FSA-2028 Security Agreement

This form is available electronically. Form Approved - OMB No. 0560-0238

(See Page 7 for Privacy Act and Public Burden Statements).

FSA-2028 U.S. DEPARTMENT OF AGRICULTURE Position 1 (12-31-07) Farm Service Agency SECURITY AGREEMENT
1. THIS SECURITY AGREEMENT, dated (a)		    	, is made between the United States
of America, acting through the U.S. Department of Agriculture, Farm Service Agency (Secured Party) and (b)				     
     
     
(Debtor), whose mailing address is (c)	     
     
     
2. BECAUSE Debtor is justly indebted to Secured Party as evidenced by one or more certain promissory notes or other instruments, and in the future may incur additional indebtedness to Secured Party which will also be evidenced by one or more promissory notes or other instruments, all of which are called "Note," which has been executed by Debtor, is payable to the order of Secured Party, and authorizes acceleration of the entire indebtedness at the option of Secured Party upon any default by Debtor; and The Note evidences a loan to Debtor, and Secured Party at any time may assign the Note to any extent authorized by the Consolidated Farm and Rural Development Act or any other Act administered by Secured Party; and It is the purpose and intent of this Security Agreement to secure prompt payment of the Note and the timely performance of all obligations and covenants contained in this Security Agreement; and NOW THEREFORE, in consideration of said loans and (1) to secure the prompt payment of all existing and future indebtedness and liabilities of Debtor to Secured Party and of all renewals and extensions of such indebtedness and any additional loans or future advances to Debtor before or after made by Secured Party under the then existing provisions of the Consolidated Farm and Rural Development Act or any other Act administered by Secured Party all with interest; (2) in any event and at all times to secure the prompt payment of all advances and expenditures made by Secured Party, with interest, as described in this Security Agreement; and (3) the timely performance of every covenant and agreement of Debtor contained in this Security Agreement or in any supplementary agreement. DEBTOR GRANTS to Secured Party a security interest in Debtor's interest in the following described collateral, including the proceeds and products thereof, accessions thereto, future advances and security acquired hereinafter (collateral); provided however the following description of specific items of collateral shall not in any way limit the collateral covered by this Security Agreement and the Secured Party's interest therein (a):
     

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FSA-2028 (12-31-07) Page 2 of 7

(b) All crops, annual and perennial, and other plant or farm products now planted, growing or grown, or harvested or which are planted after this Security Agreement is signed or otherwise become growing or harvested crops or other plant products (1) within the one-year period or any longer period of years permissible under State law, or (2) at any time after this Security Agreement is signed if no fixed maximum period is prescribed by State law, including crops and plant products now planted, to be planted, growing or grown or harvested on the following described real estate:
(1) Farm or Other Real Estate Owner	(2) Approximate Number of Acres	(3) County and State	(4) Approximate Distance and Direction from Named Town or Other Description
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     
     	     	     	     

Including all entitlements, benefits, and payments from all State and Federal farm programs; all crop indemnity payments; all payment intangibles arising from said crops and all general intangibles arising from said crops; and all allotments and quotas existing on or leased and transferred or to be leased and transferred to the above described farms as well as any proceeds derived from the conveyance or lease and transfer by the Debtor to any subsequent party.

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(c) All farm and other equipment (except small tools and small equipment such as hand tools, power lawn mowers and other items of like type unless described below), and inventory, now owned or hereafter acquired by Debtor, together with all replacements, substitutions, additions, and accessions thereto, including but not limited to the following which are located in the State(s)
	of (1)		     							:
(2) Line No.		(3) Quantity		(4) Kind	(5) Manufacturer	(6) Size and Type	(7) Condition	(8) Year	(9) Serial or Model No.
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	    	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	    	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		     	     	     	     	     	     
     		     		    	     	     	     	     	     
     		     		     	     	    	     	     	     
     		     		     	     	    	     	     	     
     		     		     	     	     	     	     	     

(10) Including the following described fixtures which are affixed, or are to be affixed to real estate, as extracted collateral; or timber

to be cut, all of which, together with the associated real estate, are more particularly described as follows:

     
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FSA-2028 (12-31-07) Page 4 of 7

