EX-10.1B 4 ex_101b.htm EXHIBIT 10.1B
EXHIBIT 10.1b
Exhibits and Disclosure Letters to the Asset Purchase Agreement, dated as of December 6, 2002 by and among Energetic Systems Inc. LLC, UTeC Corporation, LLC, SEC Investment Corp. LLC, DetaCorp Inc. LLC, Energetic Properties, LLC, Slurry Explosive Corporation, Universal Tech Corporation, El Dorado Chemical Company, LSB Chemical Corp., LSB Industries, Inc. and Slurry Explosive Manufacturing Corporation, LLC, which Asset Purchase Agreement the Company filed as Exhibit 2.1 to the Company's Form 8-K, dated December 12, 2002.
EXHIBITS TO ASSET PURCHASE AGREEMENT
Exhibit 2.1 Allocation of Assets Among the Buyers
Exhibit 2.1(d) Accounts Receivable
Exhibit 2.2(n) Excluded Seller Contracts
Exhibit 2.2(o) Excluded Property and Assets
Exhibit 2.3 Prepaid Lease Obligations
Exhibit 2.4(a) Allocation of Responsibility for the Assumed Liabilities Among the Buyers
Exhibit 2.7(a)(i) Bill of Sale
Exhibit 2.7(a)(ii) Assignment and Assumption Agreement
Exhibit 2.7(a)(iv) Assignment of Marks, Patents and Copyrights
Exhibit 2.7(a)(vi) Noncompetition Agreements
Exhibit 2.7(a)(vii) Escrow Agreement
Exhibit 2.7(a)(xi) Transitional Services Agreement
Exhibit 2.7(a)(xii) Use and License Agreement
Exhibit 2.8 Inventory Adjustment Amount Calculation
Exhibit 2.9 (intentionally left blank)
Exhibit 7.3 Material Consents
Exhibit 7.4(a) Legal Opinion - Sellers
Exhibit 7.7 Assignment and Assumption of Lease Agreement
Exhibit 7.8 Orica Noncompetition Agreement
Exhibit 7.11 Key Employees
Exhibit 7.13 Environmental Questionnaire
Exhibit 8.3 Consents
Exhibit 8.4 Legal Opinion - Buyers

DISCLOSURE LETTERS TO ASSET PURCHASE AGREEMENT
Part 2.1(b) Tangible Personal Property
Part 2.1(k) Indemnification Rights Relating to Assets/Assumed Liabilities
Part 3.1 Sellers' Jurisdiction of Incorporation/Qualification to Do Business
Part 3.2(b) Adverse Effects of Execution of Agreement by Sellers
Part 3.2(c) Required Notices and Consents
Part 3.6 Description of Owned Real Property
Part 3.7 Description of Leased Real Property
Part 3.8(a) Real Estate Encumbrances and Permitted Real Estate Encumbrances
Part 3.8(b) Non-Real Estate Encumbrances and Permitted Non-Real Estate Encumbrances
Part 3.9(a) Encroachments
Part 3.9(b) Tangible Personal Property Not in Possession of Sellers
Part 3.10 Accounts Receivable as of Interim Balance Sheet Date
Part 3.15(a) Employee Plans
Part 3.16(a) Exceptions to Compliance with Legal Requirements
Part 3.16(b) Governmental Authorizations; Exceptions to Compliance
Part 3.17(a) Legal Proceedings
Part 3.17(b) Orders
Part 3.19(a) Seller Contracts
Part 3.19(c) Exceptions to Compliance with Seller Contracts
Part 3.20(a) Insurance Policies
Part 3.20(b) Self Insurance Arrangements
Part 3.21 Exceptions to Representations on Environmental Matters
Part 3.21 (g) List of Environmental Reports, Studies, Analyses, Tests and Monitoring Data
Part 3.22(a) Employee Information
Part 3.23(b) Exceptions to Representations Concerning Labor Disputes
Part 3.24(d) Patents; Exceptions to Representations; Assignment of

Exhibit 2.1

Energetic Systems Inc., LLC. |  |  |  |  |  |  |  |  |  |  |  |
Summary Asset Distribution |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Value |  |
|  | DetaCorp |  | SEC |  | UTeC |  | Properties |  | Dec 1 2002 |  |
Leases |  |  |  |  |  |  |  | 123,000.00 |  | 123,000.00 |  |
Magazines |  | 90,000.00 |  |  |  |  |  |  |  | 90,000.00 |  |
Oklahoma Office |  |  |  | 8,900.00 |  |  |  |  |  | 8,900.00 |  |
Pryor Mine Services |  | 333,000.00 |  |  |  |  |  |  |  | 333,000.00 |  |
Retail |  |  |  | 90,000.00 |  |  |  |  |  | 90,000.00 |  |
Rail Site |  | 176,500.00 |  |  |  |  |  |  |  | 176,500.00 |  |
Retail |  |  |  | 428,600.00 |  |  |  |  |  | 428,600.00 |  |
Detagel Buildings |  | 1,095,275.00 |  |  |  |  |  |  |  | 1,095,275.00 |  |
Common Equipment |  | 266,500.00 |  |  |  |  |  |  |  | 266,500.00 |  |
Detagel Plant |  | 2,071,525.00 |  |  |  |  |  |  |  | 2,071,525.00 |  |
Kinepak |  | 914,700.00 |  |  |  |  |  |  |  | 914,700.00 |  |
Energetics Plant |  | 1,176,500.00 |  |  |  |  |  |  |  | 1,176,500.00 |  |
Underwater Test Facility |  |  |  |  |  | 91,500.00 |  |  |  | 91,500.00 |  |
Pruf Plant |  |  |  |  |  | 103,000.00 |  |  |  | 103,000.00 |  |
Jayhawk R & D |  |  |  |  |  | 187,500.00 |  |  |  | 187,500.00 |  |
Patents |  |  |  |  |  | 17,500.00 |  |  |  | 17,500.00 |  |
Accounts Receivable - Trade |  |  |  | 1,253,612.00 |  |  |  |  |  | 1,253,612.00 |  |
Accounts Receivable - Employees |  | 4,500.00 |  | 12,275.00 |  | 8,500.00 |  |  |  | 25,275.00 |  |
Inventory |  | 1,409,519.00 |  |  |  |  |  |  |  | 1,409,519.00 |  |
Inventory: capital spares |  | 251,000.00 |  |  |  |  |  |  |  | 251,000.00 |  |
Prepaid Lease Payments |  |  |  | 51,988.00 |  |  |  |  |  | 51,988.00 |  |
|  | 7,789,019.00 |  | 1,845,375.00 |  | 408,000.00 |  | 123,000.00 |  | 10,165,394.00 |  |

DetaCorp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Value |
|  |  |  |  |  | Size |  |  |  | Dec 1 2002 |
Manufacturing Magazines |  |  |  |  |  |  |  |  |  |  |
M-1 |  | steel |  |  |  | 8 x 38 |  |  |  | 6,000 |
M-2 |  | steel |  |  |  | 10 x 35 |  |  |  | 6,000 |
M-2A |  | steel |  |  |  | 8 x 22 |  |  |  | 4,000 |
M-4 |  | steel |  |  |  | 8 x 20 |  |  |  | 4,000 |
L-1 propellant |  | steel frame / sheeting |  |  |  | 50 x 80 |  |  |  | 70,000 |
|  |  |  |  |  |  |  |  |  | 90,000 |

DetaCorp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
Pryor Mine Services (contractors equipment) |  |  |  |  |  |  |  | Value |
|  |  |  |  |  |  |  |  |  | Dec 1 2002 |
office computers |  |  |  |  |  |  |  |  |  | 2,500 |
general office equipment |  |  |  |  |  |  |  |  |  | 5,500 |
telephone system |  |  |  |  |  |  |  |  |  | 3,500 |
|  |  |  |  |  |  |  |  |  | 11,500 |
1993 Peterbilt |  |  |  | SN 5591 |  |  |  |  |  | 15,000 |
1989 kenworth |  |  |  | SN 7743 |  |  |  |  |  | 10,000 |
1989 Kenworth |  |  |  | SN 4943 |  |  |  |  |  | 9,000 |
1984 Fruehuaf tanker |  |  |  | SN 8113 |  |  |  |  |  | 15,000 |
8 ft van body w/ime 22 Cat Box |  |  |  |  |  |  |  |  |  | 2,000 |
shop crane |  |  |  |  |  |  |  |  |  | 1,000 |
Alph seismograph 3ND digital |  |  |  | SN 581 |  |  |  |  |  | 6,500 |
ANFO bulk bed foe SEC trailer |  |  |  |  |  |  |  |  |  | 8,000 |
ANFO bin 45T |  |  |  |  |  |  |  |  |  | 15,000 |
1978 drill: Reed |  |  |  |  |  |  |  |  |  | 20,000 |
Lincoln welder |  |  |  |  |  |  |  |  |  | 2,000 |
Sullair compressor |  |  |  |  |  |  |  |  |  | 5,000 |
ANFO bin 40T |  |  |  |  |  |  |  |  |  | 15,000 |
3/4 ton pick up (diesel) |  |  |  |  |  |  |  |  |  | 2,500 |
trailer: tri axle low boy |  |  |  |  |  |  |  |  |  | 15,000 |
Bobcat loader |  |  |  |  |  |  |  |  |  | 18,000 |
bulk truck |  |  |  |  |  |  |  |  |  | 40,000 |
shop service tools |  |  |  |  |  |  |  |  |  | - |
1 ton delivery truck |  |  |  |  |  |  |  |  |  | 8,500 |
3/4 to 4-wheel drive |  |  |  |  |  |  |  |  |  | 4,000 |
3/4 ton service unit |  |  |  |  |  |  |  |  |  | 4,000 |
trailer equipment |  |  |  |  |  |  |  |  |  | 3,000 |
seismograph recorcding unit |  |  |  | SN 561 |  |  |  |  |  | 2,500 |
Reed track drill |  |  |  | SN 1060007-76 |  |  |  |  |  | 25,000 |
portable compressor 175 psi |  |  |  |  |  |  |  |  |  | 5,000 |
3 drills and spare parts |  |  |  |  |  |  |  |  |  | 50,000 |
|  |  |  |  |  |  |  |  |  | 301,000 |
magazine |  |  |  |  |  | 6 x 7 x 16 |  |  |  | 2,500 |
trailer magazine |  |  |  |  |  | 40 ft |  |  |  | 8,000 |
magazine |  |  |  |  |  | 20 case |  |  |  | 1,000 |
magazine |  |  |  |  |  | 60 case |  |  |  | 2,000 |
cap magazine |  |  |  |  |  | 4 x 4 x 4 |  |  |  | 1,000 |
magazine |  |  |  |  |  | 20 x 8 x 7 |  |  |  | 6,000 |
|  |  |  |  |  |  |  |  |  | 20,500 |
|  | Total |  |  |  |  |  |  |  | 333,000 |

Deta Corp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Value |
Rail Site Assets |  | Construction |  |  |  | Size |  |  |  | Dec 1 2002 |
scale house |  | timber |  |  |  | 6 x 10 |  |  |  | 2,000 |
removeable equipment |  |  |  |  |  |  |  |  |  | 114,500 |
leasehold improvements |  |  |  |  |  |  |  |  |  | 60,000 |
|  |  |  |  |  |  |  |  |  | 176,500 |

