TITLE









	

   


  	

  Exhibit 10.64


  





 




REAL

ESTATE PURCHASE AND SALE AGREEMENT




 




 




THIS REAL ESTATE PURCHASE

AND SALE AGREEMENT (this “Agreement”) is made and entered into as of this 20th

day of November 2001, by and between POPE RESOURCES, a Delaware limited

partnership (“Seller”), and WEYERHAEUSER COMPANY, a Washington corporation

(“Buyer”).




 




R

E C I T A L S




 




A.            Seller is the owner of that certain real property

situated in Clark and Cowlitz Counties, Washington, consisting of approximately

3,750 acres of timberland, legally described on Exhibits A-1 and A-2

attached hereto (collectively Exhibit A) and incorporated herein by

reference, together with all appurtenances, rights, privileges and easements

thereunto belonging, and all improvements, timber, sand, rock, gravel and

minerals therein or thereon (collectively, “Property”).  The Property except the timber located

therein or thereon is referred to herein as the “Land.”  The timber located within the boundaries of

the Land is referred to herein as the “Timber.”  The Land and Timber together comprise the Property.




 




                B.            Buyer desires to acquire the Property from Seller and

Seller desires to sell and convey the Property to Buyer on the terms and

conditions herein contained.




 




A

G R E E M E N T




 




NOW, THEREFORE, in

consideration of the premises and the mutual covenants and agreements of the

parties herein contained, the parties agree as follows:




 




1.             Property. Upon the terms and conditions

hereinafter set forth, Seller agrees to convey to Buyer, and Buyer agrees to

acquire and take from Seller, the Property. 

Buyer shall have the right to allocate the Timber and Land to itself and

a subsidiary as separate Grantees, provided, however, that Buyer shall pay any

increase in title insurance premiums attributable to such separate allocation.




2.             Purchase

Price. The

“Purchase Price” to be paid by Buyer for the Property is Five Million Three

Hundred Thousand and NO/100 Dollars ($5,300,000.00). The Purchase Price will be

deposited with Closing Agent (defined below) no later than the date required

for Closing as hereinafter in Section 5 specified.  Total purchase price shall be allocated

between the Timber and Land as follows:




 




	

   


  	

   


  	

  Clark

  County


  	

   


  	

  Cowlitz

  County


  	

   


  	

  Total


  	

   


  
	

  Timber


  	

   


  	

   


  	

   


  	

  $


  	

  4,000,000.00


  	

   


  	

  $


  	

  4,000,000.00


  	

   


  
	

  Land


  	

   


  	

  $


  	

  80,000.00


  	

   


  	

  $


  	

  1,220,000.00


  	

   


  	

  $


  	

  1,300,000.00


  	

   


  
	

  Total


  	

   


  	

  $


  	

  80,000.00


  	

   


  	

  $


  	

  5,220,000.00


  	

   


  	

  $


  	

  5,300,000.00


  	

   


  





 




3.             Title

to be Conveyed.  Seller represents to Buyer that Seller

acquired title to the Property in October 2001 by one or more Special Warranty

Deeds.  Seller shall convey: (1) the Land

to Buyer by Special Warranty Deeds in the form of Exhibit B attached

hereto, and (2) the Timber to Buyer’s affiliate and designee, Weyerhaeuser Raw

Materials, Inc., a Delaware corporation, by Special Warranty Timber Deeds in

the form of Exhibit C attached hereto




 




1





























(collectively,

the “Deeds”); indefeasible title in fee simple to the Property, subject only to

the Permitted Exceptions (defined below); provided, however, that Seller

further warrants that the Property will be free and clear of any encumbrances

or defects arising by, through or under Seller from the date of this Agreement

to the date of Closing.  On Closing,

Seller also will assign to Buyer and Buyer will assume from Seller all of

Seller’s right, title, and interest in and to any leases, contracts, and

permits relating to the Property, provided that such leases, contracts, and

permits are disclosed to and approved by Buyer prior to Closing.




 




On Closing, Seller shall

convey title subject to no interest, defect, restriction, encumbrance,

contract, reservation, lien, exception or claim except (i) those set forth

as Special Exceptions in the commitments for title insurance attached hereto as

Exhibit D and incorporated herein by reference (the “Commitments”);

(ii) rights reserved in federal patents or state deeds;

(iii) temporary (i.e., for term less than one year) nonexclusive

rights-of-way not inconsistent with the use of the Property for commercial

forestland; (iv) building, use, zoning, environmental or protected species

regulations or restrictions general to the district; (v) real estate taxes and

assessments not yet due and payable, (vi) the general or standard printed

exceptions contained in the owner’s standard coverage policy of title insurance

to be issued pursuant to the Commitments, and (vii) other matters against which

no warranty is expressly given under the Deeds  (collectively, the

“Permitted Exceptions”).  Seller hereby

warrants to Buyer that it owns the Property in fee simple, free and clear of

any and all claims, liens and encumbrances whatsoever, except the Permitted

Exceptions.  At Closing Seller shall

assign, convey and warrant to Buyer all right, title and interest in, to and

under the rights of ways and easements identified on the attached Exhibit E,

free of any defects, liens and encumbrances except the Permitted Exceptions, in

the form of the Assignment and Assumption Agreement (Access Rights and

Easements) attached hereto as Exhibit F.




 




4.             Title

Insurance.  The Commitments attached hereto as Exhibit

D comprise the following preliminary commitments for an owner’s standard

coverage title insurance policy covering the Property:




 




	

  COUNTY


  	

   


  	

  TITLE COMPANY


  	

   


  	

  COMMITMENT #


  	

   


  
	

  Clark


  	

   


  	

  Commonwealth


  	

   


  	

  00075584


  	

   


  
	

  Cowlitz


  	

   


  	

  Land America


  	

   


  	

  128171


  	

   


  





 




Buyer

acknowledges receipt of copies of all special exceptions set forth in the

Commitments. Buyer shall have 15 days from the date of this Agreement to

disapprove any special exceptions shown in the Commitments by written notice to

Seller.  Special exceptions not objected

to by the end of the 15 day period are deemed Permitted Exceptions.  If any supplements to the Commitments are

issued after the date of this Agreement, Buyer shall have five (5) business

days after receipt of such Commitment supplement to notify Seller of its

disapproval of any special exception(s) shown in such supplement that are not

included in the Permitted Exceptions, and any such special exception(s), not

disapproved by notice to Seller within such time period shall be deemed to be Permitted

Exceptions. Neither Seller nor Buyer shall be required to close and this

Agreement shall terminate if any such disapproved special exception(s), whether

in the original or Commitment supplement, cannot be or is not removed by the

date required for Closing; provided, however, that Buyer may elect to waive its

objection to such disapproved exception(s) and close on the remaining terms;

provided that Buyer may also elect to terminate this Agreement as to only the

parcel or parcels that are subject to such disapproved special exception(s),

and close as to the remaining parcel(s), so long as the parties can agree on

the appropriate reduction in the Purchase Price on or before December 7, 2001.