(d) All livestock (except livestock and poultry kept primarily for subsistence purposes), fish, bees, birds, furbearing animals, other animals produced or used for commercial purposes, other farm products, and supplies, now owned or hereafter acquired by Debtor, together with all increases, replacements, substitutions, and additions thereto, including but not limited to the following
	located in the State(s) of (1)				     						:
(2) Line No.		(3) Quantity		(4) Kind or Sex		(5) Breed	(6) Color	(7) Weight	(8) Age	(9) Brand or Other Identification
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     
     		     		     		     	     	     	     	     

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FSA-2028 (12-31-07) Page 5 of 7

(e) All accounts, deposit accounts, goods, supplies, inventory, supporting obligations, investment property, certificates of title,

payment intangibles, and general intangibles, including but not limited to the following:

     

3. DEBTOR WARRANTS, COVENANTS, AND AGREES THAT:

(a) Debtor is the absolute and exclusive owner of the above-described collateral, and any marks or brands used to describe

livestock are the holding brands and carry the title, although the livestock may have other marks or brands, and such collateral

is free from all liens, encumbrances, security and other interests except (1) any existing liens, encumbrances, security or other

interests in favor of Secured Party which shall remain in full force and effect; (2) any applicable landlord's statutory liens; and

(3) other liens, encumbrances, security or other interests previously disclosed to Secured Party in the loan application, farm

operating plan or other loan documents. Debtor will defend the collateral against the claims and demands of all other persons.

(b) Statements contained in Debtor's loan application and related loan documents are true and correct and that Debtor's name, as

stated in the loan application and in this Security Agreement, is Debtor's complete legal name; and Debtor will (1) use the

loan funds for the purposes for which they were or are advanced; (2) comply with such farm operating plans as may be agreed

upon from time to time by Debtor and Secured Party; (3) care for and maintain collateral in a good and husbandlike manner;

(4) insure the collateral in such amounts and manner as may be required by Secured Party, and if Debtor fails to do so,

Secured Party, at its option, may procure such insurance; (5) permit Secured Party to inspect the collateral at any reasonable

time; (6) not abandon the collateral or encumber, conceal, remove, sell or otherwise dispose of it or of any interest in the

collateral, or permit others to do so, without the prior written consent of Secured Party; (7) not permit the collateral to be

levied upon, injured or destroyed, or its value to be impaired, except by using harvested crops in amounts necessary to care for

livestock covered by this Security Agreement; and (8) maintain accurate records of the collateral, furnish Secured Party any

requested information related to the collateral and allow Secured Party to inspect and copy all records relating to the collateral.

(c) Debtor will pay promptly when due all (1) indebtedness evidenced by the Note and any indebtedness to Secured Party secured

by this Security Agreement; (2) rents, taxes, insurance premiums, levies, assessments, liens, and other encumbrances, and costs

of lien searches and maintenance and other charges now or later attaching to, levied on, or otherwise pertaining to the collateral

or this security interest; (3) filing or recording fees for instruments necessary to perfect, continue, service, or terminate this

security interest; and (4) fees and other charges now or later required by regulations of the Secured Party.

(d) Secured Party is authorized to file financing statements describing the collateral, to file amendments to the financing

statements and to file continuation statements.

(e) Debtor will immediately notify Secured Party of any material change in the collateral or in the collateral's location; change in

Debtor's name, address, or location; change in any warranty or representation in this Security Agreement; change that may

affect this security interest or its perfection; and any event of default.

(f) Secured Party may at any time pay any other amounts required in this instrument to be paid by Debtor and not paid when due,

including any costs and expenses for the preservation or protection of the collateral or this security interest, as advances for the

account of Debtor. All such advances shall bear interest at the rate borne by the Note which has the highest interest rate.

(g) All advances by Secured Party as described in this Security Agreement, with interest, shall be immediately due and payable by

Debtor to Secured Party without demand and shall be secured by this Security Agreement. No such advance by Secured Party

shall relieve Debtor from breach of the covenant to pay. Any payment made by Debtor may be applied on the Note or any

indebtedness to Secured Party secured hereby, in any order Secured Party determines.

