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STATE OF WYOMING §
COUNTY OF LINCOLN §
RECEIVED 8/15/2005 at 10:48 AM
RECEIVING # 910909
BOOK: 594 PAGE: 369
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
TRANSFER, ASSIGNMENT AND CONVEYANCE
WHEREAS,
(a)
by Section D of the Sixth Paragraph of the Last Will and Testament and Codicils
of S. Brachman, Deceased ("S. Brachman's Will), separate trusts were
established for the benefit of each of the children of Malcolm K. Brachman,
namely Lynn Brachman Gryll, Malcolm K, Brachman, Jr., and Lisa Brachman,
being the ASSIGNORS herein; each of such ASSIGNORS having attained the
age set out in S. Brachman's Will for the termination and distribution of such
separate trusts, there has heretofore Vested in the ASSIGNORS all of the
properties and assets of such separate trusts;
(b)
by Section F of the Sixth Paragraph of S: .......... Brace's Will,_ a ser)arate_ trust,
called the Malcolm K. Brachman Trust ~. ~MKB...f~.sP'), was established for the
benefit of Malcolm K. Brachman for his tifer~it"P~llowing his death on January
11, 2005, the MKB Trust terminated, and the properties and assets of the MKB
such trustS are now distributable by the successor Trustee thereof, namely Lisa
Brachman, free and clear of trust, to Malcolm K. Brachman's children, being the
undersigned ASSIGNORS;
(c)
(1)by Agreement of Trust ("Etta Agreement of Trust") dated October 2, 1992,
between Etta K. Brachman, as Settlor, and Malcolm K. Brachman and Marilyn
Brachman Hoffman, as original Trustees, Etta K. Brachman created a separate
trust for her own benefit; following her death on December 11, 1998, under the
terms of the Etta Agreement of Trust, a separate trust was established for the
benefit of Malcolm K. Brachman for his life of which Malcolm K. Brachman
was sole Trustee, and following his death on January 11, 2005, separate trusts
were established and are now continuing for the benefit of the children of
Malcolm K. Brachman, the ASSIGNORS herein, namely Lynn Brachman Gryll,
Malcolm K, Brachman, Jr., and Lisa Brachman, who are the Co-Trustees of such
continuing trusts;
(d)
(1)by Agreement of Trust ("Malcolm Agreement of Trust") dated October 10,
1990, titled the "The Brachman Revocable Trust, by and between Malcolm K.
Brachman and Minda D. Brachman, as Settlors, and Malcolm K. Brachman, as
Trustee, such Settlors created trusts for the Settlors' own benefit during their
lives, and following their deaths, for benefit of their children;
(2) Minda D. Brachman and Malcolm K Brachman are both now deceased,
Minda D. Brachman having died on March 19, 2003, and Malcolm K. Brachman
having died on January 11, 2005;
Transfer, Assignment and Conveyance - Page
091.0909
'00370
(3) as a result of the death of Malcolm K. Brachman, under the terms of the
Malcolm Agreement of Trust, Lisa Brachman is the successor Trustee of the
trusts thereunder, and by the terms of the Malcolm Agreement of Trust, such
trusts have now terminated, and the properties and assets of such trusts are now
distributable, free and clear of trust, to the undersigned ASSIGNORS, who are
the children of Malcolm K. Brachman and Minda D. Brachman;
NOW, THEREFORE, for a valuable consideration paid to the undersigned,
the receipt and sufficiency of which are hereby acknowledged, the undersigned:
LYNN BRACHMAN GRYLL, of Chicago, Illinois, individually and as Co-
Trustee of separate trusts under the Etta Agreement of Trust;
MALCOLM K. BRACHMAN, JR., of Evanstbn, Illinois, individually and as
Co-Trustee of separate trusts under the Etta Agreement of Trust; and
LISA BRACHMAN, of Chapel Hill, North Carolina, individually and as
Trustee of the MKB Trust under S. Brachman's Will, as Co-Trustee of the
separate trusts under the Etta Agreement of Trust and as Trustee of the trusts
established under the Malcolm Agreement of Trust
(collectively "ASSIGNORS" and singularly an "ASSIGNOR"),
have each severally GRANTED, SOLD, TRANSFERRED, ASSIGNED and CONVEYED,
and by these presents do each severally GRANT, SELL, TRANSFER, ASSIGN and
CONVEY, unto:
Sun Natural Resources, Ltd.
8080 North Central Expressway, Suite 1090
Dallas, Texas 75206
("ASSIGNEE")
all of their respective rights, titles and interests in and to the properties and interests in the
State of Wyoming which are described on the schedule attached as Exhibit A hereto, of
whatsoever nature and however acquired, including the interests acquired by them as above
recited.
Notwithstanding any particular description or reference contained in Exhibit
"A" attached hereto, it is intended to assign and convey by this Transfer, Assignment and
Conveyance, and there are assigned and conveyed thereby, all of the rights, titles and
interests of Assignors in and to any and all lands in the county named on Exhibit "A",
including, but not limited to lands, LEASES, and oil, gas, minerals specifically described.