 




2





























 




                Notwithstanding the foregoing,

Seller shall remove on or before Closing all monetary liens attaching by,

through or under Seller (except non-delinquent road, utility or similar

assessments listed in any Commitment which are payable on an installment basis

and which Buyer shall assume for the period from and after Closing).  Exceptions to be discharged by Seller may be

paid out of the Purchase Price at Closing.




 




                As soon as available after

Closing, Seller will provide to Buyer a standard coverage owner’s policy of

title insurance pursuant to the Commitments, dated as of the Closing date and

insuring Buyer in the amount of the Purchase Price against loss or damage by

reason of any defect in Buyer’s title to the Property, subject only to the

printed exclusions and general or standard printed exceptions appearing in the

policy form and the Permitted Exceptions.




 




5.             Closing

Date. The

transaction provided for by this Agreement shall be closed as provided herein

not later than November 29, 2001.




 




6.             Closing

Agent.  The closing for this transaction (“Closing”) shall

occur at the office of Transnation Title Insurance Company, Seattle, Washington

(the “Closing Agent”).  The Closing

Agent’s Escrow Number for this Closing is 669475 SP.  As used herein, “Closing” means the date on which all appropriate

documents necessary to close this transaction are recorded and funds necessary

to close this transaction are paid.




 




7.             Costs

of Closing.   Each party shall pay one-half of all

escrow fees.  At Closing, Seller shall

pay the cost of the owner’s standard coverage title insurance policy to be

issued to Buyer in the aggregate amount of the Purchase Price and real estate

excise taxes due on the transfer of the Property.  Real property taxes and assessments for the calendar year in

which Closing occurs and utilities constituting liens shall be prorated between

the parties as of the date of Closing. 

At Closing, Buyer shall pay all recording fees and assume any real

estate taxes and assessments with respect to any future calendar years.




 




                If Buyer’s acquisition of the

Property results in a change in the forest, open space, timberland or similar

non-ad valorem tax classification or designation applicable to the Property,

Buyer shall pay at Closing any compensating tax and related interest and penalties

resulting from such change in classification or designation, and indemnify

Seller from such costs.  Buyer shall be

solely responsible for the payment of any taxes which may accrue at Closing or

anytime thereafter by reason of any change in the zoning, land use

classification or other tax classification of the Property; provided, however,

that if any change in the tax classification or designation applicable to the

Property or any portion thereof changes prior to, at or after Closing due to

any deliberate act of Seller or due to the failure of Seller to cooperate with

Buyer in Buyer’s preparation and submittal prior to Closing of a timber

management plan and notice of continuance acceptable to the applicable

governmental authority, then Seller shall be solely responsible for payment of

any compensating tax and related interest and penalties resulting therefrom,

and Seller shall indemnify Buyer from such costs.  The parties recognize that Buyer wishes to request a continuance

of the forest or timberland tax classification or designation of the Property;

if required in order to obtain such continuance prior to the required Closing

date, the parties will sign and submit the real estate excise tax affidavits

containing such request to the applicable county assessor’s office in advance

of the date of Closing.  Seller agrees

to cooperate with Buyer and sign the applicable real estate excise tax

affidavits for the transaction prior to Closing as reasonably requested by

Buyer in order to have Buyer’s continuance request approved in time for

Closing.




 




8.             Risk

of Loss.   Risk of loss or damage by fire or other

casualty shall be borne by Seller until the Closing occurs. Thereafter, Buyer

shall bear the risk of loss on the Property. In the event of a casualty resulting

in material loss of or damage to the Property prior to the Closing date, Buyer

may terminate this Agreement by giving notice of such termination to Seller

prior to 




 




3





























November

29, 2001, and in the event no such notice is given, Buyer shall accept the

Property subject to such damage and close, without reduction in the Purchase

Price; provided that Buyer may also elect to terminate this Agreement as to

only the parcel or parcels that have been damaged by such casualty, and close

as to the remaining parcel(s), so long as the parties can agree on the

appropriate reduction in the Purchase Price on or before November 29, 2001.




 




If any material part of

the Property is or becomes the subject of a condemnation proceeding prior to

Closing, Buyer may, at its option, terminate this Agreement by giving notice of

such termination to Seller prior to November 29, 2001; provided, however, that

Buyer may elect to purchase the Property (or such portions thereof as have not been

taken in the condemnation proceeding), in which case Buyer shall receive a cash

payment at Closing equal to the total of any condemnation award received by or

payable to Seller. Neither party is aware of any threatened or pending eminent

domain proceeding affecting the Property or any portion thereof.




 




Each party agrees to

notify the other of any casualty or eminent domain proceedings affecting the

Property immediately after learning thereof.




 




9.             Limitation

On Warranties.  All representations, warranties,

covenants, agreements and indemnities made by Buyer or Seller in this

Agreement, but excluding those made in the Deeds and Assignment and Assumption

Agreements, shall expire and be null and void two (2) years after the date of

Closing.  Neither party shall be liable

after Closing in money damages to the other party for any breach of any

representation, warranty, covenant, agreement, or indemnity made herein except

to the extent that the other party is suffers actual damages in excess of

Twenty-five Thousand Dollars (US$25,000.00) proximately caused by such breach.




 




Buyer accepts the

Property “as is,” subject only to the warranties included in the Deeds and

Assignment and Assumption Agreements and such representations and warranties as

are expressly set forth in this Agreement. 

Buyer expressly agrees that Seller makes no representations or

warranties whatsoever concerning the release or existence of Hazardous

Substances on the Property; provided, however, that Seller

represents and warrants to Buyer that Seller has not, during its ownership of

the Property, disposed of any Hazardous Substances into or onto the soils or

waters of the Property, and that it has no actual current knowledge of any

third party disposing of Hazardous Substances into or onto the soils or waters

of the Property either before or during Seller’s ownership or possession of the

Property. As used in this Agreement, “actual knowledge” and “actual current

knowledge” mean the actual current knowledge of Bill Mackelwich, Seller’s

Southwest Washington Area Manager, and John Shea, Seller’s Director of

Acquisitions.  Representations and

warranties made in this Agreement to the actual current knowledge of the maker

are not intended to imply that the maker of the representation and warranty has

investigated the matter, and neither party shall have any obligation to

investigate the matters to which they give any representation and warranty to

their actual current knowledge.  As used

in this Agreement, the term “Hazardous Substances” means any substance, waste

or material defined or designated as hazardous, toxic or dangerous by the

Comprehensive Environmental Response, Compensation and Liability Act, the

Washington Model Toxic Control Act, or other applicable state or federal law.




