EXHIBIT 10.46


     

    EXHIBIT
      10.46


    SPECIAL
      WARRANTY DEED

    


    BOWLIN
      TRAVEL CENTERS, INC., a Nevada corporation (hereinafter referred to as
"Grantor"),
      for
      consideration of certain good and valuable consideration paid to Grantor by
      the
      PUEBLO OF LAGUNA, a federally recognized Indian Tribe (hereinafter referred
      to
      as "Grantee"),
      the
      receipt and sufficiency of which is hereby acknowledged, hereby GRANTS,
      BARGAINS, SELLS, AND CONVEYS unto Grantee all of the real property in Bernalillo
      County, New Mexico more particularly described in Exhibit
      A
      attached
      hereto and incorporated herein by reference, together with all buildings,
      improvements and fixtures located thereon, and the rights, ways, privileges
      and
      appurtenances pertaining thereto, with special warranty covenants,

     

    SUBJECT,
      HOWEVER, TO taxes for the year 2007 and subsequent years; and the matters set
      forth in Exhibit B
      attached
      hereto and incorporated herein by reference.

    


       Witness
      my hand and seal this 24th
      day of
      May, 2007.

       

    
      	
              BOWLIN
                TRAVEL CENTERS, INC.,

            	 	 	 
	
              a
                Nevada corporation

            	 	 	 
	 	 	 	 
	/s/ Michael
              L. Bowlin	 	 	 
	
              

            	 	 	
            
	
              Print
                Name:
                Michael L. Bowlin   

            	 	 	 
	
              Its:
                President 

            	 	 	 




    
      	STATE OF
              NEW
              MEXICO	
              ()

            


    

    
      
        	 	
                ()

              


      

      
        
          	COUNTY
                  OF
                  BERNALILLO	
                  ()

                


        

      

    

     

    This
      instrument was acknowledged before me on May 24th, 2007, by Michael
      L. Bowlin, on behalf of BOWLIN
      TRAVEL CENTERS, INC.,
      a
      Nevada corporation.

     

    
      	 	 	 	 
	 	 	 	/s/ Sue
              Dunworth
	
            	 	 	
              

            
	 	 	 	Notary
              Public, State of New Mexico
	 	 	 	 
	My Commission Expires: 	 	 	Notary's Printed Name:
	August 20, 2007	 	 	Sue Dunworth
	
              

            	 	 	
              

            




    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

    EXHIBIT
      A

    To
      Special Warranty Deed

    


    Legal
      Description

    PARCEL
      I:

    


    Tract
      Lettered “A” of the Plat of Division of LAND
      OF MRS. LULA M. BRIDGES,
      Bernalillo County, New Mexico, as the same is shown and designated on the plat
      thereof, filed in the office of the County Clerk of Bernalillo County, New
      Mexico on July 27, 1971 in Volume
      B5, Folio 192;
      TOGETHER WITH A Northerly portion of the LANDS
      OF GEORGE T. HILL,
      Town of
      Atrisco Grant, Bernalillo County, New Mexico, as the same is shown and
      designated on the plat thereof, filed in the office of the County Clerk of
      Bernalillo County, New Mexico on February 11, 1952 in Volume
      A1, Folio 099;
      TOGETHER WITH A certain tract of land situate within Projected Section 3,
      Township 9 North, Range 1 West of the N.M.P.M., Bernalillo County, New Mexico,
      Being adjacent to the Northerly line of said LANDS
      OF GEORGE T. HILL,
      all
      being more particularly described as follows:

    