Deta Corp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
Detagel Buildings Complex: Hallowell KS |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Value |
Building Name |  | Description |  |  |  | Dimension |  | Sq Ft |  | Dec 1 2002 |
Solution mix area |  | brick block with transite roof |  | 120 x 65 |  | 7800 |  | 62,400 |
Packaging / east w/house extention | steel frame / sheeting |  |  |  | 130 x 50 |  | 6500 |  | 65,000 |
West w/house extention |  | steel frame / sheeting |  |  |  | 120 x 50 |  | 6000 |  | 60,000 |
NW extention |  | steel frame / sheeting |  |  |  | 44 x 36 |  | 1584 |  |  |
South bulk extention |  |  |  |  |  | 20 x 30 |  | 600 |  | 40,500 |
Valeron storage |  |  |  |  |  | 72 x 40 |  | 2880 |  |  |
|  |  |  |  |  |  |  |  |  | 227,900 |
Services Group |  |  |  |  |  |  |  |  |  |  |
Electrical switchgear building |  | block |  |  |  | 18 x 16 |  | 288 |  | 6,300 |
Air compressor building |  | steel frame / sheeting |  |  |  | 25 x 12 |  | 300 |  | 4,500 |
Old changehouse |  | block / composite roof |  |  | 34 x 33 |  | 1122 |  | 8,975 |
North boiler building |  | steel frame / sheeting |  |  |  | 25 x 15 |  | 3000 |  | 33,000 |
Water pump building |  | block / composite roof |  |  | 10 x 10 |  | 100 |  | 1,600 |
|  |  |  |  |  |  |  |  |  | 54,375 |
Other |  |  |  |  |  |  |  |  |  |  |
Oxidizer building |  | timber frame / steel sheeting |  | 150 x 48 |  | 7200 |  | 72,000 |
Fuels w/house |  | timber frame / steel sheeting |  | 150 x 48 |  | 7200 |  | 72,000 |
X-Pak boiler building |  | timber |  |  |  | 12 x 12 |  | 144 |  | 2,500 |
Maintenance workshop |  | steel frame / sheeting |  |  |  | 60 x 30 |  | 1800 |  | 14,400 |
Guard house |  | timber / composite roof |  |  | 10 x 15 |  | 150 |  | 15,000 |
Drum crusher shelter |  | block / steel sheeting |  |  |  | 15 x 15 |  | 225 |  | 2,600 |
|  |  |  |  |  |  |  |  |  | 178,500 |
Main office building |  | timber frame / shingle roof |  | 80 x 40 |  | 3200 |  | 45,000 |
Truck scale house |  | timber |  |  |  | 6 x 10 |  | 60 |  | 1,200 |
Truck service building |  | steel frame / sheeting |  |  |  | 12 x 12 |  | 144 |  | 2,100 |
|  |  |  |  |  |  |  |  |  | 48,300 |

Energetics |  |  |  |  |  |  |  |  |  |  |
Offices |  | double - wide trailer |  |  |  | 24 x 50 |  | 1200 |  | 50,000 |
Plant building |  | block / steel sheeting |  |  |  | IRR x IRR |  | 12700 |  | 517,500 |
Fuel storage |  | block / steel sheeting |  |  |  | 24 x 24 |  | 576 |  | 15,000 |
Propane storage shelter |  | block / steel sheeting |  |  |  | 16 x 16 |  | 256 |  | 3,700 |
|  |  |  |  |  |  |  |  |  | 586,200 |
|  | Total |  |  |  |  |  |  |  | 1,095,275 |

Deta Corp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Value |
Common Equipment |  |  |  |  |  |  |  | Qty |  | Dec 1 2002 |
Utilities |  |  |  |  |  |  |  |  |  |  |
fire alarm system |  |  |  |  |  |  |  | 1 |  | 60,000 |
telephone / paging system |  |  |  |  |  |  |  | 1 |  | 10,000 |
truck scale |  |  |  |  |  |  |  | 1 |  | 30,000 |
gasoline storage tank |  |  |  |  |  |  |  | 1 |  | 1,000 |
water wagon |  |  |  |  |  |  |  | 1 |  | 2,000 |
|  |  |  |  |  |  |  |  |  | 103,000 |
Offices |  |  |  |  |  |  |  |  |  |  |
computers / networks |  |  |  |  |  |  |  | 1 |  | 10,000 |
software |  |  |  |  |  |  |  |  |  | 5,000 |
office furniture |  |  |  |  |  |  |  |  |  | 5,000 |
|  |  |  |  |  |  |  |  |  | 20,000 |
Warehouse / Magazines |  |  |  |  |  |  |  |  |  |  |
fork lift truck |  |  |  |  |  |  |  | 1 |  | 10,000 |
pallet jacks |  |  |  |  |  |  |  | 2 |  | 1,000 |
|  |  |  |  |  |  |  |  |  | 11,000 |
Maintenance Shop |  |  |  |  |  |  |  |  |  |  |
welder |  |  |  |  |  |  |  | 1 |  | 500 |
band cut-off saw |  |  |  |  |  |  |  | 1 |  | 500 |
industrial press |  |  |  |  |  |  |  | 1 |  | 500 |
air compressor |  |  |  |  |  |  |  | 1 |  | 1,000 |
5 x 5 portable fans |  |  |  |  |  |  |  | 2 |  | 1,000 |
propane storage tank |  |  |  |  |  |  |  | 1 |  | 2,000 |
|  |  |  |  |  |  |  |  |  | 5,500 |
Other |  |  |  |  |  |  |  |  |  |  |
1996 Jeep Larado |  |  |  |  |  |  |  |  |  | 12,000 | Clive Whiteside
1994 Chevy Pick Up |  |  |  | SN 4649 |  |  |  |  |  | 9,500 |
1998 Peterbilt |  |  |  | SN 46381 |  |  |  |  |  | 25,000 |
1980 Fruehuaf. AN tanker |  |  |  | SN 0011 |  |  |  |  |  | 15,000 |
1991 Ford F-150 |  |  |  | SN 6465 |  |  |  |  |  | 2,000 |
1998 Chev 1/2 ton |  |  |  | SN 9167 |  |  |  |  |  | 10,000 |
1980 Fruehuaf. AN tanker |  |  |  | SN 2125 |  |  |  |  |  | 15,000 |
1993 Freightliner |  |  |  | SN 5833 |  |  |  |  |  | 8,500 |
1998 Chevy S10 |  |  |  | SN 91772 |  |  |  |  |  | 8,500 |
1995 Volvo |  |  |  | SN 2120 |  |  |  |  |  | 15,000 |
1986 Monon |  |  |  | SN 8710 |  |  |  |  |  | 3,000 |
1987 Fruehuaf |  |  |  | SN 1852 |  |  |  |  |  | 3,500 | Joplin MO
|  |  |  |  |  |  |  |  |  | 127,000 |
|  | Total |  |  |  |  |  |  |  | 266,500 |

Deta Corp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
Energetics Plant |  |  |  |  |  |  |  |  |  | Value |
|  |  |  |  |  |  |  |  |  | Dec 1 2002 |
North End |  |  |  |  |  |  |  |  |  |  |
AN bin |  |  |  |  |  |  |  |  |  | 20,000 |
Hammermill |  |  |  |  |  |  |  |  |  | 15,000 |
AN feed auger |  |  |  |  |  |  |  |  |  | 5,000 |
propellant conveyor system |  |  |  |  |  |  |  |  |  | 30,000 |
propellant hopper |  |  |  |  |  |  |  |  |  | 10,000 |
empty can conveying system |  |  |  |  |  |  |  |  |  | 10,000 |
mother liquor storage tank |  |  |  |  |  |  |  |  |  | 15,000 |
solution transfer pump and piping |  |  |  |  |  |  |  |  | 15,000 |
conical mixer |  |  |  |  |  |  |  |  |  | 30,000 |
load cell system |  |  |  |  |  |  |  |  |  | 10,000 |
mixer dust extraction system |  |  |  |  |  |  |  |  |  | 27,000 |
propellant dust extraction system |  |  |  |  |  |  |  |  | 18,000 |
product transfer pumo, hopper & piping |  |  |  |  |  |  |  | 32,000 |
product holding tank & recycle pump |  |  |  |  |  |  |  | 23,000 |
packaging feed pumps |  |  |  |  |  |  |  |  |  | 60,000 |
packaging station piping |  |  |  |  |  |  |  |  |  | 7,000 |
tipper-tie machines |  |  |  |  |  |  |  |  |  | 14,000 |
Video Jet code data printer |  |  |  |  |  |  |  |  |  | 7,000 |
finished procduct transfer conveyor system |  |  |  |  |  |  |  | 6,000 |
sump recycle pump and piping |  |  |  |  |  |  |  |  |  | 8,500 |
|  |  |  |  |  |  |  |  |  | 362,500 |
South End |  |  |  |  |  |  |  |  |  |  |
AN bin TA 805 |  |  |  |  |  |  |  |  |  | 25,000 |
SN bin TA 804 |  |  |  |  |  |  |  |  |  | 25,000 |
AN feed auger SC 801 |  |  |  |  |  |  |  |  |  | 5,000 |
SN feed auger SC 802 |  |  |  |  |  |  |  |  |  | 5,000 |
nitrate hammer mill HM 801 |  |  |  |  |  |  |  |  |  | 40,000 |
AN secondary feed auger SC 803 |  |  |  |  |  |  |  |  | 5,000 |
SN secondary feed auger SC 804 |  |  |  |  |  |  |  |  | 5,000 |
hydrolic pump set |  |  |  |  |  |  |  |  |  | 45,000 |
stainless feed hoppers TA 801 / TA 802 |  |  |  |  |  |  |  | 6,000 |
#1 solution tank TA 807 |  |  |  |  |  |  |  |  |  | 20,000 |
#2 solution tank TA 808 |  |  |  |  |  |  |  |  |  | 20,000 |
premix tank TA 806 |  |  |  |  |  |  |  |  |  | 5,000 |
solution transfer pumps P803 / 804 & piping |  |  |  |  |  |  |  | 5,000 |
ribbon mixer RM 801 with load cells |  |  |  |  |  |  |  |  | 30,000 |
product feed pump P 801 & piping |  |  |  |  |  |  |  |  | 30,000 |
product feed tanks TA 809 / 810 |  |  |  |  |  |  |  |  | 10,000 |
packaging feed pump p802 & piping |  |  |  |  |  |  |  |  | 30,000 |
product recycle tank |  |  |  |  |  |  |  |  |  | 3,000 |
product recycle pump p 805 7 piping |  |  |  |  |  |  |  | 5,000 |
sump recycle pump P806 & piping |  |  |  |  |  |  |  |  | 3,000 |
Fillpack packaging machine |  |  |  |  |  |  |  |  |  | 175,000 |
Video Jet Code date printers |  |  |  |  |  |  |  |  |  | 7,000 |
|  |  |  |  |  |  |  |  |  | 504,000 |

Deta Corp Inc., LLC. |  |  |  |  |  |  |  |  |  |  |
DetaGel Manufacturing Equipment |  |  |  |  |  |  |  |  | Value |
|  |  |  |  |  |  |  | Qty |  | Dec 1 2002 |
Raw Material Storage |  |  |  |  |  |  |  |  |  |  |
nitric acid tank |  |  |  |  |  |  |  | 1 |  | 15,000 |
nitric acid pump P105, motor, controls |  |  |  |  |  | 1 |  | 10,250 |
nitric acid piping |  |  |  |  |  |  |  | 1 |  | 8,200 |
dike liner |  |  |  |  |  |  |  | 1 |  | 2,000 |
bulk AN bin - TA 301 |  |  |  |  |  |  |  | 1 |  | 41,000 |
bulk AN bin - TA 302 |  |  |  |  |  |  |  | 1 |  | 30,750 |
sodium perchlorate tank TA 106 |  |  |  |  |  |  |  | 1 |  | 41,000 |
ammonium perchlorate tank TA 105 |  |  |  |  |  |  | 1 |  | 41,000 |
perchlorate transfer pumps P 102, P 104 |  |  |  |  |  | 2 |  | 4,100 |
perchlorate transfer piping |  |  |  |  |  |  |  | 1 |  | 10,250 |
Valeraon storage racking |  |  |  |  |  |  |  | 1 |  | 10,250 |
|  |  |  |  |  |  |  |  |  | 213,800 |
Solution Make Up |  |  |  |  |  |  |  |  |  |  |
solution mix tank TA - 104 |  |  |  |  |  |  |  | 1 |  | 41,000 |
solution holding tank TA 103 |  |  |  |  |  |  |  | 1 |  | 30,750 |
solution transfer pump P 103 |  |  |  |  |  |  |  | 1 |  | 1,000 |
solution piping |  |  |  |  |  |  |  | 1 |  | 5,000 |
nitrate auger SC 102 |  |  |  |  |  |  |  | 1 |  | 5,000 |
hexamine auger SC 101 |  |  |  |  |  |  |  | 1 |  | 5,000 |
|  |  |  |  |  |  |  |  |  | 87,750 |
Mixing |  |  |  |  |  |  |  |  |  |  |
nitrate hopper H 301 with load cells |  |  |  |  |  |  | 1 |  | 20,500 |
hammer mill AM 301 |  |  |  |  |  |  |  | 1 |  | 24,500 |
nitrate feed auger SC 301 |  |  |  |  |  |  |  | 1 |  | 4,000 |
nitrate feed auger SC 302 |  |  |  |  |  |  |  | 1 |  | 4,000 |
premix tank TA 303 |  |  |  |  |  |  |  | 1 |  | 3,000 |
ribbon mixer RM 301 with hydrolic load cells |  |  |  |  |  | 1 |  | 71,750 |
wet vent and recycle system |  |  |  |  |  |  |  | 1 |  | 10,250 |
product recycle tank, pump & piping |  |  |  |  |  |  | 1 |  | 10,250 |
sump water tank, pump & piping |  |  |  |  |  |  |  | 1 |  | 10,250 |
mix transfer pump P301 & piping |  |  |  |  |  |  | 1 |  | 20,500 |
aluminium feeder FE 301 |  |  |  |  |  |  |  | 1 |  | 61,500 |
aluminium drum handling equipment |  |  |  |  |  |  | 1 |  | 30,750 |
aluminium dust handling system |  |  |  |  |  |  |  | 1 |  | 20,500 |
aluminium room jib & hoist |  |  |  |  |  |  |  | 1 |  | 3,000 |
mix room runway beam & hoist |  |  |  |  |  |  |  | 1 |  | 4,000 |
|  |  |  |  |  |  |  |  |  | 298,750 |
Packaging |  |  |  |  |  |  |  |  |  |  |
process feed tanks |  |  |  |  |  |  |  | 3 |  | 17,875 |