(h) In order to secure or better secure the above-mentioned obligations or indebtedness, Debtor agrees to execute any further

documents, including additional security instruments on such real and personal property as Secured Party may require and to

take any further actions reasonably requested by Secured Party to evidence or perfect the security interest granted herein or to

effectuate the rights granted to Secured Party herein.

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FSA-2028 (12-31-07) Page 6 of 7

4. IT IS FURTHER AGREED THAT:

(a) Until default, Debtor may retain possession of the collateral.

(b) Default shall exist under this Security Agreement if Debtor fails to perform or discharge any obligation or to pay promptly any

indebtedness secured by this Security Agreement or to observe or perform any covenants or agreements in this Security

Agreement or in any supplementary agreement contained, or if any of Debtor's representations or warranties herein prove false

or misleading, or upon the death or incompetency of the parties named as Debtor, or upon the bankruptcy or insolvency of any

one of the parties named as Debtor. Default shall also exist if any loan proceeds are used for a purpose that will contribute to

excessive erosion of highly erodible land or to the conversion of wetlands, as described in 7 CFR Part 1940, Subpart G,

Exhibit M or any successor regulation. Upon any default:

(1) Secured Party, at its option, with or without notice as permitted by law may (a) declare the unpaid balance on the Note and

any indebtedness secured by this Security Agreement immediately due and payable; (b) enter upon the premises and

cultivate and harvest crops, take possession of, repair, improve, use, and operate the collateral or make equipment usable,

for the purpose of protecting or preserving the collateral or this lien, or preparing or processing the collateral for sale, and

(c) exercise any sale or other rights accorded by law. Secured Party may disclaim all warranties relating to title,

possession, quiet enjoyment, merchantability, fitness or the like in any disposition of the collateral;

(2) Debtor (a) agrees to assemble the collateral and make it available to Secured Party at such times and places as designated

by Secured Party; and (b) waives all notices, exemptions, compulsory disposition and redemption rights;

(3) A default shall exist under any other security instrument held by Secured Party and executed or assumed by Debtor on

real or personal property. Likewise, default under such other security instrument shall constitute default under this

Security Agreement.

(c) Proceeds from disposition of collateral shall be applied first on expenses of retaking, holding, preparing for sale, processing,

selling and the like and for payment of reasonable attorneys' fees and legal expenses incurred by Secured Party, second to the

satisfaction of prior security interests or liens to the extent required by law and in accordance with current regulations of the

Secured Party, third to the satisfaction of indebtedness secured by this Security Agreement, fourth to the satisfaction of

subordinate security interests to the extent required by law, fifth to any obligations of Debtor owing to Secured Party and

sixth to Debtor. Any proceeds collected under insurance policies shall be applied first on advances and expenditures made by

Secured Party, with interest, as provided above, second on the debt evidenced by the Note, unless Secured Party consents in

writing to their use by Debtor under Secured Party's direction for repair or replacement of the collateral, third on any other

obligation of Debtor owing to Secured Party, and any balance shall be paid to Debtor unless otherwise provided in the

insurance policies. Debtor will be liable for any deficiency owed to Secured Party after such disposition of proceeds of the

collateral and insurance.

(d) It is the intent of Debtor and Secured Party that to the extent permitted by law and for the purpose of this Security Agreement,

no collateral covered by this Security Agreement is or shall become realty or accessioned to other goods.

(e) Debtor agrees that the Secured Party will not be bound by any present or future State exemption laws. Debtor expressly

WAIVES the benefit of any such State laws.

(f) Secured Party may comply with any applicable State or Federal law requirements in connection with the disposition of the

collateral and compliance will not be considered to adversely affect the commercial reasonableness of any sale of the collateral.

(g) This Security Agreement is subject to the present regulations of the Secured Party and to its future regulations not inconsistent

with the express provisions of this Security Agreement.

(h) If any provision of this Security Agreement is held invalid or unenforceable, it shall not affect any other provisions, but this

Security Agreement shall be construed as if it had never contained such invalid or unenforceable provision.