Transfer, Assignment and Conveyance - Page 2
0 L0909
([00371
Assignor agrees to execute such further assurances as may be requisite for the
full and complete enjoyment of the rights herein granted and agrees that Assignee herein
shall have the right at any time to redeem for said Assignor by payment, any mortgage,
taxes, or other liens on the described lands, upon default in payment by Assignor, and be
subrogated to the rights of the holder thereof.
Each transfer, assignment and conveyance herein made is made without
warranty of title, express or implied.
Each transfer, assignment and conveyance herein made shall be effective for
all purposes as of the 1st day of May, 2005, at 12.01 A.M.
This instrument may be executed in counterparts, and it shall not be necessary
for all ASSIGNORS to join in the execution of a single counterpart.
EXECUTED this F~ '~. ~
day of ~,-//~,c.,~.------- ,2005.
ASSIGNOR: ASSIGNEE:
Brachman GryI1 ,'-t-n'dividuall y
and as Co-Trustee of separate
Trusts under the Etta Agreement of Trust
Malcolm K. Brachman, Jr., Individually
and as Co-Trustee of separate
Trusts under the Etta Agreement of Trust
Lisa Brachman, Individually
and as Trustee of the MKB Trust under S.
Brachman's Will, as Co-Trustee of separate
Trusts under the Etta Agreement of Trust
And as Trustee of the trusts established under the
Malcolm Agreement of Trust
Sun Natural Resources, Ltd.
By it's General Partner
Sun Natural Gas, L.L.C_(."~-,
, Gregory~e, President
UPON RECORDATION MAIL BACK TO:
Sun Natural Resources, Ltd.
8080 North Central Expwy., Ste. 1090
Dallas, TX 75206
(972) 680-9737
Transfer, Assignment and Conveyance - Page 3
' 00372
THE STATE OF -te ~ §
COUNTY OF ~.~_~ §
~e foregoing instrument was acknowledged before me this ~ '2 d~ay of
,2005, by LYNN BRACHMAN GRYLL in the capacity stated
herein~
ROBERTA J PYSZ
~ Comml~lon Expires
May ~S, ~009
· s,^z OF--F
COUNTY OF
Ta~he foregoing inStrument was acknowledged before me this~'~ d~ay of
, 2005, by MALCOLM K. BRACHMAN, JR. in the capacity
st
ROBERTA J I~Z
My Commission Expires
May 18, 2009
THE STATE OF /~ §
COUNTY OF
The foregoing instrument was acknowledged before me this~"] "d-~ay of
,2005, by LISA BRACHMAN in the capacity~d herein.
My Comml~lon Explr®s
May 18. 2009
Transfer, Assignment and Conveyance - Page 4
:00373
THE STATE OF -'f"'(-~ 5' §
COUNTY OF C-~~~.
This instrument was acknowledged before me on the ~ '~ day ofqJ~ ,2005
by Gregory A. Vance, President of Sun Natural Resources, Ltd. By it's~Gener~l Partner
Sun Natural Gas, L. L. C., on behalf of said Texas Limited Partnership.
My Commission Expires:
Transfer, Assignment and Conveyance - Page 5
09 0909
" 00374
Exhibit "A"
Attached to and made part of that certain Assignment, Conveyance, and Bill of Sale, effective
May 1, 2005 from Lynn Brachman Gryll, Malcolm K. Brachman, Jr., and Lisa Brachman,
"Assignors" to Sun Natural Resources, Ltd. "Assignee"
Lincoln County, Wyoming
Township 20North -Range 120 West
All of Section 29.
Lots 5,6,7,8,E/2,E/2 of W/2 Section 30
Lots 5,6,7,8,E/2,E/2 of W/2 Section 31
All of Section 32
Containing 2,533.96 acres, more or less
Township 19 North - Range 120 West
Lots 5,7,8, SE/4 of NE/4, S/2 of NW/4, S/2 of Section 3
Lots 5,6,7,8, S/2 of N/2, S/2 of Section 4
Containing 1,193.34 acres, more or less
NOTWHISTANDING ANY PARTICULAR DESCRIPTION OR REFERENCE
CONTAINED IN THE FOREGOING DESCRIPTIONS, IT IS INTENDED TO ASSIGN
AND CONVEY BY THE INSTRUMENT TO WHICH THIS EXHIBIT IS ATTACHED,
AND THERE ARE ASSIGNED AND CONVEYED THEREBY, ALL OF THE RIGHTS,
TITLES AND INTERESTS OF ASSIGNORS IN AND TO ANY AND ALL LANDS IN
THE COUNTY HERINABOVE DESCRIBED, INCLUDING, BUT NOT LIMITED TO
THE LANDS AND LEASES HERINABOVE SPECIFICALLY DESCRIBED