 




Except as otherwise

expressly set forth in this Agreement or as are contained in the Deeds or

Assignment and Assumption Agreements, Seller makes no representations or

warranties whatsoever with respect to the condition of the Property or the

suitability of the Property for any use whatsoever or with respect to any

permits or any environmental, building, land use, zoning or fire laws or

regulations or compliance therewith or with respect to the existence of any

protected species (or nests of protected species) on or near its property or

compliance with any regulations pertaining thereto or the availability or

existence of any access, water, sewer or utility rights.




 




4





























 




To the best of Seller’s

actual current knowledge, the Property (i) is in full compliance in every

respect with the Washington Forest Practices Act and will be in such compliance

as of the Closing date, subject to those matters described on Exhibit G

hereto, and (ii) is not subject to any encroachments, adverse possession

rights or claim, leases, timber contracts, stumpage contracts, logging

contracts, tenancies or rights of persons in possession, except as may be

specifically identified in the special exceptions contained in the Commitment

attached as Exhibit D and additional items from Seller’s files detailed

on Exhibit G, (iii) neither the entering into of this Agreement nor the

consummation of the transaction contemplated hereby will constitute or result

in a violation or breach by Seller of any judgment, order, writ, injunction or

decree issued against or imposed upon Seller or the Property,  (iv) there is no action, suit, proceeding or

investigation pending or threatened before any agency, court or other

governmental authority which relates to the Property or the use thereof except

as set forth on the attached Exhibit G, (v) there are no violations of

law existing or claimed with respect to the Property or any activity thereon,

(vi) none of the Property is within or subject to a Habitat Conservation Plan,

or subject to any Forest Practice Application(s) or timber harvest permit(s),

except Forest Practice Application No. 2903532, a copy of which is available

for review at Seller’s office in Chehalis, Washington.  Buyer hereby approves the contracts, leases,

permits, adverse claims, and other matters described on Exhibit G

hereto.




Seller warrants that it is not a “foreign person” for

purposes of Section 1445 of the Internal Revenue Code.  At Closing, Seller shall execute and deliver

to Closing Agent an affidavit in order to meet the Foreign Investment and Real

Property Tax Act requirement of Section 1445 of the Code.




 




Except for any

representations and warranties expressly contained herein and/or any warranties

contained in the Deeds or Assignment and Assumption Agreement, Buyer assumes

the responsibility and risks of all defects to and conditions in the Property,

including such defects and conditions, if any, that cannot be observed by

inspection; provided, however, that Buyer does not waive any claims against any

third party with respect to liability for any Hazardous Substances located in,

on or under the Property.  Buyer

acknowledges that it has had the opportunity to inspect the Property and will

be relying entirely thereon except as otherwise provided herein.




 




Effective at the Closing,

Buyer waives, releases, acquits, and forever discharges Seller of and from any

and all claims, actions, demands, rights, damages, costs of response or

remedial action, or expenses whatsoever, direct or indirect, known or unknown,

foreseen or unforeseen, including claims of third parties, that now exist or

that may arise in the future on account of or in connection with the condition

of the Property, including without limitation any surface or subsurface

contamination and claims for statutory or contractual right of contribution

under any state or federal Hazardous Substance law or regulation and defects

and conditions, if any, that cannot be observed by casual inspection.  Buyer assumes the risk of all defects and

conditions of the Property.  Buyer

acknowledges that it has had the opportunity to inspect the Property and is

relying entirely thereon and on any consultants that buyer has retained.




 




Notwithstanding the

foregoing, the releases and waivers given by Buyer to Seller under this Section

9 shall not apply to (a) the material breach by Seller of any covenant,

representation, or warranty under this Agreement, and (b) any material defect

in the condition of the Property arising after October 1, 2001, of which Seller

had actual knowledge, Buyer had no actual knowledge, and Seller failed to

disclose such defect to Buyer prior to Closing.




 




5





























 




10.          Possession.  Seller shall deliver possession of the Property to

Buyer on the date of Closing, subject to no tenancies whatsoever except as may

be Permitted Exceptions and as may be disclosed on Exhibit G hereto.




 




11.          Section

1031 Exchange; No Assignment.   Either party hereto may assign its rights

hereunder (or its rights hereunder as to any portion of the Property) to an

exchange intermediary for the purpose of such party’s participating in an

Internal Revenue Code Section 1031 like-kind exchange.  Each party agrees to cooperate with the

other party if it elects to assign its rights hereunder (or portion of such

rights) to an exchange intermediary for purposes of closing this transaction as

part of an Internal Revenue Code Section 1031 like–kind exchange;

provided that in connection with any such assignment or exchange, the

cooperating party shall not be obligated to accept title to or convey any

property other than the Property or incur any liability or financial obligation

in excess of those it would incur if this transaction closed as a sale, nor

shall the closing of this transaction be delayed beyond the date specified in Section

5 hereof on account of either party’s participating in a like-kind

exchange.  Except as expressly provided

above with respect to any assignment to an exchange intermediary, this

Agreement shall not be assigned without the prior written consent of the other

party, which may be withheld in such party’s sole discretion.




 




12.          Miscellaneous.




 




12.1        Authority.

Each party

represents and warrants to the other party hereto that at the date of execution

hereof and at the date of the Closing, persons signing on behalf of such party

have full power and authority to execute this Agreement and to perform such

party’s obligations under this Agreement and all agreements contemplated

hereby. If the party or the person executing this Agreement for such party is a

corporation or partnership, all necessary corporate or partnership actions to

authorize the consummation of the transactions contemplated by this Agreement

have been taken.




 




12.2        Survival

of Warranties.

All representations, warranties, covenants, agreements and indemnities set

forth in or otherwise made pursuant to this Agreement shall survive and remain

in effect for a period of two (2) years following the close of any escrow and

the delivery and recording of the Deeds, and shall not be merged therein.




 




12.3        Attorneys’

Fees.  Should any legal action or proceeding be commenced by

either party in order to enforce this Agreement or any provision hereof, or in

connection with any alleged dispute, breach, default or misrepresentation in connection

with any provision herein contained, or in any bankruptcy proceeding to obtain

relief from stay or take other action to protect or enforce its rights and

remedies hereunder, the prevailing party shall be entitled to recover

reasonable attorneys’ fees and costs incurred in connection with such action or

proceeding, including costs of pursuing or defending any legal action,

discovery or negotiation and preparation of settlement arrangements, in

addition to such other relief as may be granted.