process feed pumps & piping |  |  |  |  |  |  |  | 3 |  | 12,300 |
K-P packaging machines |  |  |  |  |  |  |  | 3 |  | 535,000 |
cord pullers |  |  |  |  |  |  |  | 3 |  | 3,000 |
box scales |  |  |  |  |  |  |  | 3 |  | 4,500 |
conveyor line |  |  |  |  |  |  |  | 3 |  | 18,450 |
video jet Valeron printers |  |  |  |  |  |  |  | 3 |  | 21,500 |
video jet box printers |  |  |  |  |  |  |  | 3 |  | 43,050 |
banders |  |  |  |  |  |  |  | 3 |  | 4,500 |
traymakers |  |  |  |  |  |  |  | 2 |  | 60,000 |
shrink wrapping machine |  |  |  |  |  |  |  | 1 |  | 20,000 |
|  |  |  |  |  |  |  |  |  | 740,175 |
Utilities and Common |  |  |  |  |  |  |  |  |  |  |
Cleaver Brooks steam boiler |  |  |  |  |  |  |  | 1 |  | 164,000 |
Powermaster staem boiler |  |  |  |  |  |  |  | 1 |  | 102,500 |
steam piping and condensate return system |  |  |  |  |  | 1 |  | 50,000 |
plant air compressor |  |  |  |  |  |  |  | 1 |  | 30,750 |
water pump and service piping |  |  |  |  |  |  |  | 1 |  | 61,500 |
electrical switchgear & distribution system |  |  |  |  |  | 1 |  | 200,000 |
QC testing equipment, scales, etc. |  |  |  |  |  |  | 1 |  | 750 |
hydrolic pump set |  |  |  |  |  |  |  | 1 |  | 30,750 |
fork lift truck |  |  |  |  |  |  |  | 2 |  | 15,000 | 1 leased
air conditioning unit & ductwork |  |  |  |  |  |  |  | 1 |  | 41,000 |
fuel oil storage tank & associated equipment |  |  |  |  |  | 1 |  | 20,500 |
propane storage tank |  |  |  |  |  |  |  | 1 |  | 4,100 |
drum crusher |  |  |  |  |  |  |  | 1 |  | 10,200 |
|  |  |  |  |  |  |  |  |  | 731,050 |
|  | Total |  |  |  |  |  |  |  | 2,071,525 |

Deta Corp Inc., LLC |  |  |  |  |  |  |  |  |  |  |
|  |  |  |  |  |  |  |  |  | Value |
Kinepak |  |  |  |  |  |  |  |  |  | Dec 1 2002 |
Kinepak offices |  | single - wide trailer |  |  |  | 14 x 60 |  | 840 |  | 10,000 |
Liquids building |  | steel frame / sheeting |  |  |  | 40 x 31 |  | 1240 |  | 30,000 |
Solids building |  | steel frame / sheeting |  |  |  | 61 x 70 |  | 4270 |  | 80,000 |
Warehouse |  | steel frame / sheeting |  |  |  | 50 x 150 |  | 7500 |  | 100,000 |
Services building |  | steel frame / sheeting |  |  |  | 11 x 10 |  | 110 |  | 15,000 |
|  |  |  |  |  |  |  |  |  | 235,000 |
Plant Equipment |  |  |  |  |  |  |  |  |  |  |
Liquids |  |  |  |  |  |  |  |  |  |  |
Filimatic machine with conveyor |  |  |  |  |  |  |  |  |  | 60,000 |
Kalix filling machine |  |  |  |  |  |  |  |  |  | 50,000 |
hot glue system |  |  |  |  |  |  |  |  |  | 4,000 |
drum handling equipment |  |  |  |  |  |  |  |  |  | 2,000 |
exhaust fan & ductwork |  |  |  |  |  |  |  |  |  | 9,000 |
air conditioning and ductwork |  |  |  |  |  |  |  |  |  | 18,000 |
plant air compressor |  |  |  |  |  |  |  |  |  | 6,000 |
electrical switchgear & distribution |  |  |  |  |  |  |  |  | 47,000 |
|  |  |  |  |  |  |  |  |  | 196,000 |
Solids |  |  |  |  |  |  |  |  |  |  |
microballoon pump |  |  |  |  |  |  |  |  |  | 4,500 |
AN feeder hopper |  |  |  |  |  |  |  |  |  | 10,600 |
AN mill |  |  |  |  |  |  |  |  |  | 10,600 |
AN feed auger |  |  |  |  |  |  |  |  |  | 11,000 |
primary blender |  |  |  |  |  |  |  |  |  | 31,500 |
primary feed auger |  |  |  |  |  |  |  |  |  | 11,200 |
secondary blender |  |  |  |  |  |  |  |  |  | 31,200 |
1/3# Bottles packaging machine feed auger |  |  |  |  |  |  |  | 10,300 |
form, fill & seal machine feed auger |  |  |  |  |  |  |  |  | 11,400 |
1# Stick packaging machine feed auger |  |  |  |  |  |  |  | 12,300 |
1/3 # Bottles packaging machine |  |  |  |  |  |  |  |  |  | 55,000 |
form, fill & seal machine |  |  |  |  |  |  |  |  |  | 45,000 |
1 # Stick packaging machine |  |  |  |  |  |  |  |  |  | 37,000 |

box stitching machine |  |  |  |  |  |  |  |  |  | 3,800 |
dust collection system |  |  |  |  |  |  |  |  |  | 32,700 |
air conditioning & ducting |  |  |  |  |  |  |  |  |  | 36,000 |
plant air compressors |  |  |  |  |  |  |  |  |  | 9,000 |
electrical switchgear & distribution |  |  |  |  |  |  |  |  | 65,000 |
|  |  |  |  |  |  |  |  |  | 428,100 |
Warehouse |  |  |  |  |  |  |  |  |  |  |
pallet racking |  |  |  |  |  |  |  |  |  | 9,600 |
fork lift truck |  |  |  |  |  |  |  |  |  | 10,000 |
dehumidifier |  |  |  |  |  |  |  |  |  | 36,000 |
|  |  |  |  |  |  |  |  |  | 55,600 |
|  | Total |  |  |  |  |  |  |  | 914,700 |