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FSA-2028 (12-31-07) Page 7 of 7

(i) The rights and privileges of Secured Party under this Security Agreement shall accrue to the benefit of its successors and

assigns. All covenants, warranties, representations, and agreements of Debtor contained in this Security Agreement are joint

and several and shall bind personal representatives, heirs, successors, and assigns.

(j) If at any time it shall appear to Secured Party that Debtor may be able to obtain a loan from other credit sources, at

reasonable rates and terms for loans for similar purposes and periods of time, Debtor will, upon Secured Party's request,

apply for and accept such loan in sufficient amount to pay the Note and any indebtedness secured by this Security

Agreement. Debtor will be responsible for any application fees or purchase of stock in connection with such loan.

(k) Failure of the Secured Party to exercise any right, whether once or often, shall not be construed as a waiver of any covenant or

condition or of the breach of such covenant or condition. Such failure shall also not affect the exercise of such right without

notice upon any subsequent breach of the same or any other covenant or condition.

(l) SECURED PARTY HAS INFORMED DEBTOR THAT DISPOSAL OF PROPERTY COVERED BY THIS

SECURITY AGREEMENT WITHOUT THE CONSENT OF SECURED PARTY, OR MAKING ANY FALSE

STATEMENT IN THIS SECURITY AGREEMENT OR ANY OTHER LOAN DOCUMENT, MAY CONSTITUTE A

VIOLATION OF FEDERAL CRIMINAL LAW.

5. CERTIFICATION

I certify that the information provided is true, complete and correct to the best of my knowledge and is provided in good faith. (Warning: Section 1001 of Title 18, United States Code, provides for criminal penalties to those who provide false statements. If any information is found to be false or incomplete, such finding may be grounds for denial of the requested action.)

6A.			     	6B.			     
	      Signature (Debtor)		Date		      Signature (Debtor)		Date

Space provided for additional signatures.

NOTE:

The following statements are made in accordance with the Privacy Act of 1974 (5 USC 552a): the Farm Service Agency (FSA) is authorized by the Consolidated Farm and Rural Development Act, as amended (7 USC 1921 et seq.), or other Acts, and the regulations promulgated thereunder, to solicit the information requested on its application forms. The information requested is necessary for FSA to determine eligibility for credit or other financial assistance, service your loan, and conduct statistical analyses. Supplied information may be furnished to other Department of Agriculture agencies, the Internal Revenue Service, the Department of Justice or other law enforcement agencies, the Department of Defense, the Department of Housing and Urban Development, the Department of Labor, the United States Postal Service, or other Federal, State, or local agencies as required or permitted by law. In addition, information may be referred to interested parties under the Freedom of Information Act, to financial consultants, advisors, lending institutions, packagers, agents, and private or commercial credit sources, to collection or servicing contractors, to credit reporting agencies, to private attorneys under contract with FSA or the Department of Justice, to business firms in the trade area that buy chattel or crops or sell them for commission, to Members of Congress or Congressional staff members, or to courts or adjudicative bodies. Disclosure of the information requested is voluntary. However, failure to disclose certain items of information requested, including Social Security Number or Federal Tax Identification Number, may result in a delay in the processing of an application or its rejection. According to the Paperwork Reduction Act of 1995, an agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a valid OMB control number. The valid OMB control number for this information collection is 0560-0238. The time required to complete this information collection is estimated to average 20 minutes per response, including the time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. RETURN THIS COMPLETED FORM TO YOUR COUNTY FSA OFFICE.

The U.S. Department of Agriculture (USDA) prohibits discrimination in all its programs and activities on the basis of race, color, national origin, age, disability, and where applicable, sex, marital status, familial status, parental status, religion, sexual orientation, genetic information, political beliefs, reprisal, or because all or part of an individual's income is derived from any public assistance program. (Not all prohibited bases apply to all programs.) Persons with disabilities who require alternative means for communication of program information (Braille, large print, audiotape, etc.) should contact USDA's TARGET Center at (202) 720-2600 (voice and TDD). To file a complaint of discrimination, write to USDA, Director, Office of Civil Rights, 1400 Independence Avenue, S.W., Washington, D.C. 20250-9410, or call (800) 795-3272 (voice) or (202) 720-6382 (TDD). USDA is an equal opportunity provider and employer.