 




12.4        Notices.  Any request, notice or other communication to be given

hereunder shall be in writing and transmitted by facsimile or delivered

personally or by messenger or private mail courier service, or sent by

registered or certified mail, return receipt requested, postage prepaid, as

follows:




 




	

  If to

  Pope Resources:


  	

   


  	

  Olympic

  Resource Management


  
	

   


  	

   


  	

  Attn:

  John Shea


  
	

   


  	

   


  	

  19245

  Tenth Avenue NE


  
	

   


  	

   


  	

  Poulsbo,

  WA 98370


  
	

   


  	

   


  	

  FAX

  No.: 360 697-1156


  





 




6





























 




 




	

  With

  a Copy to:


  	

   


  	

  Marco

  de Sa e Silva


  
	

   


  	

   


  	

  Davis

  Wright Tremaine LLP


  
	

   


  	

   


  	

  2600

  Century Square


  
	

   


  	

   


  	

  1501

  Fourth Avenue


  
	

   


  	

   


  	

  Seattle,

  WA 98101


  
	

   


  	

   


  	

  FAX

  No.: 206 628-7699


  
	

   


  	

   


  	

   


  
	

  If to

  Weyerhaeuser:


  	

   


  	

  Weyerhaeuser

  Company


  
	

   


  	

   


  	

  16703

  SE McGillivray Blvd., Suite 120


  
	

   


  	

   


  	

  Vancouver,

  WA 98683-3418


  
	

   


  	

   


  	

  Attn:

  Larry Johnson


  
	

   


  	

   


  	

  FAX

  No.: 360 891-3388


  
	

   


  	

   


  	

   


  
	

  With a Copy to:


  	

   


  	

  Weyerhaeuser

  Company


  
	

   


  	

   


  	

  Law Department

  CH1J28


  
	

   


  	

   


  	

  PO Box 9777


  
	

   


  	

   


  	

  Federal Way WA

  98063-9777


  
	

   


  	

   


  	

  Attn: David A.

  Young


  
	

   


  	

   


  	

  FAX No.: 253

  924-3253


  





 




All notices shall be

deemed effective upon receipt if delivered by machine-confirmed facsimile,

personally or by messenger or private mail courier, otherwise on the earlier of

actual receipt or the third (3rd) business day after deposit in the U.S. Mail

in accordance with the above requirements. A party may change its address for

purposes of receiving notice by giving at least ten days written notice to the

other party.




 




12.5        Counterparts.  This Agreement may be executed in one or more

counterparts, each of which shall be deemed an original, and all of which

counterparts together shall constitute the same instrument which may be

sufficiently evidenced by one counterpart with signature pages bearing all

signatures attached.  Execution of this

Agreement at different times and places by the parties shall not affect the

validity thereof, so long as all the parties hereto execute a counterpart of

this Agreement.




 




12.6        Entire

Agreement; Additional Documents.  This Agreement constitutes the entire

agreement and understanding of the parties with respect to the subject matter,

and supersedes all prior negotiations and representations.  This Agreement may not be modified except in

writing signed by the parties.  The

parties hereto agree to execute any additional documents reasonably necessary

to effectuate the provisions and purposes of this Agreement.




 




12.7        Time.  Time is of the essence of each and every provision

hereof.




 




12.8        Default.  In the event of default hereunder by a party, the

other party may seek specific performance of this Agreement and/or damages.




 




12.9        Commissions.  Each of the parties represents and warrants to the

other that it has engaged no broker or agent in connection with the

negotiations leading to this Agreement. 

Any party who has engaged any such broker or agent shall indemnify the

other party against and hold it harmless from any and all loss, damage,

liability, cost or expense, including attorneys’ fees, suffered or incurred by

it arising out of or relating to any claim for real estate commission or fee

made by any such real estate agent or broker.




 




12.10      No

Agency.  The parties agree that no agency, partnership

or joint venture of any kind shall be or is intended to be created by or under

this Agreement.




 




7





























 




12.11      Exhibits.  All exhibits to which reference is made herein are

deemed incorporated in this Agreement in their entirety.




 




12.12      Recordation.  Neither this Agreement nor any reference to this

Agreement or any of the parties’ rights herein shall be recorded prior to

Closing.




 




12.13      Governing

Law.  This Agreement shall be governed by the laws of the

State of Washington.




 




12.14      Successors

and Assigns.  Subject to the provisions of Section

11 hereof, this Agreement shall inure to the benefit of, and shall be

binding upon, the parties hereto and their respective successors and assigns.




 




12.15      Section Headings.  The section headings inserted in this

Agreement are for convenience only and are not intended to, and shall not be

construed to, limit, enlarge or affect the scope or intent of this Agreement

nor the meaning of any provisions hereof.




 




12.16                 Continuing Forest Land Obligations.




 




Buyer acknowledges that

the Property is subject to certain forest land obligations applicable to the

Property under the forest practices rules adopted pursuant to RCW 76.09.370,

and listed on the notice attached hereto as Exhibit H (the “Continuing

Obligations”).  At or before Closing,

Buyer agrees to sign and deliver to Seller the original of the notice attached

hereto as Exhibit H or such other notice that indicates the Buyer’s

knowledge of the Continuing Obligations as may be required by the Washington

Department of Natural Resources (“DNR”) at the time of Closing.  At Closing, Seller shall send the executed

notice to DNR in accordance with the requirements of RCW 76.09.390.  As of Closing, Buyer assumes and agrees to

perform the Continuing Obligations at Buyer’s sole cost and expense in a timely

fashion, and to indemnify, defend and hold Seller harmless from and against the

Continuing Obligations and any claim, loss, damage, cost or expense resulting

from Buyer’s failure to fulfill and perform the same.  Seller represents and warrants to Buyer that (i) to the best of

Seller’s knowledge, there are no forest land obligations applicable to the

Property other than the Continuing Obligations listed on Exhibit H and

the lack of a road maintenance plan for the Property, which ultimately may be

required under the Washington Forest Practices Act, and (ii) Seller has not

breached any forest land obligations pertaining to the Property and there are

no forest land obligations pertaining to the Property that are required to be

performed prior to Closing that will remain unperformed as of Closing.  Seller shall indemnify, defend and hold Buyer

harmless from and against any breach of the foregoing representations and

warranties and any claim, loss, damage, cost or expense resulting from Seller’s

failure to fulfill and perform any forest land obligations that are required to

be performed prior to Closing. The provisions of the indemnities in this Section

12.16 shall survive the Closing .




 




8






















 













IN WITNESS WHEREOF,

Seller and Buyer have caused this Agreement to be executed. Each counterpart of

this Agreement shall be considered to be an original counterpart without

presentation of the others.