Exhibit 2.1 (d)
Accounts Receivable
See attached schedule

|  |  |  |  | Table 1 |  |  |  |  |  |  |  |  |  |  |  |  |
Slurry Explosive Corporation |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Accounts Receivable Aging |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
As of November 30, 2002 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  | Invoice |  | Invoice |  | Due |  |  |  |  |  |  |  |  |  |  |
Cusno |  | Customer Name |  | # |  | Date |  | Date |  | Amount |  | Current |  | A30to60 |  | A60to90 |  | Over 90 |
10 |  | ADAMS EXPLOSIVES |  | 120832 |  | 10/18/2002 |  | 12/17/2002 |  | $2,250.00 |  | $0.00 |  | $2,250.00 |  | $0.00 |  | $0.00 |
15 |  | ADRIAN ROCK, INC. |  | 120930 |  | 11/11/2002 |  | 12/11/2002 |  | $2,480.27 |  | $2,480.27 |  | $0.00 |  | $0.00 |  | $0.00 |
78 |  | ALASKA PACIFIC POWDER COM |  | 120768 |  | 10/4/2002 |  | 12/3/2002 |  | $15,663.53 |  | $0.00 |  | $15,663.53 |  | $0.00 |  | $0.00 |
78 |  | ALASKA PACIFIC POWDER COM |  | 120787 |  | 10/9/2002 |  | 12/8/2002 |  | $324.00 |  | $0.00 |  | $324.00 |  | $0.00 |  | $0.00 |
78 |  | ALASKA PACIFIC POWDER COM |  | 120902 |  | 10/31/2002 |  | 12/30/2002 |  | $13,376.00 |  | $13,376.00 |  | $0.00 |  | $0.00 |  | $0.00 |
78 |  | ALASKA PACIFIC POWDER COM |  | 120932 |  | 11/11/2002 |  | 1/10/2003 |  | $15,283.06 |  | $15,283.06 |  | $0.00 |  | $0.00 |  | $0.00 |
78 |  | ALASKA PACIFIC POWDER COM |  | 120939 |  | 11/11/2002 |  | 1/10/2003 |  | $8,008.00 |  | $8,008.00 |  | $0.00 |  | $0.00 |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 12700 |  | 9/20/2002 |  | 10/20/2002 |  | ($12,306.00) |  | $0.00 |  | $0.00 |  | ($12,306.00) |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 120701 |  | 9/20/2002 |  | 10/20/2002 |  | $11,750.40 |  | $0.00 |  | $0.00 |  | $11,750.40 |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 120906 |  | 11/5/2002 |  | 12/5/2002 |  | $5,994.00 |  | $5,994.00 |  | $0.00 |  | $0.00 |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 120918 |  | 11/5/2002 |  | 12/5/2002 |  | $30,030.00 |  | $30,030.00 |  | $0.00 |  | $0.00 |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 120929 |  | 11/8/2002 |  | 12/8/2002 |  | $1,088.00 |  | $1,088.00 |  | $0.00 |  | $0.00 |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 120976 |  | 11/18/2002 |  | 12/18/2002 |  | $7,975.00 |  | $7,975.00 |  | $0.00 |  | $0.00 |  | $0.00 |
262 |  | INTERMOUNTAIN WEST ENERGY |  | 120993 |  | 11/22/2002 |  | 12/22/2002 |  | $9,414.00 |  | $9,414.00 |  | $0.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120729 |  | 9/26/2002 |  | 11/25/2002 |  | $647.00 |  | $0.00 |  | $0.00 |  | $647.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120742 |  | 9/30/2002 |  | 11/29/2002 |  | $973.00 |  | $0.00 |  | $973.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120849 |  | 10/22/2002 |  | 12/21/2002 |  | $6,480.00 |  | $0.00 |  | $6,480.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120875 |  | 10/31/2002 |  | 12/30/2002 |  | $2,550.00 |  | $2,550.00 |  | $0.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120876 |  | 10/31/2002 |  | 12/30/2002 |  | $12,565.28 |  | $12,565.28 |  | $0.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120883 |  | 10/31/2002 |  | 12/30/2002 |  | $1,905.00 |  | $1,905.00 |  | $0.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120971 |  | 11/18/2002 |  | 1/17/2003 |  | $32,032.00 |  | $32,032.00 |  | $0.00 |  | $0.00 |  | $0.00 |
280 |  | AUSTIN POWDER CO |  | 120996 |  | 11/22/2002 |  | 1/21/2003 |  | $6,530.00 |  | $6,530.00 |  | $0.00 |  | $0.00 |  | $0.00 |
281 |  | AUSTIN POWDER COMPANY |  | 120762 |  | 10/4/2002 |  | 12/3/2002 |  | $10,208.00 |  | $0.00 |  | $10,208.00 |  | $0.00 |  | $0.00 |
281 |  | AUSTIN POWDER COMPANY |  | 120769 |  | 10/4/2002 |  | 12/3/2002 |  | $10,440.00 |  | $0.00 |  | $10,440.00 |  | $0.00 |  | $0.00 |
281 |  | AUSTIN POWDER COMPANY |  | 120909 |  | 11/5/2005 |  | 1/4/2003 |  | $10,440.00 |  | $10,440.00 |  | $0.00 |  | $0.00 |  | $0.00 |
282 |  | AUSTIN POWDER COMPANY |  | 120867 |  | 10/25/2002 |  | 12/24/2002 |  | $9,945.00 |  | $0.00 |  | $9,945.00 |  | $0.00 |  | $0.00 |
282 |  | AUSTIN POWDER COMPANY |  | 120992 |  | 11/18/2002 |  | 1/17/2003 |  | $9,945.00 |  | $9,945.00 |  | $0.00 |  | $0.00 |  | $0.00 |
282 |  | AUSTIN POWDER COMPANY |  | 121033 |  | 11/27/2002 |  | 1/26/2003 |  | $18,694.40 |  | $18,694.00 |  | $0.00 |  | $0.00 |  | $0.00 |
285 |  | AUSTIN POWDER COMPANY |  | 120829 |  | 10/18/2002 |  | 12/17/2002 |  | $9,299.00 |  | $0.00 |  | $9,299.00 |  | $0.00 |  | $0.00 |
285 |  | AUSTIN POWDER COMPANY |  | 120915 |  | 11/5/2002 |  | 1/4/2003 |  | $9,648.00 |  | $9,648.00 |  | $0.00 |  | $0.00 |  | $0.00 |
285 |  | AUSTIN POWDER COMPANY |  | 120917 |  | 11/5/2002 |  | 1/4/2003 |  | $9,450.00 |  | $9,450.00 |  | $0.00 |  | $0.00 |  | $0.00 |
289 |  | AUSTIN POWDER CO |  | 120854 |  | 10/25/2002 |  | 11/24/2002 |  | $9,450.00 |  | $0.00 |  | $9,450.00 |  | $0.00 |  | $0.00 |
357 |  | BEACHNER CONSTR. CO., INC. |  | 120987 |  | 11/18/2002 |  | 12/18/2002 |  | $3,698.00 |  | $3,698.00 |  | $0.00 |  | $0.00 |  | $0.00 |
425 |  | BICHLER GRAVEL & CONCRETE |  | 120927 |  | 11/8/2002 |  | 12/8/2002 |  | $3,484.00 |  | $3,484.00 |  | $0.00 |  | $0.00 |  | $0.00 |
440 |  | BINNS & STEVENS EXPL. INC. |  | 120882 |  | 10/31/2002 |  | 11/30/2002 |  | $2,640.00 |  | $2,640.00 |  | $0.00 |  | $0.00 |  | $0.00 |
440 |  | BINNS & STEVENS EXPL. INC. |  | 120943 |  | 11/11/2002 |  | 12/11/2002 |  | $2,502.50 |  | $2,502.50 |  | $0.00 |  | $0.00 |  | $0.00 |
440 |  | BINNS & STEVENS EXPL. INC. |  | 120988 |  | 11/18/2002 |  | 12/18/2002 |  | $5,720.00 |  | $5,720.00 |  | $0.00 |  | $0.00 |  | $0.00 |
440 |  | BINNS & STEVENS EXPL. INC. |  | 121003 |  | 11/22/2002 |  | 12/22/2002 |  | $16,452.08 |  | $16,452.08 |  | $0.00 |  | $0.00 |  | $0.00 |
445 |  | BIRMINGHAM PWD & SUPPLY |  | 120997 |  | 11/22/2002 |  | 12/22/2002 |  | $508.00 |  | $508.00 |  | $0.00 |  | $0.00 |  | $0.00 |
445 |  | BIRMINGHAM PWD & SUPPLY |  | 121027 |  | 11/26/2002 |  | 12/26/2002 |  | $3,999.00 |  | $3,999.00 |  | $0.00 |  | $0.00 |  | $0.00 |
461 |  | BLUE CIRCLE INC |  | 120934 |  | 11/11/2002 |  | 12/11/2002 |  | $384.00 |  | $384.00 |  | $0.00 |  | $0.00 |  | $0.00 |
461 |  | BLUE CIRCLE INC |  | 120936 |  | 11/11/2002 |  | 12/11/2002 |  | $4,970.00 |  | $4,970.00 |  | $0.00 |  | $0.00 |  | $0.00 |
461 |  | BLUE CIRCLE INC |  | 120979 |  | 11/18/2002 |  | 12/18/2002 |  | ($432.00) |  | ($432.00) |  | $0.00 |  | $0.00 |  | $0.00 |
461 |  | BLUE CIRCLE INC |  | 120980 |  | 11/18/2002 |  | 12/18/2002 |  | ($864.00) |  | ($864.00) |  | $0.00 |  | $0.00 |  | $0.00 |
461 |  | BLUE CIRCLE INC |  | 121007 |  | 11/22/2002 |  | 12/22/2002 |  | $3,789.50 |  | $3,789.50 |  | $0.00 |  | $0.00 |  | $0.00 |
480 |  | BOREN/IRECO EXPLOSIVE COM |  | 120872 |  | 10/29/2002 |  | 11/28/2002 |  | $18,000.00 |  | $18,000.00 |  | $0.00 |  | $0.00 |  | $0.00 |
480 |  | BOREN/IRECO EXPLOSIVE COM |  | 120892 |  | 10/31/2002 |  | 11/30/2002 |  | $30,800.00 |  | $30,800.00 |  | $0.00 |  | $0.00 |  | $0.00 |
495 |  | BRAKEFIELD EQUIPMENT INC |  | 120970 |  | 11/18/2002 |  | 12/18/2002 |  | $5,682.27 |  | $5,682.27 |  | $0.00 |  | $0.00 |  | $0.00 |
495 |  | BRAKEFIELD EQUIPMENT INC |  | 120983 |  | 11/18/2002 |  | 12/18/2002 |  | $2,295.00 |  | $2,295.00 |  | $0.00 |  | $0.00 |  | $0.00 |
495 |  | BRAKEFIELD EQUIPMENT INC |  | 121016 |  | 11/26/2002 |  | 12/26/2002 |  | $5,221.97 |  | $5,221.97 |  | $0.00 |  | $0.00 |  | $0.00 |
495 |  | BRAKEFIELD EQUIPMENT INC |  | 121018 |  | 11/26/2002 |  | 12/26/2002 |  | $495.00 |  | $495.00 |  | $0.00 |  | $0.00 |  | $0.00 |
610 |  | BUCKLEY POWDER CO |  | 120885 |  | 10/31/2002 |  | 11/30/2002 |  | $4,404.84 |  | $4,404.84 |  | $0.00 |  | $0.00 |  | $0.00 |
610 |  | BUCKLEY POWDER CO |  | 120908 |  | 11/5/2002 |  | 12/5/2002 |  | $3,967.74 |  | $3,967.74 |  | $0.00 |  | $0.00 |  | $0.00 |
610 |  | BUCKLEY POWDER CO |  | 120944 |  | 11/12/2002 |  | 12/12/2002 |  | $4,496.96 |  | $4,496.96 |  | $0.00 |  | $0.00 |  | $0.00 |
610 |  | BUCKLEY POWDER CO |  | 120994 |  | 11/22/2002 |  | 12/22/2002 |  | $4,395.44 |  | $4,395.44 |  | $0.00 |  | $0.00 |  | $0.00 |
610 |  | BUCKLEY POWDER CO |  | 121040 |  | 11/27/2002 |  | 12/27/2002 |  | $4,267.60 |  | $4,267.60 |  | $0.00 |  | $0.00 |  | $0.00 |
728 |  | CARTER BLASTING |  | 120966 |  | 11/18/2002 |  | 12/18/2002 |  | $3,280.98 |  | $3,280.99 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120833 |  | 10/18/2002 |  | 10/18/2002 |  | $2,685.00 |  | $0.00 |  | $2,685.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120887 |  | 10/31/2002 |  | 10/31/2002 |  | $623.00 |  | $623.00 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120920 |  | 11/8/2002 |  | 11/8/2002 |  | $705.96 |  | $705.96 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120926 |  | 11/8/2002 |  | 11/8/2002 |  | $857.00 |  | $857.00 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120928 |  | 11/8/2002 |  | 11/8/2002 |  | $368.21 |  | $368.21 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120961 |  | 11/15/2002 |  | 11/15/2002 |  | $601.65 |  | $601.65 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 120962 |  | 11/15/2002 |  | 11/15/2002 |  | $328.51 |  | $328.51 |  | $0.00 |  | $0.00 |  | $0.00 |
754 |  | CASH SALES BINARY |  | 121039 |  | 11/27/2002 |  | 11/27/2002 |  | $1,124.57 |  | $1,124.57 |  | $0.00 |  | $0.00 |  | $0.00 |
756 |  | CASH SALES BINARY |  | 121012 |  | 11/22/2002 |  | 11/22/2002 |  | $1,610.28 |  | $1,610.28 |  | $0.00 |  | $0.00 |  | $0.00 |
756 |  | CASH SALES BINARY |  | 121034 |  | 11/27/2002 |  | 11/27/2002 |  | $100.00 |  | $100.00 |  | $0.00 |  | $0.00 |  | $0.00 |
956 |  | CLEMENS COAL COMPANY |  | 106722 |  | 2/13/1997 |  | 3/15/1997 |  | $1,539.78 |  | $0.00 |  | $0.00 |  | $0.00 |  | $1,539.78 |
956 |  | CLEMENS COAL COMPANY |  | 106838 |  | 3/10/1997 |  | 4/9/1997 |  | $704.24 |  | $0.00 |  | $0.00 |  | $0.00 |  | $704.24 |
1035 |  | COMPANIA INDUSTRIAL HANKA |  | 120919 |  | 11/7/2002 |  | 12/7/2002 |  | $29,040.00 |  | $29,040.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1040 |  | BUCKLEY POWDER CO OF OKLA |  | 120981 |  | 11/18/2002 |  | 12/18/2002 |  | $2,200.00 |  | $2,200.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1071 |  | CONTROLLED ENERGY SERVICE |  | 115140 |  | 8/31/2000 |  | 9/30/2000 |  | $2,560.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $2,560.00 |
1071 |  | CONTROLLED ENERGY SERVICE |  | 115140 |  | 1/10/2001 |  | 9/30/2000 |  | ($366.30) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($366.30) |
1071 |  | CONTROLLED ENERGY SERVICE |  | 115141 |  | 8/31/2000 |  | 9/30/2000 |  | $2,560.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $2,560.00 |
1071 |  | CONTROLLED ENERGY SERVICE |  | 115486 |  | 10/9/2000 |  | 11/8/2000 |  | $2,638.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $2,638.00 |
1075 |  | COONIE'S EXPLOSIVES |  | 121038 |  | 11/27/2002 |  | 12/27/2002 |  | $6.00 |  | $4,808.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1280 |  | DELTA SEABORD WELL SERV |  | 120888 |  | 10/31/2002 |  | 11/30/2002 |  | $590.32 |  | $590.32 |  | $0.00 |  | $0.00 |  | $0.00 |
1390 |  | DenAdel Enterprises |  | 120851 |  | 10/25/2002 |  | 11/24/2002 |  | $1,659.46 |  | $0.00 |  | $1,659.46 |  | $0.00 |  | $0.00 |
1390 |  | DenAdel Enterprises |  | 120925 |  | 11/8/2002 |  | 12/8/2002 |  | $1,072.68 |  | $1,072.68 |  | $0.00 |  | $0.00 |  | $0.00 |
1430 |  | DYKON, INC |  | 121030 |  | 11/26/2002 |  | 12/26/2002 |  | $1,700.00 |  | $1,700.00 |  | $0.00 |  | $0.00 |  | $0.00 |

