NOTICE OF INTENTION TO FORECLOSE

                (Under Security Agreement)



To ______________________________________________, Debtor



Address_________________________________________________



You are hereby notified that the undersigned intends to

foreclose under provision of that certain Agreement executed

by you on the _______ of ______________19  , whereby certain

personal property described as follows was given as security

for the payment of indebtedness to Secured Party named below.



                      (Description)



You are hereby further notified that unless you pay, within

___ days from the date hereof, to the undersigned, holder

and owner of the said Agreement, at their office address,

which is listed below, the sum of $         , all of which

is now due and payable pursuant to the conditions of said

Agreement, plus charges at the rate provided for in said

Agreement, from date hereof to date of payment, SECURED

PARTY SHALL TAKE POSSESSION OF SAID PROPERTY.  Further, if

said property sells for less than the amount then due under

terms of the Agreement, you will be obligated to pay the

deficiency.



Dated__________________      _______________________________

                                      SECURED PARTY



                                 Address________________________



                                 _______________________________



                                 By_____________________________





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