 




	

  POPE RESOURCES, a Delaware limited partnership, by

  Pope MGP, Inc., a Delaware corporation, its General Partner


  	

  WEYERHAEUSER COMPANY


  
	

   


  	

  By:


  	

  /s/ Richard E. Hanson


  	

   


  
	

  By:


  	

  /s/ David L. Nunes


  	

   


  	

  Its:


  	

              V-P


  	

   


  
	

  Its:


  	

  President & COO


  	

   


  	

   


  





 




	

  EXHIBITS:


  	

   


  
	

   


  	

   


  	

   


  	

   


  
	

  A-1


  	

   


  	

  -


  	

  Description of the Property (Clark County,

  Washington)


  
	

  A-2


  	

   


  	

  -


  	

  Description of the Property (Cowlitz County,

  Washington)


  
	

  B


  	

   


  	

  -


  	

  Form of Special Warranty Deed


  
	

  C


  	

   


  	

  -


  	

  Form of Special Warranty Timber Deed


  
	

  D


  	

   


  	

  -


  	

  Commitments


  
	

  E


  	

   


  	

  -


  	

  Description of Access Rights and Easements


  
	

  F


  	

   


  	

  -


  	

  Form of Assignment and Assumption Agreement (Access

  Rights and Easements)


  
	

  G


  	

   


  	

  -


  	

  Description of Contracts, Permits, and Adverse

  Claims


  
	

  H


  	

   


  	

  -


  	

  Notice of Continuing Obligations


  





 




9





























 




EXHIBIT

A-1




 




Description of the

Property




(Clark County, Washington)




 




 




	

  Township 5 North, Range 4 East of the Willamette Meridian


  
	

  Section 15:  


  	

   


  	

  The West one-half of the Southwest one-quarter.


  
	

  END OF LEGAL

  DESCRIPTION FOR CLARK COUNTY


  





 




10





























 




EXHIBIT

A-2




 




Description

of the Property




(Cowlitz County, Washington)




 




 




	

  Township 6 North, Range 1 East of the Willamette Meridian


  
	

  Section 5:


  	

   


  	

  The Southeast one-quarter of the Southwest one-quarter and the

  Southwest one-quarter of the Southeast one-quarter.


  
	

   


  	

   


  	

   


  
	

  Township 6 North, Range 2 East of the Willamette Meridian


  
	

  Section 1:


  	

   


  	

  The Southwest one-quarter.


  
	

  Section 3:


  	

   


  	

  All.


  
	

  Section 5.


  	

   


  	

  All.


  
	

  Section 9:


  	

   


  	

  The Northwest one-quarter of the Northeast one-quarter and the

  Northeast one-quarter of the Northwest one-quarter.


  
	

   


  	

   


  	

   


  
	

  Township 7 North, Range 3 East of the Willamette Meridian


  
	

  Section 21:


  	

   


  	

  The Southwest one-quarter of the Northeast one-quarter and the

  Southeast one-quarter of the Northwest one-quarter.


  
	

  Section 31:


  	

   


  	

  The South one-half of the Southeast one-quarter.


  
	

   


  	

   


  	

   


  
	

  Township 8 North, Range 3 East of the Willamette Meridian


  
	

  Section 13:


  	

   


  	

  All.


  
	

  Section 21:


  	

   


  	

  All.


  
	

  Section 23:


  	

   


  	

  All.


  
	

  END OF LEGAL

  DESCRIPTION FOR COWLITZ COUNTY


  





 




 




 




11





























 




 




 




After Recording, Return to:




 




Weyerhaeuser Company




Law Department  CH1J28




P.O. Box 9777




Federal Way, WA 98063-9777




Attn: David A. Young




 




 




 




EXHIBIT

B




Form of

Special Warranty Deed




 








 









SPECIAL WARRANTY DEED




 




 




Grantor:                POPE RESOURCES, a Delaware limited partnership




 




Grantee:                WEYERHAEUSER COMPANY, a Washington corporation




 




Abbreviated

Legal Description (lot,

block and plat name, or section-township-range):




 




 




o 

Additional legal description is on page            of document




 




 




Assessor’s

Property Tax Parcel Account Number(s):




 




 




Reference

Numbers of Documents Assigned or Released (if applicable):




 




 




                o  Additional

reference numbers on page             

of document




 




 




12





























 








SPECIAL WARRANTY DEED









 




 




POPE RESOURCES, a Delaware limited partnership,

hereinafter called Grantor, for good and valuable consideration in hand paid,

does hereby bargain, sell, and convey unto WEYERHAEUSER COMPANY, a Washington

corporation, hereinafter called Grantee,

all of Grantor’s right, title, and interest in and to the land, fixtures, and

improvements, excluding the timber located thereon, described on Schedule 1

attached hereto (the “Land”), situated in                    County, Washington, subject to and together

with all agreements, conditions, covenants, easements, encumbrances,

limitations, restrictions, rights, servitudes, and other matters described on Schedule

2 attached hereto (the “Exceptions”).




 




Grantor, for itself and for its successors in

interest, does by these presents expressly limit the covenants of this deed to

those here and expressed, excludes all covenants arising or to arise by

statutory or other implication, and does hereby covenant that against all

persons whomsoever lawfully claiming or to claim by, through, or under Grantor

and not otherwise, Grantor will forever warrant and defend the said described

Land, subject to the Exceptions.




 




IN WITNESS WHEREOF, the Grantor has executed this                                           day of                                      , 2001.




	

   


  	

   


  	

  POPE RESOURCES, a

  Delaware limited partnership, by Pope MGP, Inc., a Delaware corporation, its

  General Partner


  
	

   


  	

   


  	

   


  
	

   


  	

   


  	

  By:


  	

   


  
	

   


  	

   


  	

  Print Name:


  	

   


  
	

   


  	

   


  	

  Its:


  	

   


  





 




 




 




	

  STATE OF WASHINGTON


  	

  )


  
	

   


  	

  ) ss.


  
	

  COUNTY OF KITSAP


  	

  )


  





 




                On this          

day of                                              , 2001, before me,

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

commissioned and sworn, personally appeared                                                                         , to me known to be the                                     of Pope

MGP, Inc., a Delaware corporation, which is known to me to be the General Partner

of POPE RESOURCES, A DELAWARE LIMITED PARTNERSHIP, the partnership that executed

the foregoing instrument, and acknowledged said instrument to be the free and

voluntary act and deed of said partnership, for the uses and purposes therein

mentioned, and on oath stated that he was authorized to execute the said

instrument.




 




13





























 




                WITNESS MY HAND AND OFFICIAL SEAL hereto affixed the

day and year first above written.