Page 1

|  |  |  | Invoice |  | Invoice |  | Due |  |  |  |  |  |  |  |  |  |  |
Cusno |  | Customer Name |  | # |  | Date |  | Date |  | Amount |  | Current |  | A30to60 |  | A60to90 |  | Over 90 |
1430 |  | DYKON, INC. |  | 121035 |  | 11/27/2002 |  | 12/27/2002 |  | $1,155.00 |  | $1,155.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1445 |  | RIMROCK EXPLOSIVES |  | 120995 |  | 11/22/2002 |  | 12/22/2002 |  | $299.00 |  | $299.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1560 |  | ENERGY ENTERPRISES |  | 120740 |  | 9/30/2002 |  | 10/30/2002 |  | $2,349.00 |  | $0.00 |  | $2,349.00 |  | $0.00 |  | $0.00 |
1566 |  | E.E.I. (MO) |  | 120819 |  | 10/16/2002 |  | 12/15/2002 |  | $3,897.00 |  | $0.00 |  | $3,897.00 |  | $0.00 |  | $0.00 |
1566 |  | E.E.I. (MO) |  | 120820 |  | 10/16/2002 |  | 12/15/2002 |  | $3,758.40 |  | $0.00 |  | $3,758.40 |  | $0.00 |  | $0.00 |
1650 |  | EXPLOSIVES PRODUCTS |  | 120998 |  | 11/22/2002 |  | 12/22/2002 |  | $230.00 |  | $230.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1937 |  | GREEN MOUNTAIN EXPLOSIVES |  | 120984 |  | 11/18/2002 |  | 12/27/2002 |  | $13,882.32 |  | $13,882.32 |  | $0.00 |  | $0.00 |  | $0.00 |
1937 |  | GREEN MOUNTAIN EXPLOSIVES |  | 120984 |  | 11/27/2002 |  | 12/27/2002 |  | ($911.74) |  | ($911.74) |  | $0.00 |  | $0.00 |  | $0.00 |
1937 |  | GREEN MOUNTAIN EXPLOSIVES |  | 121004 |  | 11/22/2002 |  | 12/22/2002 |  | $4,070.00 |  | $4,070.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1937 |  | GREEN MOUNTAIN EXPLOSIVES |  | 121036 |  | 11/27/2002 |  | 12/27/2002 |  | $1,430.00 |  | $1,430.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2000 |  | HEARTLAND CEMENT CO |  | 120985 |  | 11/18/2002 |  | 12/18/2002 |  | $5,497.60 |  | $5,497.60 |  | $0.00 |  | $0.00 |  | $0.00 |
2000 |  | HEARTLAND CEMENT CO |  | 121002 |  | 11/22/2002 |  | 12/22/2002 |  | $7,257.03 |  | $7,257.03 |  | $0.00 |  | $0.00 |  | $0.00 |
2015 |  | HEBER SPRINGS WATER DEPT |  | 120848 |  | 10/22/2002 |  | 11/21/2002 |  | $8,394.73 |  | $0.00 |  | $8,394.73 |  | $0.00 |  | $0.00 |
2025 |  | HERMITAGE EXPLOSIVES CORP |  | 121006 |  | 11/22/2002 |  | 12/22/2002 |  | $1,847.69 |  | $1,847.69 |  | $0.00 |  | $0.00 |  | $0.00 |
2025 |  | HERMITAGE EXPLOSIVES CORP |  | 121010 |  | 11/22/2002 |  | 12/22/2002 |  | $8,560.00 |  | $8,560.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2093 |  | NELSON BROTHERS, LLC |  | 120931 |  | 11/11/2002 |  | 12/11/2002 |  | $13,940.00 |  | $13,940.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2225 |  | INTERSTATE TRANS EQ CO |  | 120533 |  | 8/9/2002 |  | 9/8/2002 |  | $487.50 |  | $0.00 |  | $0.00 |  | $0.00 |  | $487.50 |
2225 |  | INTERSTATE TRANS EQ CO |  | 120893 |  | 10/31/2002 |  | 11/30/2002 |  | $450.00 |  | $450.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2225 |  | INTERSTATE TRANS EQ CO |  | 121041 |  | 11/27/2002 |  | 12/27/2002 |  | $300.00 |  | $300.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2231 |  | DYNO NOBEL INC. |  | 120967 |  | 11/18/2002 |  | 1/17/2003 |  | $1,103.00 |  | $1,103.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2456 |  | JAY DEE CONTRACTORS |  | 120922 |  | 11/8/2002 |  | 12/8/2002 |  | $348.94 |  | $348.94 |  | $0.00 |  | $0.00 |  | $0.00 |
2457 |  | JERICO SERVICES INC. |  | 121025 |  | 11/26/2002 |  | 12/26/2002 |  | $280.00 |  | $280.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2457 |  | JERICO SERVICES INC. |  | 121026 |  | 11/26/2002 |  | 12/26/2002 |  | $280.00 |  | $280.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2505 |  | KENTUCKY POWDER COMPANY |  | 120942 |  | 11/11/2002 |  | 12/11/2002 |  | $6,226.71 |  | $6,226.71 |  | $0.00 |  | $0.00 |  | $0.00 |
2505 |  | KENTUCKY POWDER COMPANY |  | 121024 |  | 11/26/2002 |  | 12/26/2002 |  | $11,602.22 |  | $11,602.22 |  | $0.00 |  | $0.00 |  | $0.00 |
2570 |  | LABETTE CO HWY DEPT |  | 120986 |  | 11/18/2002 |  | 12/18/2002 |  | $5,988.80 |  | $5,988.80 |  | $0.00 |  | $0.00 |  | $0.00 |
2603 |  | LADSHAW EXPLOSIVES, INC. |  | 120844 |  | 10/22/2002 |  | 11/21/2002 |  | $4,597.80 |  | $0.00 |  | $4,597.80 |  | $0.00 |  | $0.00 |
2603 |  | LADSHAW EXPLOSIVES, INC. |  | 120868 |  | 10/25/2002 |  | 11/24/2002 |  | $4,595.86 |  | $0.00 |  | $4,595.86 |  | $0.00 |  | $0.00 |
2735 |  | POWDER FACTOR ENGINEERING |  | 120963 |  | 11/15/2002 |  | 12/15/2002 |  | $3,745.00 |  | $3,745.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120761 |  | 9/30/2002 |  | 10/30/2002 |  | $6,541.59 |  | $0.00 |  | $6,541.59 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120852 |  | 10/25/2002 |  | 11/24/2002 |  | $3,097.71 |  | $0.00 |  | $3,097.71 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120866 |  | 10/25/2002 |  | 11/24/2002 |  | $1,700.49 |  | $0.00 |  | $1,700.49 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120879 |  | 10/31/2002 |  | 11/30/2002 |  | $2,921.82 |  | $2,921.82 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120910 |  | 11/5/2002 |  | 12/5/2002 |  | $4,168.89 |  | $4,168.89 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120923 |  | 11/8/2002 |  | 12/8/2002 |  | $2,663.43 |  | $2,663.43 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120933 |  | 11/11/2002 |  | 12/11/2002 |  | $3,610.53 |  | $3,610.53 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120957 |  | 11/14/2002 |  | 12/14/2002 |  | $4,358.31 |  | $4,358.31 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120975 |  | 11/18/2002 |  | 12/18/2002 |  | $4,077.15 |  | $4,077.15 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 120999 |  | 11/22/2002 |  | 12/22/2002 |  | $3,284.16 |  | $3,284.16 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 121005 |  | 11/22/2002 |  | 12/22/2002 |  | $4,370.52 |  | $4,370.52 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 121017 |  | 11/26/2002 |  | 12/26/2002 |  | $4,404.51 |  | $4,404.51 |  | $0.00 |  | $0.00 |  | $0.00 |
2750 |  | LONE STAR INDUSTRIES |  | 121031 |  | 11/27/2002 |  | 12/27/2002 |  | $5,415.30 |  | $5,415.30 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120483 |  | 7/31/2002 |  | 12/30/2002 |  | $10,675.62 |  | $0.00 |  | $0.00 |  | $0.00 |  | $10,675.62 |
2820 |  | MAURER & SCOTT INC |  | 120483 |  | 9/4/2002 |  | 12/30/2002 |  | ($10,675.62) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($10,675.62) |
2820 |  | MAURER & SCOTT INC |  | 120483 |  | 11/15/2002 |  | 12/30/2002 |  | ($22.86) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($22.86) |
2820 |  | MAURER & SCOTT INC |  | 16122 |  | 9/30/2002 |  | 11/14/2002 |  | $23.10 |  | $0.00 |  | $23.10 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120904 |  | 10/31/2002 |  | 12/15/2002 |  | $9,678.90 |  | $9,678.90 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120907 |  | 11/5/2002 |  | 12/20/2002 |  | $10,668.00 |  | $10,688.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120937 |  | 11/11/2002 |  | 12/26/2002 |  | $9,682.20 |  | $9,682.20 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120958 |  | 11/14/2002 |  | 12/29/2002 |  | $9,682.20 |  | $9,682.20 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120960 |  | 11/14/2002 |  | 12/29/2002 |  | $9,678.90 |  | $9,678.90 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120989 |  | 11/18/2002 |  | 1/2/2003 |  | $9,680.00 |  | $9,680.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 120990 |  | 11/18/2002 |  | 1/2/2003 |  | $9,682.20 |  | $9,682.20 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 121011 |  | 11/22/2002 |  | 1/6/2003 |  | $9,680.00 |  | $9,680.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2820 |  | MAURER & SCOTT INC |  | 121037 |  | 11/27/2002 |  | 1/11/2003 |  | $9,680.00 |  | $9,680.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2995 |  | INDEPENDENT SALT COMPANY |  | 120873 |  | 10/29/2002 |  | 11/28/2002 |  | $600.00 |  | $600.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2995 |  | INDEPENDENT SALT COMPANY |  | 120889 |  | 10/31/2002 |  | 11/30/2002 |  | $20,632.00 |  | $20,632.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2995 |  | INDEPENDENT SALT COMPANY |  | 121001 |  | 11/22/2002 |  | 12/22/2002 |  | $18,581.60 |  | $18,581.60 |  | $0.00 |  | $0.00 |  | $0.00 |
3025 |  | MARTIN MARIETTA MATERIALS |  | 120897 |  | 10/31/2002 |  | 11/30/2002 |  | $16,000.00 |  | $16,000.00 |  | $0.00 |  | $0.00 |  | $0.00 |
3085 |  | NELSON BROTHERS, LLC |  | 120692 |  | 9/20/2002 |  | 10/20/2002 |  | $1,971.75 |  | $0.00 |  | $0.00 |  | $1,971.75 |  | $0.00 |
3085 |  | NELSON BROTHERS, LLC |  | 120692 |  | 10/28/2002 |  | 10/20/2002 |  | ($1,893.00) |  | $0.00 |  | $0.00 |  | ($1,893.00) |  | $0.00 |
3090 |  | NELSON BROTHERS QUARRY |  | 120587 |  | 8/23/2002 |  | 9/22/2002 |  | ($216.00) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($216.00) |
3090 |  | NELSON BROTHERS QUARRY |  | 121020 |  | 11/26/2002 |  | 12/26/2002 |  | $3,065.18 |  | $3,065.18 |  | $0.00 |  | $0.00 |  | $0.00 |
3160 |  | NORTHAMERICAN IND. SERV |  | 120831 |  | 10/18/2002 |  | 11/17/2002 |  | $6,477.78 |  | $0.00 |  | $6,477.78 |  | $0.00 |  | $0.00 |
3160 |  | NORTHAMERICAN IND. SERV |  | 120847 |  | 10/22/2002 |  | 11/21/2002 |  | $6,431.06 |  | $0.00 |  | $6,431.06 |  | $0.00 |  | $0.00 |
3160 |  | NORTHAMERICAN IND. SERV |  | 120921 |  | 11/8/2002 |  | 12/8/2002 |  | $6,208.14 |  | $6,208.14 |  | $0.00 |  | $0.00 |  | $0.00 |
3160 |  | NORTHAMERICAN IND. SERV |  | 120951 |  | 11/12/2002 |  | 12/12/2002 |  | ($3,216.00) |  | ($3,216.00) |  | $0.00 |  | $0.00 |  | $0.00 |
3181 |  | OMNI DISTRIBUTING INC |  | 120166 |  | 5/24/2002 |  | 6/23/2002 |  | $10,954.30 |  | $0.00 |  | $0.00 |  | $0.00 |  | $10,954.30 |
3181 |  | OMNI DISTRIBUTING INC |  | 120166 |  | 11/14/2002 |  | 6/23/2002 |  | ($2,000.00) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($2,000.00) |
3191 |  | ORICA CANADA INC |  | 121043 |  | 11/27/2002 |  | 1/26/2003 |  | $33,770.00 |  | $33,770.00 |  | $0.00 |  | $0.00 |  | $0.00 |
3359 |  | PHOENIX MINING COMPANY |  | 120948 |  | 11/12/2002 |  | 12/12/2002 |  | $5,829.77 |  | $5,829.77 |  | $0.00 |  | $0.00 |  | $0.00 |
3365 |  | PHILIP SERVICES |  | 120821 |  | 10/16/2002 |  | 11/15/2002 |  | $2,040.00 |  | $0.00 |  | $2,040.00 |  | $0.00 |  | $0.00 |
3365 |  | PHILIP SERVICES |  | 120884 |  | 10/31/2002 |  | 11/30/2002 |  | $3,750.00 |  | $3,750.00 |  | $0.00 |  | $0.00 |  | $0.00 |
3410 |  | PRYOR STONE INC |  | 120924 |  | 11/8/2002 |  | 12/8/2002 |  | $184.85 |  | $184.85 |  | $0.00 |  | $0.00 |  | $0.00 |
3410 |  | PRYOR STONE INC |  | 120935 |  | 11/11/2002 |  | 12/11/2002 |  | $1,893.05 |  | $1,893.05 |  | $0.00 |  | $0.00 |  | $0.00 |
3410 |  | PRYOR STONE INC |  | 121032 |  | 11/27/2002 |  | 12/27/2002 |  | $504.21 |  | $504.21 |  | $0.00 |  | $0.00 |  | $0.00 |
3450 |  | QUAPAW |  | 120974 |  | 11/18/2002 |  | 1/17/2003 |  | $15,630.03 |  | $15,630.03 |  | $0.00 |  | $0.00 |  | $0.00 |
3450 |  | QUAPAW |  | 120991 |  | 11/18/2002 |  | 1/17/2003 |  | $17,091.00 |  | $17,091.00 |  | $0.00 |  | $0.00 |  | $0.00 |
3450 |  | QUAPAW |  | 121014 |  | 11/26/2002 |  | 1/25/2003 |  | $5,222.25 |  | $5,222.25 |  | $0.00 |  | $0.00 |  | $0.00 |
3450 |  | QUAPAW |  | 121015 |  | 11/26/2002 |  | 1/25/2003 |  | $15,318.60 |  | $15,318.60 |  | $0.00 |  | $0.00 |  | $0.00 |

