄4) of

the Northeast quarter (NE 1⁄4), lying Easterly of the Easterly right-of-way line

of Tiger Mission Road, County Road No. 89870; the East half (E 1⁄2) of the

Southeast quarter (SE 1⁄4); All that portion of the West half (W 1⁄2) of the

Southeast quarter (SE 1⁄4), lying Easterly of the Easterly right-of-way line of

Tiger Mission Road, County Road No. 89870 and lying Southerly of the Southerly

right-of-way line of Bear Creek-Dewatto Road, County Road No. 79800; all that

portion of Government Lot two (2), lying Westerly of the Westerly right-of-way

line of Tiger Lake Road West, County Road No. 88910; AND all that portion of

Government Lot three (3) lying Northerly of the Northerly right-of-way line of

Tiger Lake




 




60





























 




Road West, County Road

No. 88910 and lying Easterly of the Easterly right-of-way line of Bear

Creek-Dewatto Road, County Road No. 79800, all in Section five (5),

Township twenty–three (23) North, Range one (1) West, W.M.




 




Parcel Nos. 12305 11

00000, 12305 13 00000, 12305 14 00000, 12305 21 00000, 12305 22 00000, 12305 40

00000 and 12305 40 04000.




 




PARCEL 4:




All of Section eight (8),

Township twenty-three (23) North, Range one (1) West, W.M., excepting

therefrom the West half (W 1⁄2) of the West half (W 1⁄2) of said Section eight (8),

and excepting therefrom right-of-way for Bear Creek-Dewatto Road, County

Road No. 79800.




 




Parcel No. 12308 00

00000.




 




PARCEL 4A:




TOGETHER WITH a permanent

easement for the construction, reconstruction, use and maintenance of a road or

roads for access, 60 feet in width, as granted by the State of Washington in

instrument recorded April 29, 1975, Auditor’s File No. 299539.




 




PARCEL 5:




The West half (W 1⁄2) of

the Northeast quarter (NE 1⁄4); the Northwest quarter (NW 1⁄4); the Northwest

quarter (NW 1⁄4) of the Southwest quarter (SW 1⁄4); AND all that portion of the

Northeast quarter (NE 1⁄4) of the Southwest quarter (SW 1⁄4), lying Northerly of

the Northerly right-of-way line of the Bear Creek-Dewatto Road, County Road No.

79800, excepting therefrom, all that portion thereof which lies

Southerly of the Northerly line of a tract of land sold to Charles Benson in

Real Estate Contract recorded December 20, 1939, Auditor’s File No. 91522, all

in Section nine (9), Township twenty-three (23) North, Range one (1) West,

W.M., excepting therefrom right-of-way for Bear Creek-Dewatto Road,

County Road No. 79800.




 




Parcel Nos. 12309 00

01000 and 12309 31 00000.




 




PARCEL 6:




The West half (W 1⁄2) of

the Northeast quarter (NE 1⁄4); the Northwest quarter (NW 1⁄4); AND the North half

(N 1⁄2) of the Southwest quarter (SW 1⁄4), all in Section seventeen (17),

Township twenty-three (23) North, Range one (1) West, W.M.




 




Parcel Nos. 12317 20

00000 and 12317 30 01000




 




PARCEL 7:




Government Lots two (2),

three (3) and four (4), Section one (1), Township twenty-three (23) North,

Range two (2) West, W.M.




Parcel Nos. 22301 12

00000 and 22301 20 00000.




 




61





























 




PARCEL 8:




Government Lots one (1),

two (2), three (3) and four (4); the Southwest quarter (SW 1⁄4) of the Northwest

quarter (NW 1⁄4); AND the Northwest quarter (NW 1⁄4) of the Southwest quarter (SW

1⁄4), all in Section two (2), Township twenty-three (23) North, Range two

(2) West, W.M.; excepting therefrom right-of-way for Bear Creek-Dewatto

Road, County Road No. 79800.




 




Parcel Nos. 22302 11

00000, 22302 12 00000, 22302 20 00000, 22302 23 00000 and 22302 32 00000.




 




PARCEL 9:




Government Lots one (1)

and two (2), and the South half (S 1⁄2) of the Northeast quarter (NE 1⁄4), all

in Section three (3), Township twenty-three (23) North, Range two (2) West,

W.M., excepting therefrom right-of-way for Bear Creek-Dewatto Road,

County Road No. 79800.