    Beginning
      at the Southwest corner of the herein described “PARCEL I”, being a No.5 Rebar,
      and being a point on the Northerly line of Interstate 40, frontage road (NMP
      1-040-3(31)137); Thence N12°23'20"W,
      a
      distance of 1042.71 feet to a point, being a 1” Iron Pipe; Thence
      S83°57'47"W,
      a
      distance of 101.19 feet to a point; Thence N09°07'43"W,
      a
      distance of 640.46 feet to a point, being the Northwest corner of “PARCEL I”;
      Thence S89°06'14"E,
      a
      distance of 915.03 feet to a point, being a No.4 Rebar, #11463, and being the
      Northeast corner of “PARCEL I”; Thence S13°59'07"E,
      a
      distance of 1206.02 feet to a point, being a No.4 Rebar, #11463; Thence
      N74°58'17"E,
      a
      distance of 146.70 feet to a point, being a No.4 Rebar, #11463; Thence
      S15°05'50"E,
      a
      distance of 129.77 feet to a point, being a No.4 Rebar, #11463; Thence
      S74°58'17"W,
      a
      distance of 230.00 feet to a point, being a No.4 Rebar, #11463; Thence
      S15°05'46"E,
      a
      distance of 125.04 feet to a point, being the Southeast corner of “PARCEL I”,
      and being a point on the Northerly line of Interstate I-40, frontage road (NMP
      1-040-3(31)137); Thence southwesterly along said Interstate 40 right of way
      line
      on a curve (radius=2414.69', chord=S75°57'39"W,
      a
      distance of 126.94 feet) delta=3°00'45",
      through an arc to the right a distance of 126.95 feet to a point, being R/W
      cap
      8060, #11599; Thence along said Interstate 40 right of way line, S77°28'01"W,
      a
      distance of 298.81 feet to a point, being R/W cap 8059, #11599; Thence
      southwesterly along said Interstate 40 right of way line on a curve
      (radius=2670.60', chord=S76°10'31"W,
      a
      distance of 121.82 feet) delta=2°36'50",
      through an arc to the left a distance of 121.83 feet to a point, being R/W
      cap
      8058, #11599; Thence along said Interstate 40 right of way line, S74°50'12"W,
      a
      distance of 241.61 feet to the Southwest corner of “PARCEL I” and said point of
      beginning.

     

    PARCEL
      II:

    


    Tract
      B-1
      of Plat of Tract B-1, “LANDS
      OF BOWLIN”,
      as the
      same is shown and designated on the plat thereof, filed in the office of the
      County Clerk of Bernalillo County, New Mexico on October 5, 1993 in Volume
      93C, Folio 288,
      records
      of Bernalillo County, New Mexico; EXCEPTING FROM PARCEL I and II those portions
      conveyed to the New Mexico State Highway and Transportation Department by
      Warranty Deeds recorded April 5th,
      2000 in
      Book A4, pages 2706 and 2707 as Document Nos. 2000032849 and 2000032850, records
      of Bernalillo County, New Mexico, all being more particularly described as
      follows:

    


    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

       

    

    Beginning
      at the Southwest corner of the herein described “PARCEL II”, being a point on
      the Northerly line of Interstate 40, frontage road (NMP 1-040-3(31) 137); Thence
      N15°05'46"W,
      a
      distance of 125.04 feet to a point, being the Northwest corner of “PARCEL II”;
      Thence N74°58'17"E,
      a
      distance of 230.00 feet to a point, being a No.4 Rebar, #11463; Thence
      N74°58'17"E,
      a
      distance of 100.00 feet to a point; Thence S15°02'56"E,
      a
      distance of 10.00 feet to a point; Thence N74°57'04"E,
      a
      distance of 82.53 feet to a point; Thence northeasterly on a curve
      (radius=527.00', chord=N65°34'34"E,
      a
      distance of 171.69 feet) delta=18°45'00",
      through an arc to the left a distance of 172.46 feet to a point; Thence
      N53°31'18"E,
      a
      distance of 203.50 feet to a point; Thence northeasterly on a curve
      (radius=1001.00', chord=N74°57'23"E,
      a
      distance of 643.52 feet) delta=37°30'00",
      through an arc to the right a distance of 655.15 feet to a point, being a “spike
      found”; Thence S86°17'37"E,
      a
      distance of 169.91 feet to a point, being the Northeast corner of “PARCEL II”
and also being a No.4 Rebar, #11463; Thence S03°27'27"W,
      a
      distance of 63.97 feet to a point, being the Southeast corner of “PARCEL II”,
      being a point on the Northerly line of Interstate 40, frontage road (NMP
      1-040-3(31)137), and being R/W cap 8067, #11599; Thence along said Interstate
      40
      right of way line, S81°50'44"W,
      a
      distance of 55.03 feet to a point, being R/W cap 8066, #11599; Thence
      southwesterly along said Interstate 40 right of way line on a curve
      (radius=3051.18', chord=S75°59'55"W,
      a
      distance of 621.10 feet) delta=11°41'00",
      through an arc to the left a distance of 622.18 feet to a point, being R/W
      cap
      8065, #11599; Thence along said Interstate 40 right of way line, S70°09'01"W,
      a
      distance of 490.72 feet to a point, being R/W cap 8064, #11599; Thence along
      said Interstate 40 right of way line, S37°06'58"W,
      a
      distance of 96.14 feet to a point, being R/W cap 8063, #11599; Thence
      along said Interstate 40 right of way line, S70°03'54"W,
      a
      distance of 135.04 feet to a point; Thence southwesterly along said Interstate
      40 right of way line on a curve (radius=2414.69', chord=S72°18'48"W,
      a
      distance of 180.45 feet) delta=4°16'57",
      through an arc to the right a distance of 180.49 feet to a point, being the
      Southwest corner of “PARCEL II” and said point of beginning.