Page 2

|  |  |  | Invoice |  | Invoice |  | Due |  |  |  |  |  |  |  |  |  |  |
Cusno |  | Customer Name |  | # |  | Date |  | Date |  | Amount |  | Current |  | A30to60 |  | A60to90 |  | Over 90 |
3599 |  | RICHARDSON WELL DRLG |  | 120680 |  | 9/17/2002 |  | 10/17/2002 |  | $936.78 |  | $0.00 |  | $0.00 |  | $936.78 |  | $0.00 |
3635 |  | ROCK SERVICES |  | 120977 |  | 11/18/2002 |  | 12/18/2002 |  | $9,609.60 |  | $9,609.36 |  | $0.00 |  | $0.00 |  | $0.00 |
3635 |  | ROCK SERVICES |  | 120978 |  | 11/18/2002 |  | 12/18/2002 |  | $15,615.60 |  | $156,915.60 |  | $0.00 |  | $0.00 |  | $0.00 |
3675 |  | RONCO CONSULTING CORP |  | 119510 |  | 1/24/2002 |  | 2/23/2002 |  | $81.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $81.00 |
3675 |  | RONCO CONSULTING CORP |  | 119511 |  | 1/24/2002 |  | 2/23/2002 |  | $81.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $81.00 |
3675 |  | RONCO CONSULTING CORP |  | 119595 |  | 2/8/2002 |  | 3/10/2002 |  | $1,716.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $1,716.00 |
3675 |  | RONCO CONSULTING CORP |  | 119663 |  | 2/22/2002 |  | 3/24/2002 |  | ($4,974.00) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($4,974.00) |
3675 |  | RONCO CONSULTING CORP |  | 119955 |  | 4/17/2002 |  | 5/17/2002 |  | $81.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $81.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 120716 |  | 9/25/2002 |  | 11/24/2002 |  | $9,450.00 |  | $0.00 |  | $0.00 |  | $9,450.00 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 120725 |  | 9/26/2002 |  | 11/25/2002 |  | $9,452.10 |  | $0.00 |  | $0.00 |  | $9,452.10 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 120728 |  | 9/26/2002 |  | 11/25/2002 |  | $1,690.00 |  | $0.00 |  | $0.00 |  | $1,690.00 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 120763 |  | 10/4/2002 |  | 12/3/2002 |  | $10,440.00 |  | $0.00 |  | $10,440.00 |  | $0.00 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 120938 |  | 11/11/2002 |  | 1/10/2003 |  | $10,208.00 |  | $10,208.00 |  | $0.00 |  | $0.00 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 120940 |  | 11/11/2002 |  | 1/10/2003 |  | $9,452.10 |  | $9,452.10 |  | $0.00 |  | $0.00 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 121044 |  | 11/27/2002 |  | 1/26/2003 |  | $10,440.00 |  | $10,440.00 |  | $0.00 |  | $0.00 |  | $1.00 |
3870 |  | AUSTIN POWDER COMPANY |  | 121045 |  | 11/27/2002 |  | 1/26/2003 |  | $9,452.10 |  | $9,452.10 |  | $0.00 |  | $0.00 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 120658 |  | 9/13/2002 |  | 10/13/2002 |  | $5,914.23 |  | $0.00 |  | $0.00 |  | $5,914.23 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 120757 |  | 9/30/2002 |  | 10/30/2002 |  | $5,723.90 |  | $0.00 |  | $5,723.90 |  | $0.00 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 120781 |  | 10/9/2002 |  | 11/8/2002 |  | $6,963.25 |  | $0.00 |  | $6,963.25 |  | $0.00 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 120850 |  | 10/25/2002 |  | 11/24/2002 |  | $1,453.39 |  | $0.00 |  | $1,453.39 |  | $0.00 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 120874 |  | 10/29/2002 |  | 1/28/2002 |  | $5,464.32 |  | $5,464.32 |  | $0.00 |  | $0.00 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 121008 |  | 11/22/2002 |  | 12/22/2002 |  | $5,721.21 |  | $5,721.21 |  | $0.00 |  | $0.00 |  | $1.00 |
3887 |  | PETE SAMS DBA SAMS EXPLOS |  | 121022 |  | 11/26/2002 |  | 12/26/2002 |  | $2,400.84 |  | $2,400.84 |  | $0.00 |  | $0.00 |  | $1.00 |
3980 |  | SOUTHARD CONSTRUCTION |  | 121019 |  | 11/26/2002 |  | 12/26/2002 |  | $510.00 |  | $510.00 |  | $0.00 |  | $0.00 |  | $1.00 |
3980 |  | SOUTHARD CONSTRUCTION |  | 121021 |  | 11/26/2002 |  | 12/26/2002 |  | $2,220.00 |  | $2,220.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4020 |  | SOUTHWEST ELECTRIC CO-OP |  | 120969 |  | 11/18/2002 |  | 12/18/2002 |  | $50.00 |  | $50.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4020 |  | SOUTHWEST ELECTRIC CO-OP |  | 120973 |  | 11/18/2002 |  | 12/18/2002 |  | $1,162.00 |  | $1,162.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4125 |  | DYNO NOBEL MIDAMERICA |  | 120828 |  | 10/18/2002 |  | 12/17/2002 |  | $10,395.00 |  | $0.00 |  | $10,395.00 |  | $0.00 |  | $1.00 |
4125 |  | DYNO NOBEL MIDAMERICA |  | 120891 |  | 10/31/2002 |  | 12/30/2002 |  | $10,395.00 |  | $10,395.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4125 |  | DYNO NOBEL MIDAMERICA |  | 120941 |  | 11/11/2002 |  | 1/10/2003 |  | $9,900.00 |  | $99,010.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4125 |  | DYNO NOBEL MIDAMERICA |  | 120950 |  | 11/12/2002 |  | 1/11/2003 |  | $9,900.00 |  | $9,900.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4125 |  | DYNO NOBEL MIDAMERICA |  | 120959 |  | 11/14/2002 |  | 1/13/2003 |  | $10,395.00 |  | $10,395.00 |  | $0.00 |  | $0.00 |  | $1.00 |
4395 |  | TPL INC,. |  | 119662 |  | 2/22/2002 |  | 9/20/2002 |  | $1,386.62 |  | $0.00 |  | $0.00 |  | $0.00 |  | $1,386.62 |
4395 |  | TPL INC,. |  | 119662 |  | 7/22/2002 |  | 9/20/2002 |  | ($496.50) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($496.50) |
4395 |  | TPL INC,. |  | 119851 |  | 3/28/2002 |  | 5/27/2002 |  | $24,811.92 |  | $0.00 |  | $0.00 |  | $0.00 |  | $24,811.92 |
4395 |  | TPL INC,. |  | 119928 |  | 4/12/2002 |  | 6/11/2002 |  | $19,673.85 |  | $0.00 |  | $0.00 |  | $0.00 |  | $19,673.85 |
4395 |  | TPL INC,. |  | 120894 |  | 10/31/2002 |  | 12/30/2002 |  | $2,716.80 |  | $2,716.38 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120895 |  | 10/31/2002 |  | 12/30/2002 |  | $2,815.20 |  | $2,815.20 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120896 |  | 10/31/2002 |  | 12/30/2002 |  | $2,872.80 |  | $2,872.80 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120952 |  | 11/12/2002 |  | 1/11/2003 |  | $3,519.00 |  | $3,519.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120953 |  | 11/12/2002 |  | 1/11/2003 |  | $3,519.00 |  | $3,519.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120954 |  | 11/12/2002 |  | 1/11/2003 |  | $3,519.00 |  | $3,519.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120955 |  | 11/12/2002 |  | 1/11/2003 |  | $2,520.00 |  | $2,520.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120956 |  | 11/12/2002 |  | 1/11/2003 |  | $3,519.00 |  | $3,519.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 120964 |  | 11/15/2002 |  | 1/14/2003 |  | $2,520.00 |  | $2,520.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 121028 |  | 11/26/2002 |  | 1/25/2003 |  | $3,519.00 |  | $3,519.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 121029 |  | 11/26/2002 |  | 1/25/2003 |  | $3,519.00 |  | $3,519.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4395 |  | TPL INC,. |  | 121046 |  | 11/27/2002 |  | 1/26/2003 |  | $1,023.50 |  | $1,023.50 |  | $0.00 |  | $0.00 |  | $0.00 |
4527 |  | USDA APHIS WS |  | 121000 |  | 11/22/2002 |  | 12/22/2002 |  | $508.00 |  | $508.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4590 |  | W.A. Murphy Inc. |  | 120845 |  | 10/22/2002 |  | 11/21/2002 |  | $4,276.00 |  | $0.00 |  | $4,276.00 |  | $0.00 |  | $0.00 |
4590 |  | W.A. Murphy Inc. |  | 120886 |  | 10/31/2002 |  | 11/30/2002 |  | $4,276.00 |  | $4,276.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4590 |  | W.A. Murphy Inc. |  | 121023 |  | 11/26/2002 |  | 12/26/2002 |  | $14,305.14 |  | $14,305.14 |  | $0.00 |  | $0.00 |  | $0.00 |
4694 |  | WESCO, INC. |  | 120862 |  | 10/25/2002 |  | 11/24/2002 |  | $12,150.00 |  | $0.00 |  | $12,150.00 |  | $0.00 |  | $0.00 |
4694 |  | WESCO, INC. |  | 120945 |  | 11/12/2002 |  | 12/12/2002 |  | $2,640.00 |  | $2,640.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4694 |  | WESCO, INC. |  | 121009 |  | 11/22/2002 |  | 12/22/2002 |  | $3,520.00 |  | $3,520.00 |  | $0.00 |  | $0.00 |  | $0.00 |
4694 |  | WESCO, INC. |  | 121013 |  | 11/26/2002 |  | 12/26/2002 |  | $1,932.24 |  | $1,932.34 |  | $0.00 |  | $0.00 |  | $0.00 |
4699 |  | WESTERN EXPLOSIVES, LTD |  | 120877 |  | 10/31/2002 |  | 11/30/2002 |  | $43,683.75 |  | $43,683.75 |  | $0.00 |  | $0.00 |  | $0.00 |
|  |  |  |  |  |  |  |  |  | $1,266,169.40 |  | $992,673.54 |  | $184,683.05 |  | $27,613.26 |  | $61,199.55 |