 




Parcel Nos. 22303 10

00000 and 22303 13 00000




 




PARCEL 10:




Government Lots three (3)

and four (4); the South half (S 1⁄2) of the Northwest quarter (NW 1⁄4); AND the

West half (W 1⁄2) of the Southwest quarter (SW 1⁄4), all in Section four

(4), Township twenty-three (23) North, Range two (2) West, W.M., excepting

therefrom right-of-way for Bear Creek-Dewatto Road, County Road No. 79800, and excepting

therefrom right-of-way for Tahuya-Blacksmith Road, County Road No. 70670.




 




Parcel Nos. 22304 20

00000, 22304 20 00010 and 22304 30 00000.




 




PARCEL 11:




All of Section five (5),

Township twenty-three (23) North, Range two (2) West, W.M., excepting

therefrom right-of-way for Bear Creek-Dewatto Road, County Road No. 79800, and excepting

therefrom right-of-way for Tahuya-Blacksmith Road, County Road No. 70670.




 




Parcel Nos. 22305 11

00000, 22305 12 00000, 22305 13 00000, 22305 14 00000, 22305 21 00000, 22305 22

00000, 22305 23 00000, 22305 24 00000, 22305 31 00000, 22305 32 00000, 22305 33

00000, 22305 34 00000, 22305 41 00000, 22305 42 00000, 22305 43 00000 and 22305

44 00000.




 




PARCEL 12:




The South half (S 1⁄2) of

the Northeast quarter (NE 1⁄4); Government Lots one (1) through seven (7), both

inclusive; the Southeast quarter (SE 1⁄4) of the Northwest quarter (NW 1⁄4); the

Southeast quarter (SE 1⁄4) of the Southwest quarter (SW 1⁄4); AND the Northwest

quarter (NW 1⁄4) of the Southeast quarter (SE 1⁄4), all in Section six (6),

Township twenty-three (23) North, Range two (2) West, W.M., excepting

therefrom right-of-way for Dewatto-Holly Road, County Road No. 76690.




 




62





























 




 




Parcel Nos. 22306 10

00000, 22306 11 00000, 22306 12 00000, 22306 21 00000, 22306 22 00000, 22306 23

00000, 22306 24 00000, 22306 32 00000, 22306 33 00000, 22306 34 00000 and 22306

42 00000.




 




PARCEL 13:




All of Section seven (7),

Township twenty-three (23) North, Range two (2) West, W.M.; excepting

therefrom the Southeast quarter (SE 1⁄4) of the Southeast quarter (SE 1⁄4) of said

Section seven (7), and excepting therefrom, those portions thereof

particularly described as follows:




 




1)                                             One square acre in the

Northwest corner of the Northwest quarter (NW 1⁄4) of the Southwest quarter (SW

1⁄4), as dedicated to the public in instrument recorded June 6, 1930, Auditor’s

File No. 63808




 




2)             The West 84.26 feet of the South

391.26 feet of the North 600 feet of Government Lot three (3), of said Section

seven (7)




 




EXCEPTING from all

the foregoing, right-of-way for Dewatto-Holly Road, County Road No. 76690.




 




Parcel Nos. 22307

10 00000, 22307 20 00000, 22307 22 00000, 22307 23 00000, 22307 31 00000, 22307

31 00020, 22307 32 00000, 22307 33 00000, 22307 34 00000, 22307 40 00000, and

22307 43 00000




 




PARCEL 14:




The Northeast quarter (NE

1⁄4), excepting therefrom the Southeast quarter (SE 1⁄4) of said Northeast

quarter (NE 1⁄4); the Northwest quarter (NW 1⁄4); the Southwest quarter (SW 1⁄4); AND

the West half (W 1⁄2) of the Southeast quarter (SE 1⁄4), all in Section

eight (8), Township twenty-three (23) North, Range two (2) West, W.M.; excepting

therefrom right-of-way for Tahuya-Blacksmith Road, County Road No. 70670.




 




Parcel Nos. 22308 10

00000, 22308 20 00000, 22308 30 00000, 22308 30 00010 and 22308 40 00000.




 




PARCEL 15:




Government Lot two (2),

AND the Northwest quarter (NW 1⁄4), all in Section seventeen (17),

Township twenty-three (23) North, Range two (2) West, W.M.; excepting

therefrom right-of-way for Tahuya-Blacksmith Road, County Road No. 70670.




 




Parcel Nos. 22317 13

00000 and 22317 20 00000.




 




63





























 




 




PARCEL 16:




The Northeast quarter (NE

1⁄4) of the Northwest quarter (NW 1⁄4), AND Government Lot one (1), all in

Section eighteen (18), Township twenty-three (23) North, Range two (2) West,

W.M.