 




 




	

   


  	

   


  	

   


  	

   


  	

   


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

   


  	

  NOTARY PUBLIC in and

  for the State of Washington, residing at


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

   


  	

  My commission expires


  	

   


  
	

   


  	

   


  	

   


  	

   


  	

   


  	

  Print Name


  	

   


  
									





 




 




 




SCHEDULES:




 




1 — Land




2 — Exceptions 




 




14





























 




SCHEDULE 1




 




Description of the

Land




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




15





























 




 




SCHEDULE 2




 




Description of the

Exceptions




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




16





























 




EXHIBIT C




 




Form of Special Warranty Timber Deed




 




 




After Recording, Return to:




 




Weyerhaeuser Raw Materials, Inc.




Law Department   CH1J28




P.O. Box 9777




Federal Way, WA 98063-9777




Attn: David A. Young




 




 




 




 








 









	

  SPECIAL WARRANTY TIMBER DEED


  





 




 




Grantor:                POPE RESOURCES, a Delaware limited partnership




 




Grantee:                WEYERHAEUSER RAW MATERIALS, INC., a Delaware

corporation




 




Abbreviated

Legal Description (lot,

block and plat name, or section-township-range):




 




 




 




o 

Additional legal description is on page               of document




 




 




 




Assessor’s

Property Tax Parcel Account Number(s):




 




 




 




Reference

Numbers of Documents Assigned or Released (if applicable):




 




 




                o  Additional

reference numbers on page              

of document




 




 




 




17





























 




SPECIAL WARRANTY TIMBER DEED




 




 




POPE RESOURCES, a Delaware limited partnership,

hereinafter called Grantor, for good and valuable consideration in hand paid,

does hereby bargain, sell, and convey unto WEYERHAEUSER RAW MATERIALS, INC., a

Delaware corporation, hereinafter called Grantee, all of Grantor’s right, title, and interest in and to the

timber (the “Timber”) standing, down or located upon the land described on Schedule

1 attached hereto (the “Land”), situated in Cowlitz County, Washington,

subject to and together with all agreements, conditions, covenants, easements,

encumbrances, limitations, restrictions, rights, servitudes, and other matters

described on Schedule 2 attached hereto (the “Exceptions”).




 




Grantor, for itself and for its successors in

interest, does by these presents expressly limit the covenants of this deed to

those here and expressed, excludes all covenants arising or to arise by

statutory or other implication, and does hereby covenant that against all

persons whomsoever lawfully claiming or to claim by, through, or under Grantor

and not otherwise, Grantor will forever warrant and defend the said described

Timber, subject to the Exceptions.




 




IN WITNESS WHEREOF, the Grantor has executed this                                        day

of                                       

, 2001.




 




	

   


  	

  GRANTOR:


  
	

   


  	

   


  
	

   


  	

  POPE RESOURCES, a

  Delaware limited partnership, by Pope MGP, Inc., a Delaware corporation, its

  General Partner


  
	

   


  	

   


  
	

   


  	

  By:


  	

   


  
	

   


  	

  Print Name:


  	

   


  
	

   


  	

  Its:


  	

   


  





 




 




	

  STATE OF WASHINGTON


  	

  )


  
	

   


  	

  ) ss.


  
	

  COUNTY OF KITSAP


  	

  )


  





 




                On this           

day of                                                               ,

2001 before me, the undersigned, a Notary Public in and for the State of

Washington, duly commissioned and sworn, personally appeared                                                                   

, to me known to be the                                                    of Pope MGP,

Inc., a Delaware corporation, which is known to me to be the General Partner of

POPE RESOURCES, A DELAWARE LIMITED PARTNERSHIP, the partnership that executed

the foregoing instrument, and acknowledged said instrument to be the free and

voluntary act and deed of said partnership, for the uses and purposes therein

mentioned, and on oath stated that he was authorized to execute the said

instrument.




 




18





























 




	

  WITNESS MY HAND AND

  OFFICIAL SEAL hereto affixed the day and year first above written.


  
	

   


  	

   


  
	

   


  	

  NOTARY PUBLIC in and

  for the State of Washington, residing at


  	

   


  
	

   


  	

  My commission expires


  	

   


  
	

   


  	

  Print Name


  	

   


  
					





 




 




SCHEDULES:




 




1 — Land




2 — Exceptions




 




 




19





























 




SCHEDULE

1




 




Description

of the Land




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




20





























 




SCHEDULE

2




 




Description

of the Exceptions




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




21





























 




EXHIBIT D




 




Copies of Commitments




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




22





























 




EXHIBIT E




 




Description of Access

Rights and Easements




 




 




COWLITZ COUNTY




All

of Seller’s rights in the following described instruments acquired as successor

in interest as owner of the Property:




 




	

  INSTRUMENT

  DATED


  	

   


  	

  COWLITZ

  COUNTY #


  	

   


  	

  SUCCESSOR

  TO ORIGINAL PARTY


  
	

  December 17, 1959


  	

   


  	

  515683


  	

   


  	

  Northern Pacific Railway Company


  
	

  July 1, 1966


  	

   


  	

  636218


  	

   


  	

  Northern Pacific Railway Company


  
	

  April 8, 1970


  	

   


  	

  700512


  	

   


  	

  Burlington Northern, Inc.


  
	

  November 12, 1974


  	

   


  	

  769254


  	

   


  	

   


  
	

  April 23, 1976


  	

   


  	

  794085


  	

   


  	

   


  
	

  June 10, 1976


  	

   


  	

  800970


  	

   


  	

  Burlington Northern, Inc.


  
	

  May 20, 1977


  	

   


  	

  812991


  	

   


  	

  Burlington Northern, Inc.


  
	

  September 29, 1977


  	

   


  	

  830897


  	

   


  	

  Burlington Northern, Inc.


  
	

  March 28, 1978


  	

   


  	

  834136


  	

   


  	

   


  
	

  June 9, 1980


  	

   


  	

  810206010


  	

   


  	

  Burlington Northern, Inc.


  
	

  April 10, 1984


  	

   


  	

  840417001


  	

   


  	

  Burlington Northern Railroad Company


  





Grantor’s rights in the

above listed instruments were acquired under: Assignment of Access Rights and

Easements and Assumption Agreement recorded under on or more of the following

Cowlitz County instruments: 3111078, 3111079, 3111080, 3129223, 3129224 and

3129225.




CLARK COUNTY




All

of Grantor’s rights as successor to Plum Creek Timberlands, L.P. and EPC

Holdings LLC per Clark County instrument dated March 29, 2001 recorded under

Clark County #3304573.  Grantor acquired

its rights under Clark County instrument #3383241.