    


    PARCEL
      III:

    


    A
      certain
      tract of land situate within projected Section 3, Township 9 North, Range 1
      West
      of the N.M.P.M., Bernalillo County, New Mexico, being more particularly
      described as follows:

    


    Beginning
      at the Northwest corner of the herein described “PARCEL III”, from which point
      the section corner common to sections 3 and 4, T.9N. and sections 33 and 34,
      T.10N., R.1W., N.M.P.M., being an aluminum stamped cap, #11599, bears
      N.13°59'07"W.
      a distance of 153.19 feet, thence N.05°47'23"E.,
      a distance of 2122.80 feet to said section corner; Thence from point of
      beginning, S.89°06'35"E.,
      a distance of 4928.09 feet to a point, being a No.5 Rebar, #11608, being the
      Northeast corner of “PARCEL III” and being a point on the Northerly line of
      Interstate 40, frontage road (NMP 1-040-3(31) 137); Thence along said Interstate
      40 right of way line, S74°56'46"W,
      a
      distance of 2207.69 feet to a point, being R/W cap 8071, #11599; Thence
      southwesterly along said Interstate 40 right of way line on a curve
      (radius=2559.05', chord=S78°43'27"W,
      a
      distance of 279.59 feet) delta=6°15'47",
      through an arc to the right a distance of 279.73 feet to a point, being R/W
      cap
      8070, #11599; Thence along said Interstate 40 right of way line, S81°50'21"W,
      a
      distance of 611.03 feet to a point, being R/W cap 8069, #11599; Thence along
      said Interstate 40 right of way line, N84°07'23"W,
      a
      distance of 135.22 feet to a point, being R/W cap 8068, #11599; Thence along
      said Interstate 40 right of way line, S81°50'27"W,
      a
      distance of 66.78 feet to a point, being R/W cap 8067, #11599; Thence
      N03°27'27"E,
      a
      distance of 63.97 feet to a point, being a No.4 Rebar, #11463; Thence
      N86°17'37"W,
      a
      distance of 169.91 feet to a point, being a “spike found”; Thence southwesterly
      on a curve (radius=1001.00', chord=S74°57'23"W,
      a
      distance of 643.52 feet) delta=37°30'00",
      through an arc to the left a distance of 655.15 feet to a point; Thence
      S53°31'18"W,
      a
      distance of 203.50 feet to a point; Thence southwesterly on a curve
      (radius=527.00', chord=S65°34'34"W,
      a
      distance of 171.69 feet) delta=18°45'00",
      through an arc to the right a distance of 172.46 to a point; Thence
      S74°57'04"W,
      a
      distance of 82.53 feet to a point; Thence N15°02'56"W,
      a
      distance of 10.00 feet to a point; Thence S74°58'17"W,
      a
      distance of 100.00 feet to a point, being a No.4 Rebar, #11463; Thence
      N15°05'50"W,
      a
      distance of 129.77 feet to a point, being a No.4 Rebar, #11463; Thence
      S74°58'17"W,
      a
      distance of 146.70 feet to a point, being the Southwest corner of “PARCEL III”,
      and being a No.4 Rebar, #11463; Thence N13°59'07"W,
      a
      distance of 1052.83 feet to a point, being the Northwest corner of “PARCEL III”
and said point of beginning.