|  |  |  |  |  | Table 1 |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Universal Tech Corp |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | Accounts Receivable Aging (Excludes Intercompany) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  | As of November 30, 2002 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|  |  |  | Invoice |  | Invoice |  | Due |  |  |  |  |  |  |  |  |  |  |
Cusno |  | Customer Name |  | # |  | Date |  | Date |  | Amount |  | Current |  | A30to60 |  | A60to90 |  | Over 90 |
243 |  | ATLANTIC RESEARACH CORP |  | 1312 |  | 11/22/2002 |  | 12/22/2002 |  | $2,585.00 |  | $51.60 |  | $0.00 |  | $0.00 |  | $0.00 |
420 |  | BHT PRODUCTS |  | 1284 |  | 11/11/2002 |  | 12/11/2002 |  | $890.00 |  | $890.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1003 |  | DYNO NOBEL INC. |  | 1261 |  | 11/5/2002 |  | 12/5/2002 |  | $4,085.00 |  | $4,085.20 |  | $0.00 |  | $0.00 |  | $0.00 |
1007 |  | EXPLOSIVOS DENORTEAMERICA |  | 2041 |  | 11/21/2000 |  | 12/21/2000 |  | $32,175.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $32,175.00 |
1007 |  | EXPLOSIVOS DENORTEAMERICA |  | 2041 |  | 12/7/2000 |  | 12/21/2000 |  | ($32,278.00) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($32,278.00) |
1007 |  | EXPLOSIVOS DENORTEAMERICA |  | 2148 |  | 5/7/2001 |  | 6/7/2001 |  | $4,741.40 |  | $0.00 |  | $0.00 |  | $0.00 |  | $4,741.40 |
1007 |  | EXPLOSIVOS DENORTEAMERICA |  | 2150 |  | 5/16/2001 |  | 6/16/2001 |  | $38,325.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $38,325.00 |
1007 |  | EXPLOSIVOS DENORTEAMERICA |  | 2150 |  | 9/11/2002 |  | 6/16/2001 |  | ($4,000.00) |  | $0.00 |  | $0.00 |  | $0.00 |  | ($4,000.00) |
1031 |  | AUSTIN POWDER COMPANY |  | 1346 |  | 11/27/2002 |  | 12/27/2002 |  | $6,083.35 |  | $6,083.35 |  | $0.00 |  | $0.00 |  | $0.00 |
1456 |  | INDUSTRIA MILITAR |  | 1302 |  | 11/15/2002 |  | 12/27/2002 |  | $25,774.60 |  | $25,774.60 |  | $0.00 |  | $0.00 |  | $0.00 |
1456 |  | INDUSTRIA MILITAR |  | 1302 |  | 11/27/2002 |  | 12/27/2002 |  | ($1,000.00) |  | ($1,000.00) |  | $0.00 |  | $0.00 |  | $0.00 |
1461 |  | BAE SYSTEMS |  | 1243 |  | 10/31/2002 |  | 11/30/2002 |  | $2,700.00 |  | $2,700.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1484 |  | D & G CONSULTING |  | 1282 |  | 11/11/2002 |  | 12/11/2002 |  | $540.00 |  | $540.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1484 |  | D & G CONSULTING |  | 1283 |  | 11/11/2002 |  | 12/11/2002 |  | $375.00 |  | $375.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1485 |  | SPECIALTY FERTILIZER |  | 2369 |  | 5/6/2002 |  | 6/6/2002 |  | $3,450.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $3,450.00 |
1485 |  | SPECIALTY FERTILIZER |  | 1003 |  | 7/18/2002 |  | 8/17/2002 |  | $1,200.00 |  | $0.00 |  | $0.00 |  | $0.00 |  | $1,200.00 |
1486 |  | ORICA |  | 1242 |  | 10/31/2002 |  | 11/30/2002 |  | $2,200.00 |  | $2,200.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1487 |  | TAKATA SEAT BELTS, INC |  | 1345 |  | 11/27/2002 |  | 12/27/2002 |  | $600.00 |  | $600.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1488 |  | EXPLO SYSTEMS, INC. |  | 1347 |  | 11/27/2002 |  | 12/27/2002 |  | $3,041.65 |  | $3,041.65 |  | $0.00 |  | $0.00 |  | $0.00 |
1488 |  | EXPLO SYSTEMS, INC. |  | 1348 |  | 11/27/2002 |  | 12/27/2002 |  | $225.00 |  | $225.00 |  | $0.00 |  | $0.00 |  | $0.00 |
1491 |  | BAKER ATLAS |  | 476787 |  | 10/30/2002 |  | 11/29/2002 |  | -$462.00 |  | ($462.00) |  | $0.00 |  | $0.00 |  | $0.00 |
2230 |  | DYNO NOBEL INC. |  | 1310 |  | 11/18/2002 |  | 12/18/2002 |  | $400.00 |  | $400.00 |  | $0.00 |  | $0.00 |  | $0.00 |
2640 |  | LDE CORPORATION |  | 1208 |  | 10/16/2002 |  | 11/15/2002 |  | $6,514.06 |  | $0.00 |  | $6,514.06 |  | $0.00 |  | $0.00 |
2640 |  | LDE CORPORATION |  | 1208 |  | 11/4/2002 |  | 11/15/2002 |  | ($6,250.00) |  | $0.00 |  | ($6,250.00) |  | $0.00 |  | $0.00 |
2640 |  | LDE CORPORATION |  | 1326 |  | 11/22/2002 |  | 12/22/2002 |  | $340.24 |  | $340.24 |  | $0.00 |  | $0.00 |  | $0.00 |
|  |  |  |  |  |  |  |  |  | $92,255.50 |  | $48,378.04 |  | $264.06 |  | $0.00 |  | $43,613.40 |
|  |  |  |  |  | Page 1 |  |  |  |  |  |  |  |  |  |  |  |  |

EXHIBIT 2.2(n)
EXCLUDED SELLERS’ CONTRACTS
Universal Tech Corporation

1. | Equipment Lease between United Leasing, Inc. and Universal Tech Corporation (“UTeC”), commencing March 16, 2000, and continuing for 60 months, regarding G25E Daewoo Forklift.

2. | Equipment Lease between United Leasing, Inc. and UTeC, commencing February 16, 2001, and continuing for 36 months, regarding 2001 Chevy Silverado pickup.

3. | Equipment Lease between Sharp Financial Company and UTeC, commencing August 19, 2002, and continuing for 60 months, regarding Canon copier at R&D Lab, Riverton, Kansas.

4. | Service Agreement between UTeC and LSB Industries, Inc. (“LSB”) dated December 23, 1992, terminable (with notice) on December 23, 2004, or upon LSB giving 90 days notice to terminate at any time, regarding LSB’s performance of certain administrative services for UTeC.

5. | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated April 22, 1998, expiring on April 22, 2008, regarding option on 5,000 shares of LSB stock.

6. | Non-Qualified Stock Option Agreement – 1998 between LSB and Oldrich Machacek, dated April 22, 1998, expiring on April 22, 2008 regarding option on 5,000 shares of LSB stock.

7. | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated July 8, 1999, expiring July 8, 2009, regarding option on 5,000 shares of LSB stock.

8. | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated November 29, 2001, expiring on November 29, 2011, regarding option on 5,000 shares of LSB stock.

9. | Consent Agreement in The Matter of Pollution at Former Gulf Oil Company Jayhawk Plant, Galena, Kansas, Case No. 98-E-0109, Kansas Department of Health and Environment, last signed June 16, 1999, termination upon KDHE’s notice that the terms have been satisfactorily completed.

10. | Phase IV Agreement, dated June 16, 1999, by and among Inspec USA, Inc., Chevron Chemical Company LLC, Chevron USA, Inc., Koch Chemical Company and UTeC, regarding UTeC’s R&D Lab, Riverton, Kansas.

11. | Mortgage, Assignment of Rents and Security Agreement executed by UTeC in favor of Guggenheim Investment Management, LLC, et al. (“Guggenheim”), dated May 24, 2002, filed June 6, 2002 at 3:15 PM in Book 290 of Mortgages at Pages 217-243 in the office of the Register of Deeds, Cherokee County, Kansas.

12. | Mortgage, Assignment of Rents and Security Agreement executed by UTeC, in favor of Foothill Capital Corporation, et al. (“Foothill”), dated May 24, 2002, filed June 6, 2002 at 3:25 PM in Book 290 of Mortgages at Pages 244-272 in the office of the Register of Deeds, Cherokee County, Kansas.

13. | Mortgage Subordination and Standstill Agreement in favor of Guggenheim, executed by Foothill, Guggenheim and UTeC, filed June 6, 2002 at 3:35 PM in Book 92 of Miscellaneous at Pages 673-686 in the office of the Register of Deeds, Cherokee County, Kansas.

14. | All title documents, including those listed in Part 3.6 (which Part is incorporated herein by reference) associated with any Real Property owned UTeC, as such terms are defined in the Agreement.

15. | Lease and Operating Agreement (With Right of First Refusal and Option to Purchase), dated September 25, 1990, from IRECO Incorporated to UTeC, regarding UTeC’s Underwater Lab, Hallowell, Kansas.

Slurry Explosive Corporation

1. | Equipment Lease #8 between United Leasing, Inc. and SEC last signed on December 9, 1999 and commencing on November 15, 1999, and continuing for 60 months, regarding a Plastic Tube Filling and Scaling Machine.

2. | Master Rental Agreement between Associates Leasing, Inc. and SEC, commencing on December 30, 1998, and continuing for 60 months, regarding a new Daewoo Model G20S/LPS.

3. | O.S.P. Program Sales Agreement between American Business Systems and SEC, dated September 25, 1998, and continuing for five years, regarding a copier machine.

4. | Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms.

2

5. | Equipment Lease between G.W. Van Keppel Company/Associates Leasing, Inc. (assigned to Citicapital Commercial Leasing Corporation) and SEC, commencing September 22, 2000, and continuing 66 months, regarding Svadala hydraulic track drill.

6. | Equipment Lease between Citicapital Commercial Leasing Corporation and SEC, commencing December 28, 2001, and continuing 60 months, regarding Svadala hydraulic track drill.

7. | Equipment Lease #6 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Hallowell, Kansas Facility.

8. | Equipment Lease #7 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Pryor, Oklahoma Facility.

9. | Conditional Sale Agreement between Transport International Tool, Inc. and SEC, dated July 17, 2001, commencing October 1, 2001 and continuing 48 months, regarding the purchase of 49 over-the-road trailers.

10. | Equipment Lease #1 between United Leasing, Inc. and SEC, commencing February 26, 2001, and continuing 36 months, regarding 2001 Chevy Silverado pickup at Pryor, Oklahoma Facility.

11. | Equipment Lease #10 between United Leasing, Inc. and SEC, commencing January 15, 2002, and continuing 36 months, regarding 1999 Ford F-250 pickup at Hallowell, Kansas Facility.

12. | Equipment Lease #2 between United Leasing, Inc. and SEC, commencing February 15, 1998, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

13. | Equipment Lease #5 between United Leasing, Inc. and SEC, commencing March 15, 1999, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

14. | Equipment Lease #3 between United Leasing, Inc. and SEC, commencing September 15, 1998, and continuing 60 months, regarding 1998 Mack pumper truck at Pryor, Oklahoma Facility.

15. | Lease between R.K. Black, Inc. and SEC, commencing February 23, 1998, and continuing for 60 months, regarding two (2) Lanier copiers for SEC’s Oklahoma City, Oklahoma office.

3

16. | Master Services Agreement dated March 14, 2002 for SCS Engineers to perform Comprehensive Investigation/Corrective Action Study for SEC and its counsel, Shook Hardy & Bacon LLP.

17. | Service Agreement, between SEC and LSB, dated January 1, 1992, terminating upon notice on January 1, 2004, or upon LSB giving 90 days notice of termination at anytime, regarding LSB’s performance of certain administrative service for SEC.

18. | Asset Sale and Purchase agreement between SEC and ICI Explosives USA, Inc. (“ICI”), dated as of November 30, 2000, regarding SEC’s acquisition of ICI’s Kinepak Business and Kinepak Assets.

19. | Consent Order entered in The Matter of Pollution at Slurry Explosive Corporation, Hallowell, Kansas, Case No. 02-E-0049, Kansas Department of Health and Environment (“KDHE”), dated April 22, 2002, terminating upon KDHE’s notice that terms have been satisfactorily completed.

20. | Confidentiality Agreement between SEC and Wimase Limited (“Wimase”), dated June 18, 2002, expiring June 18, 2004, regarding SEC’s information provided to Wimase for purpose of evaluating the possible acquisition of SEC’s Hallowell, Kansas Facility.

21. | Incentive Stock Option Agreement between LSB and Paul Keeling, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

22. | Non-Qualified Stock Option Agreement – 1998 between LSB and Paul Keeling, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

23. | Incentive Stock Option Agreement between LSB and Paul Keeling, dated July 8, 1999, expiring on July 8, 2009, regarding option on 10,000 shares of LSB stock.

24. | Incentive Stock Option Agreement between LSB and Paul Keeling, dated November 29, 2001, expiring on November 29, 2011, regarding option on 10,000 shares of LSB stock.