 




23





























 




After Recording, Return to:




 




Weyerhaeuser Company




Law Department  CH1J28




P.O. Box 9777




Federal Way, WA 98063-9777




Attn: David A. Young




 




 




 




EXHIBIT

F




 




Form of Assignment and Assumption

Agreement (Access Rights and Easements)




 




 








 









ASSIGNMENT AND ASSUMPTION AGREEMENT




(Access Rights:                       County, Washington)




 




 




Grantor:                POPE RESOURCES, a Delaware limited partnership




 




Grantee:                WEYERHAEUSER COMPANY, a Washington corporation




 




Abbreviated

Legal Description (lot,

block and plat name, or section-township-range):




 




 




 




o 

Additional legal description is on page                 of document




 




 




 




Assessor’s

Property Tax Parcel Account Number(s):




 




 




 




Reference

Numbers of Documents Assigned or Released (if applicable):




 




 




                o  Additional

reference numbers on page                 

of document




 




 




 




 




24





























 




ASSIGNMENT

AND ASSUMPTION AGREEMENT




(Access Rights:

                          County, Washington)




 




 




                  THIS ASSIGNMENT AND ASSUMPTION

AGREEMENT (this “Agreement”) is dated and effective as of                                          ,

2001, and is made by and between POPE RESOURCES, a Delaware limited partnership

(“Assignor”), and WEYERHAEUSER COMPANY, a Washington corporation

(“Assignee”).  For good and valuable

consideration, the receipt and sufficiency of which are hereby acknowledged,

Assignor and Assignee hereby agree as follows:




I.                                         Assignor

assigns, transfers, quitclaims and sets over to Assignee all of Assignor’s

right, title and interest in, to and under the rights-of-way, easements, use

agreements, and other access rights (the “Access Rights”) appurtenant to,

relating to, or benefiting the timberlands described on Schedule 1

attached hereto (the “Land”), including without limitation those Access Rights

described on Schedule 2 attached hereto (the “Access Rights”).  Assignee may, at its option, record this

Assignment in the real property records of                                County, Washington.  Assignor hereby agrees to indemnify and hold

harmless Assignee from and against any and all claims, liabilities, penalties,

causes of action, or damages (including attorney’s fees, expenses of litigation

and costs of appeal), if any, arising under or relating to the Access Rights

prior to the date of this Assignment, and for any claim, loss, damage, cost,

liability, or expense resulting from Assignor’s failure to fulfill and perform

the same prior to the date of this Assignment, or arising out of Assignor’s use

and enjoyment of the Access Rights, or to enforce this indemnification

provision.




II.                                     Assignee

hereby accepts this Assignment of the Access Rights and assumes and agrees to

be bound by and perform all of the Assignor’s obligations and liabilities

arising under or relating to the Access Rights from and after the date of this

Assignment.  Assignee hereby agrees to

indemnify and hold harmless Assignor from and against any and all claims,

liabilities, obligations, penalties, causes of action, or damages (including

attorney’s fees, expenses of litigation and costs of appeal), if any, arising

under or relating to the Access Rights from and after the date of this

Assignment, and for any claim, loss, damage, cost, liability, or expense

resulting from Assignee’s failure to fulfill and perform the same after the

date of this Assignment, or arising out of Assignee’s use and enjoyment of the

Access Rights, or to enforce this indemnification provision.




 




III.                                 This

assignment shall be interpreted and construed under the laws of the state of

Washington.  The provisions of this

Assignment shall be binding upon, and shall inure to the benefit of, the

successors and assigns of Assignor and Assignee, respectively.  This

Assignment may be executed in any number of counterparts, each of which shall

be deemed an original, but all of which when taken together shall constitute

one and the same instrument.




 




25





























 




                  IN WITNESS

WHEREOF, Assignor and Assignee have caused their duly authorized

representatives to execute this Agreement in duplicate original as of the date

first above written.




 




 




	

  ASSIGNOR:


  	

  POPE RESOURCES, a Delaware limited partnership, by

  POPE MGP, Inc., a Delaware corporation, its managing general partner


  
	

   


  	

   


  	

   


  
	

   


  	

  By:


  	

   


  
	

   


  	

  Name:


  	

  David L. Nunes


  
	

   


  	

  Its:


  	

  President


  





 




 




 




	

  ASSIGNEE:


  	

  WEYERHAEUSER COMPANY, a Washington corporation


  
	

   


  	

   


  	

   


  
	

   


  	

  By:


  	

   


  
	

   


  	

  Name:


  	

   


  
	

   


  	

  Its:


  	

   


  





 




 




SCHEDULES




 




Schedule 1 - Land




Schedule 2 - Access Rights




 




 




26





























 




	

  STATE OF WASHINGTON


  	

  )


  
	

   


  	

  ) ss.


  
	

  COUNTY OF KITSAP


  	

  )


  
	

   


  	

   


  





                On this               day of                                              

, 2001, before me, the undersigned, a Notary Public in and for the State

of Washington, duly commissioned and sworn, personally appeared DAVID L. NUNES,

to me known to be the PRESIDENT of POPE MGP, INC., a Delaware corporation,

which is known to me to be the General Partner of POPE RESOURCES, a Delaware

limited partnership, the partnership that executed the foregoing instrument,

and acknowledged said instrument to be the free and voluntary act and deed of

said partnership, for the uses and purposes therein mentioned, and on oath

stated that he was authorized to execute the said instrument.




 




	

  IN WITNESS WHEREOF, I have hereunto set my hand and

  official seal the day and year first above written.


  
	

   


  
	

   


  
	

   


  	

   


  
	

   


  	

  NOTARY PUBLIC in and for the State of Washington,

  residing at


  	

   


  
	

   


  	

  My appointment expires


  	

   


  
	

   


  	

  Print Name


  	

   


  
					





 




	

  STATE OF WASHINGTON


  	

  )


  
	

   


  	

  )  ss.


  
	

  COUNTY OF KING


  	

  )


  
	

   


  	

   


  





                On this              

day of                               , 2002, before me, a

Notary Public in and for the State of Washington, personally appeared                                                                  

, personally known to me (or proved to me on the basis of satisfactory

evidence) to be the person who executed this instrument, on oath stated

that               was authorized to

execute the instrument, and acknowledged it as the                                                                  

of WEYERHAEUSER COMPANY to be the free and voluntary act and deed of

said corporation for the uses and purposes mentioned in the instrument.




 




                IN WITNESS WHEREOF, I have

hereunto set my hand and official seal the day and year first above written.




 




	

   


  	

   


  	

   


  
	

   


  	

  NOTARY PUBLIC in and for the State of Washington,

  residing at


  	

   


  
	

   


  	

  My appointment expires


  	

   


  
	

   


  	

  Print Name


  	

   


  
					





 




 




27





























 




SCHEDULE 1




 




Description of

Land




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




28





























 




SCHEDULE 2




 




Description of

Access Rights




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




 




29





























 




EXHIBIT

G




 




Description of Contracts,

Permits, and Adverse Claims




 




CONTRACTS — NONE




 




PERMITS




1.             Forest Practice

Permit (No. 2903532), issued by Southwest Region for timber harvest, estimated

volume of 350 MBF, expires August 6, 2003.