    


    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    EXHIBIT
      B

    To
      Special Warranty Deed

    


    Permitted
      Exceptions

    


    


    
      	1.  
               	
              Reservations
                contained in Patent from the United States of America to the Town
                of
                Atrisco Grant, recorded August 21, 1905 in Book 35, page 91, records
                Bernalillo County, New Mexico.

            


    

    


    
      	2.  
               	
              Right-of-Way
                Easement recorded June 23, 1930 in Book 112, page 345, records Bernalillo
                County, New Mexico.

            


    

    


    
      	3.  
               	
              Right-of-Way
                Easement recorded December 14, 1953 in Book D 263, page 251, records
                Bernalillo County, New Mexico.

            


    

    


    
      	4.  
               	
              Right-of-Way
                Easement recorded December 14, 1953 in Book D 263, page 253, records
                Bernalillo County, New Mexico.

            


    

    


    
      	5. 
                	
              Easement
                granted to Public Service Company of New Mexico, a New Mexico corporation
                and the Mountain States Telephone and Telegraph Company, a Colorado
                corporation, recorded December 20, 1965 in Book D 793, page 4, records
                Bernalillo County, New Mexico.

            


    

    


    
      	6.  
               	
              Omitted
                on purpose

            


    

    


    
      	7.  
               	
              Omitted
                on purpose.

            


    

    


    
      	8.  
               	
              Omitted
                on purpose.

            


    

    


    
      	9.  
               	
              Omitted
                on purpose.

            


    

    


    
      	10.  
               	
              Omitted
                on purpose.

            


    

    


    
      	11. 
                	
              Omitted
                on purpose.

            


    

    


    
      	12.  
               	
              Right
                of Way and Easement granted to PNM Gas Services, an unincorporated
                division of Public Service Company of New Mexico, a New Mexico corporation
                by instrument recorded February 12, 2003 in Book A50, page 2775 as
                Document No. 2003022818, records of Bernalillo County, New
                Mexico.

            


    

    


    
      	13.  
               	
              Easement
                granted to Public Service Company of New Mexico, a New Mexico corporation
                and Qwest Corporation by instrument recorded March 19, 2003 in Book
                A52,
                page 4352 as Document No. 2003044438, records of Bernalillo County, New
                Mexico.

            


    

    


    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

       

    

    
      	14.  
               	
              Right
                of Way and Easement granted to PNM Gas Services, an unincorporated
                division of Public Service Company of New Mexico, a New Mexico corporation
                by instrument recorded December 5, 2003 in Book A69, page 7553 as
                Document
                No. 2003218017, records of Bernalillo County, New
                Mexico.

            


    

    


    
      	15.  
               	
              Easements
                and other matters, as shown and/or provided for on the recorded plat,
                recorded October 5, 1993 in Volume 93C, folio 288, records of Bernalillo
                County, New Mexico.

            


    

    


    
      	16.  
               	
              Omitted
                on purpose.

            


    

    


    
      	17.  
               	
              
                Omitted
                  on purpose.

              

            


    

    


    
      	18.  
               	
              
                Omitted
                  on purpose.

              

            


    

    


    
      	19.  
               	
              Any
                consequences arising out of the failure to record a Land Division
                and/or
                Summary Plat of the insured premises in the office of the County
                Clerk of
                Bernalillo County, New Mexico.

            


    

    


    
      	20.  
               	
              Omitted
                on purpose.

            


    

    


    
      	21. 
                	
              
                Matters
                  disclosed by that certain ALTA/ACSM Land Title Survey dated May
                  17, 2007,
                  prepared by Brian K. McClintock, N.M.P.S. No. 11597, and recorded
                  May 18,
                  2007 in Book 2007S, page 34 as Document No. 2007073726, records
                  of
                  Bernalillo County, New
                  Mexico.

              

            


    

    


    
      	22. 
                	
              Reservations
                contained in the Quitclaim Deed recorded in Book A36, page 2943 as
                Document No. 20020063133, records of Bernalillo County, New
                Mexico.

            


    

    


    
      	23. 
                	
              Lease
                as evidenced by Memorandum of Lease Agreement recorded May 9, 2007
                in Book
                A136, page 8769 as Document No. 2007068907, records of Bernalillo
                County,
                New Mexico.

            


    

     

     

    
      
        
        

      

      
        5