Parcel Nos. 22318 21

00000 and 22318 22 00000.




 




PARCEL 17:




All of Section one (1),

Township twenty-three (23) North, Range three (3) West, W.M.




 




Parcel Nos. 32301 00

00000, 32301 20 00000




 




PARCEL 18:




The East half (E 1⁄2) of

the Southeast quarter (SE 1⁄4), AND the Southeast quarter (SE 1⁄4) of the Northeast

quarter (NE 1⁄4), all in Section two (2), Township twenty-three (23)

North, Range three (3) West, W.M.




 




Parcel No. 32302 40

00000.




 




PARCEL 19:




The Southeast quarter (SE

1⁄4) of the Northeast quarter (NE 1⁄4); the Southeast quarter (SE 1⁄4) of the

Southwest quarter (SW 1⁄4); the North half (N 1⁄2) of the Southeast quarter (SE 1⁄4);

AND the Southwest quarter (SW 1⁄4) of the Southeast quarter (SE 1⁄4); all in

Section eleven (11), Township twenty-three (23) North, Range three (3) West,

W.M.




 




Parcel Nos. 32311 14

00000, 32311 34 00000, 32311 40 00000 and 32311 43 00000.




 




PARCEL 20:




The North half (N 1⁄2); the

North half (N 1⁄2) of the Southwest quarter (SW 1⁄4); AND the Southeast quarter (SE

1⁄4), all in Section twelve (12), Township twenty-three (23) North, Range

three (3) West, W.M.; excepting therefrom, all that portion of the East

half (E 1⁄2) of said Southeast quarter (SE 1⁄4), particularly described as follows:




 




BEGINNING at the East

quarter corner of said Section twelve (12); thence West, along the North line

of said Southeast quarter (SE 1⁄4), 710.5 feet; thence South 550 feet; thence

East 505.5 feet; thence South 95.5 feet; thence North 55°20’ East, 80 feet;

thence East 140 feet, to the East line of said Section twelve (12); thence

North, along said East line, 600 feet, to the POINT OF BEGINNING.




 




Parcel Nos. 32312 00

01000, 32312 30 00000, 32312 40 00000, 32312 41 00000 and 32312 44 00000.




 




64





























 




 




PARCEL 21:




The West half (W 1⁄2) of

the Northeast quarter (NE 1⁄4); the Northeast quarter (NE 1⁄4) of the Northwest

quarter (NW 1⁄4); AND the South half (S 1⁄2) of the Northwest quarter (NW 1⁄4), all

in Section fourteen (14), Township twenty-three (23) North, Range three (3)

West, W.M.




 




Parcel No. 32314 00

01000.




 




PARCEL 22:




The Northwest quarter (NW

1⁄4) of the Northeast quarter (NE 1⁄4); the Southeast quarter (SE 1⁄4) of the

Northwest quarter (NW 1⁄4); the Northeast quarter (NE 1⁄4) of the Southwest quarter

(SW 1⁄4); the Northwest quarter (NW 1⁄4) of the Southeast quarter (SE 1⁄4); AND the

Southeast quarter (SE 1⁄4) of the Southeast quarter (SE 1⁄4), all in Section

twenty-two (22), Township twenty-three (23) North, Range three (3) West, W.M.




 




Parcel Nos. 32322 00

00000 and 32322 44 00000.




 




PARCEL 22A:




TOGETHER WITH and

SUBJECT TO a perpetual, non-exclusive easement for road and utility purposes,

60 feet in width, as described in instrument recorded December 21, 1990,

Auditor’s File No. 520273.




 




 




65





























 




CLALLAM COUNTY, WASHINGTON




LEGAL DESCRIPTIONS




Parcel A:




                                                The west 396 feet of the Southwest

Quarter of Section 33, Township 28 North, Range 2 West, W.M.,

Clallam County, Washington.




Parcel B:




                                                The West half of the Northeast Quarter in

Section 30 Township 30 North, Range 2 West, W.M., Clallam

County, Washington.




Parcel C:




                                                The North half of the Southwest Quarter

of the Southwest Quarter and the Southwest Quarter of the Southwest Quarter of

the Southeast Quarter;




                                                EXCEPT the South 30 feet, all in

Section 35, Township 30 North, Range 5 West, W.M., Clallam

County, Washington.




Parcel D:




                                                The Southwest Quarter of the Southwest

Quarter of the Southwest Quarter of Section 35, Township 30 North,

Range 5 West, W.M., Clallam County, Washington.




Situated in the County of

Clallam, State of Washington.




 




 




66