 




2.             No road maintenance

plan has been developed for the Property, as ultimately may be required under

the Washington Forest Practices Act.




 




ADVERSE CLAIMS — NONE




 




 




 




30





























 




EXHIBIT

H




 




Notice of Continuing Obligations




 









 




	

  


  	

          DOUG SUTHERLAND


  
	

                  Commissioner of Public Land


  





 




 




 




Washington State Department of Natural

Resources




 




 




Notice of Continuing Forest Land

Obligation




 




RCW 76.09.070, RCW 76.09.390 and WAC 222-20-055 require that prior to

the sale or transfer of land or perpetual timber rights subject to continuing

forest land obligations under the forest practices rules adopted in 1982 and

under RCW 76.09.370 adopted in 1999, (1) the seller shall notify the buyer of the

existence and nature of such a continuing obligation and (2) the buyer

shall sign a notice of continuing forestland obligation indicating the buyer’s

knowledge of the continuing obligation. 

The

seller at time of sale or transfer of the land or perpetual timber

rights shall send to the department the signed notice of continuing forestland

obligation.




 




If the

seller fails to notify a buyer about the continuing forest land obligation, the

seller shall pay the buyer’s costs related to such continuing forest land

obligation, including all legal costs and reasonable attorney’s fees, incurred

by the buyer in enforcing the continuing forest land obligation against the

seller.  Failure by the seller to send

the required notice to the Department of Natural Resources at the time of sale

shall be prima facie evidence, in an action by the buyer against the seller for

costs related to continuing forest land obligation, that the seller did not

notify the buyer of the continuing forest land obligation prior to sale.




 




 




CONTINUING OBLIGATION/S




 




Reforestation (RCW 76.09.070)




o    Obligation

exists on the property identified above and relates to the following FPA/N #s

(list


all that apply, add attachment if necessary):




 




ý                                    No Reforestation obligation exists on the

property.




                                                Note: current FPA NO.   no timber harvest has taken place.




 




 




31





























 




Road

Maintenance and Abandonment Plan (WAC 222-24-051)




o    Obligation

exists on property identified above and relates to the following FPA/N #s

and/or Road Maintenance Plan #s (list all that apply, add attachment if

necessary):






 




ý                                    No Road Plan obligation exists on the

property.




 




Harvest

Strategy along Type 4 Waters in Eastern Washington (WAC 222-30-022 (2)(b))




NA  Obligation

exists on the property identified above and relates to the following FPA/N #s

(list


all that apply, add attachment if necessary):






 




o    No

Harvest Strategy obligation exists on the property.




 




OBLIGATIONS




 




Small

Landowner Forest Riparian Easement (WAC 222-21-030)




o    Obligation

exists on the property identified above and relates to the following FPA/N #s

(list


all that apply, add attachment if necessary):






 




ý    No

Forest Riparian Easement obligation exists on the property.




 




 




PROPERTY IDENTIFICATION




 




Land/Rights Sold or Transferred (circle one):  ý -Land and Timber                     o Land Only      o Perpetual Timber Rights




Date that the Land/Rights was/were Sold or Transferred (month/day/year):  November 29, 2001




 




County/ies: Clark and Cowlitz




 




DNR Region/s: 

Southwest




 




Legal Description of the Lands/Rights being Sold or

Transferred (include

county parcel number/s, add attachment if necessary):




Description of the

Property




(Clark County,

Washington)




	

  Township 5 North, Range 4 East of the Willamette Meridian


  
	

  Section 15:


  	

   


  	

  The West one-half of the Southwest one-quarter.


  
	

  END OF LEGAL

  DESCRIPTION FOR CLARK COUNTY


  





 




 




32





























Description of the

Property




(Cowlitz County, Washington)




	

  Township 6 North, Range 1 East of the Willamette Meridian


  
	

  Section 5:


  	

   


  	

  The Southeast one-quarter of the Southwest one-quarter and the

  Southwest one-quarter of the Southeast one-quarter.


  





 




 




	

  Township 6 North, Range 2 East of the Willamette Meridian


  
	

  Section 1:


  	

   


  	

  The Southwest one-quarter.


  
	

  Section 3:


  	

   


  	

  All.


  
	

  Section 5.


  	

   


  	

  All.


  
	

  Section 9:


  	

   


  	

  The Northwest one-quarter of the Northeast one-quarter and the

  Northeast one-quarter of the Northwest one-quarter.


  
	

   


  	

   


  	

   


  
	

   


  	

   


  	

   


  
	

  Township 7 North, Range 3 East of the Willamette Meridian


  
	

  Section 21:


  	

   


  	

  The Southwest one-quarter of the Northeast one-quarter and the

  Southeast one-quarter of the Northwest one-quarter.


  
	

   


  	

   


  	

   


  
	

  Section 31:


  	

   


  	

  The South one-half of the Southeast one-quarter.


  
	

   


  	

   


  	

   


  
	

  Township 8 North, Range 3 East of the Willamette Meridian


  
	

  Section 13:


  	

   


  	

  All.


  
	

  Section 21:


  	

   


  	

  All.


  
	

  Section 23:


  	

   


  	

  All.


  
	

  END OF LEGAL

  DESCRIPTION FOR COWLITZ COUNTY


  





 




 




	

  SELLER


  	

   


  	

  BUYER


  	

   


  
	

  Signature:


  	

   


  	

  Signature:


  	

   


  
	

  Date:


  	

   


  	

  Date:


  	

   


  
	

  Print

  name:


  	

   


  	

  Print

  name:


  	

   


  
	

  Title:


  	

   


  	

  Title:

  


  	

   


  
	

  Address:


  	

   


  	

  Address:


  	

   


  
	

  Phone:


  	

   


  	

  Phone:


  	

   


  
	

   


  	

   


  	

   


  	

   


  























NOTE TO SELLER:




At the time of sale

or transfer of the property or the perpetual timber rights:




(1)         deliver

(by certified mail or in person) the SIGNED ORIGINAL notice to the Department

of Natural Resources regional office in which the property is located,

and




(2)         deliver

a copy for recording to the county/ies in which the property is located.




 








FOR DEPARTMENTAL USE ONLY









 




	

  Notice of Continuing Forestland Obligation #:


  	

   


  	

  Date Received:


  
	

   


  	

   


  	

   


  
	

  Region:


  	

   


  	

  Received by:


  





 




 




 




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