25. | Incentive Stock Option Agreement between LSB and William Manion, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

26. | Non-Qualified Stock Option Agreement - 1998, between LSB and William Manion, dated April 22, 1998, expiring on April 22, 2008, regarding option on 5,000 shares of LSB stock.

4

27. | Incentive Stock Option Agreement between LSB and William Manion, dated July 8, 1999, expiring on July 8, 2009, regarding option on 15,000 shares of LSB stock.

28. | Incentive Stock Option Agreement between LSB and William Manion, dated November 29, 2001, expiring on November 29, 2011, regarding option on 10,000 shares of LSB stock.

29. | Lease from Prime Financial Corporation to SEC, dated February 15, 1995, regarding SEC’s Pryor, Oklahoma Facility.

30. | Stipulation for Compromise Settlement in United States of America v. 1.5 Blasting Agents, et al., Civil Case No. 0201096-WEB, U.S.D.C., District of Kansas dated October, 2002, consenting to the forfeiture of product seized by the ATF.

31. | Trademark Security Agreement between Foothill and SEC, et al., dated April 13, 2001, regarding the pledge of certain trademarks.

32. | Patent Security Agreement between Foothill and SEC, et al., dated April 13, 2001, regarding the pledge of certain patents.

33. | All title documents, including those listed in Part 3.6 (which Part is incorporated herein by reference) associated with any Real Property owned SEC, as such terms are defined in the Agreement.

Agreements between SEC & UTeC

1. | Asset Purchase and Sale Agreement between SEC and UTeC, dated May 14, 2002, regarding UTeC’s purchase of SEC’s assets related to Hallowell, Kansas Facility.

2. | Services Agreement between SEC and UTeC, dated August 23, 2002, expiring August 23, 2005, upon thirty days notice, regarding SEC providing certain administrative and human resource services.

3. | Supply Agreement between SEC and UTeC, dated August 30, 2002, terminating August 30, 2003, upon thirty day notice, regarding UTeC’s manufacture of certain product for SEC.

4. | $5,000.00 monthly fee paid by SEC to UTeC for Research, Development and Quality Control work for SEC’s Kinepak plant business, effective March, 2002, and continuing until terminated.

5

5. | Contribution Agreement between UTeC, SEC and other affiliates, dated April 13, 2001, addressing contribution relating to the obligations under the Foothill Second Amendment.

6. | Industrial Lease from UTeC to SEC, dated May 14, 2002, regarding the Hallowell, Kansas Facility.

Both UTeC and SEC are Parties

1. | Loan and Security Agreement between Foothill and UTeC and SEC, et al., dated April 13, 2001, regarding working capital line of credit (the “Foothill Loan”).

2. | First Amendment to Loan and Security Agreement, dated August 3, 2001, amending the Foothill Loan.

3. | Second Amendment to Loan and Security Agreement, dated May 24, 2002, amending the Foothill Loan.

4. | Lockbox Operating Procedural Agreement between Foothill and UTeC and SEC, et al., dated April 13, 2001, regarding operation of lockbox for receivables.

5. | Securities Purchase Agreement between Guggenheim and UTeC and SEC dated May 24, 2002, regarding the purchase by Guggenheim of certain Notes (the “Securities Purchase Agreement”).

6. | Guaranty by SEC and UTeC, et al. to Guggenheim, dated May 24, 2002, regarding debt created by Securities Purchase Agreement.

7. | Intercreditor Agreement between Foothill, Guggenheim, UTeC and SEC, et al., regarding priorities of security interests of Guggenheim and Foothill.

8. | Indenture between ClimaChem, Inc. (“CCI”), Ban One, NA (“BankOne”), UTeC and SEC, et al., as Guarantors, dated November 26, 1997, regarding the issuance of Senior Notes (the “Indenture”).

9. | Guaranty by UTeC and SEC and other affiliates with respect to the Indenture.

10. | First Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated February 8, 1999, amending and supplementing the Indenture.

11. | Second Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated June 25, 1999, amending and supplementing the Indenture.

6

12. | Third Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated August 10, 2000, amending and supplementing the Indenture.

13. | Fourth Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated May 30, 2001, amending and supplementing the Indenture.

14. | Fifth Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated May 24, 2002, amending and supplementing the Indenture.

15. | All rights of UTeC and SEC under those Seller Contracts, as such term is defined in the Agreement, as contemplated by and executed in connection with the Agreement.

7

EXHIBIT 2.2(o)
EXCLUDED PROPERTY AND ASSETS

1. | All Real Property, as such term is defined in the Agreement owned by Universal Tech Corporation (“UTeC”) and/or Slurry Explosive Corporation (“SEC”).

2. | All business records and transactional documents required by the Bureau of Alcohol, Tobacco and Firearms to be maintained by UTeC and/or SEC.

3. | All the equipment, vehicles and/or other property (personal and real) that are the subject of the following agreements:

a. Universal Tech Corporation

(1) | Equipment Lease between United Leasing, Inc. and UTeC, commencing March 16, 2000, and continuing for 60 months, regarding G25E Daewoo Forklift.

(2) | Equipment Lease between United Leasing, Inc. and UTeC, commencing February 16, 2001, and continuing for 36 months, regarding 2001 Chevy Silverado pickup.

(3) | Equipment Lease between Sharp Financial Company and UTeC, commencing August 19, 2002, and continuing for 60 months, regarding Canon copier at R&D Lab, Riverton, Kansas.

(4) | Lease and Operating Agreement (With Right of First Refusal and Option to Purchase), dated September 25, 1990, from IRECO Incorporated to UTeC, regarding UTeC’s Underwater Lab, Hallowell, Kansas.

b. Slurry Explosive Corporation

(1) | Equipment Lease #8 between United Leasing, Inc. and SEC last signed on December 9, 1999 and commencing on November 15, 1999, and continuing for 60 months, regarding a Plastic Tube Filling and Scaling Machine.

(2) | Master Rental Agreement between Associates Leasing, Inc. and SEC, commencing on December 30, 1998, and continuing for 60 months, regarding a new Daewoo Model G20S/LPS.

(3) | O.S.P. Program Sales Agreement between American Business Systems and SEC, dated September 25, 1998, and continuing for five years, regarding a copier machine.

(4) | Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms.

(5) | Equipment Lease between G.W. Van Keppel Company/Associates Leasing, Inc. (assigned to Citicapital Commercial Leasing Corporation) and SEC, commencing September 22, 2000, and continuing 66 months, regarding Svadala hydraulic track drill.

(6) | Equipment Lease between Citicapital Commercial Leasing Corporation and SEC, commencing December 28, 2001, and continuing 60 months, regarding Svadala hydraulic track drill.

(7) | Equipment Lease #6 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Hallowell, Kansas Facility.

(8) | Equipment Lease #7 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Pryor, Oklahoma Facility.

(9) | Conditional Sale Agreement between Transport International Tool, Inc. and SEC, dated July 17, 2001, commencing October 1, 2001 and continuing 48 months, regarding the purchase of 49 over-the-road trailers.

(10) | Equipment Lease #1 between United Leasing, Inc. and SEC, commencing February 26, 2001, and continuing 36 months, regarding 2001 Chevy Silverado pickup at Pryor, Oklahoma Facility.

(11) | Equipment Lease #10 between United Leasing, Inc. and SEC, commencing January 15, 2002, and continuing 36 months, regarding 1999 Ford F-250 pickup at Hallowell, Kansas Facility.

(12) | Equipment Lease #2 between United Leasing, Inc. and SEC, commencing February 15, 1998, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

(13) | Equipment Lease #5 between United Leasing, Inc. and SEC, commencing March 15, 1999, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

(14) | Equipment Lease #3 between United Leasing, Inc. and SEC, commencing September 15, 1998, and continuing 60 months, regarding 1998 Mack pumper truck at Pryor, Oklahoma Facility.

2

(15) | Lease between R.K. Black, Inc. and SEC, commencing February 23, 1998, and continuing for 60 months, regarding two (2) Lanier copiers for SEC’s Oklahoma City, Oklahoma office.

3

Exhibit 2.3
Prepaid Lease Obligations
See attached schedule

AP0125 256 |  | Sferguson |  | PCACT13B |  | Universal Tech Corporation |  |  |  |  |  |  |  |
Bank Code |  | 111 First American Bank |  | Disbursements Journal |  |  |  | 10:30:21 |  | 11/23/2002 |  | Page 1
Payment Code | Checks |  |  |  |  |  |  |  |  |  |  |  |  |  |
Payment |  | Payment |  | Invoice |  | Invoice |  | Due Before |  | Gross |  | Discount |  | Payment |  |
Number |  | Date |  | Number |  | Date |  | Payment |  | Amount |  | Taken |  | Amount |  |
337718 |  | GE Capital Modular Space |  |  |  |  |  |  |  |  |  |  |  |
15593 |  | 12/1/2002 |  | LESE021231 |  | 12/1/2002 |  | 417.20 |  | 417.20 |  | 0 |  | 417.20 |  |
|  |  |  | Payment |  | 15593 Total |  |  |  | 417.20 |  | 0 |  | 417.20 |  |
356180 |  | Wells Fargo Financial |  |  |  |  |  |  |  |  |  |  |  |
15594 |  | 12/1/2002 |  | 3595021231 |  | 12/1/2002 |  | 181.12 |  | 181.12 |  | 0 |  | 181.12 |  |
|  |  |  | Payment |  | 15594 Total |  |  |  | 181.12 |  | 0 |  | 181.12 |  |
542905 |  | Midwest Leasing Co. |  |  |  |  |  |  |  |  |  |  |  |
15595 |  | 12/1/2002 |  | PURCO21231 |  | 12/1/2002 |  | 1000.00 |  | 1000.00 |  | 0 |  | 1000.00 |  |
|  |  |  | Payment |  | 15595 Total |  |  |  | 1000.00 |  | 0 |  | 1000.00 |  |
788878 |  | Preston Forest Assoc LTD |  |  |  |  |  |  |  |  |  |  |  |
15596 |  | 12/01/2002 |  | RENT021231 |  | 12/1/2002 |  | 758.79 |  | 758.79 |  | 0 |  | 758.79 |  |
|  |  |  | Payment |  | 15596 Total |  |  |  | 758.79 |  | 0 |  | 758.79 |  |
838770 |  | United Leasing Co. |  |  |  |  |  |  |  |  |  |  |  |
15597 |  | 12/1/2002 |  | 0001021231 |  | 12/1/2002 |  | 467.42 |  | 467.42 |  | 0 |  | 467.42 |  |
|  |  |  | Payment |  | 15597 Total |  |  |  | 467.42 |  | 0 |  | 467.42 |  |
15598 |  | 0002021231 |  | 0002021231 |  | 12/1/2002 |  | 361.25 |  | 361.25 |  | 0 |  | 361.25 |  |
|  |  |  | Payment |  | 15598 Total |  |  |  | 361.25 |  | 0 |  | 361.25 |  |
|  |  |  | Disbursement Totals |  |  |  | 3185.78 |  | 0 |  | 3185.78 |  |

AP0125 254 |  | Sferguson |  | PCACT13B |  | Slurry Exploswive Corp |  |  |  |  |  |  |  |
Bank Code |  | 111 First American Bank |  | Disbursements Journal |  |  |  | 15:05:47 |  | 11/22/2002 |  | Page 1
Payment Code | Checks |  |  |  |  |  |  |  |  |  |  |  |  |  |
Payment |  | Payment |  | Invoice |  | Invoice |  | Due Before |  | Gross |  | Discount |  | Payment |  |
Number |  | Date |  | Number |  | Date |  | Payment |  | Amount |  | Taken |  | Amount |  |
181788 |  | CITICAPITAL |  |  |  |  |  |  |  |  |  |  |  |  |  |
36854 |  | 12/1/2002 |  | Lese021231 |  | 12/1/2002 |  | 5740.00 |  | 5740.00 |  | 0 |  | 5740.00 |  |
|  |  |  | Payment |  | 36854 Total |  |  |  | 5740.00 |  | 0 |  | 5740.00 |  |
36855 |  | 12/1/2002 |  | RENT021231 |  | 12/1/2002 |  | 6650.00 |  | 6650.00 |  | 0 |  | 6650.00 |  |
|  |  |  | Payment |  | 36855 Total |  |  |  | 6650.00 |  | 0 |  | 6650.00 |  |
647260 |  | PITNEYWORKS |  |  |  |  |  |  |  |  |  |  |  |  |  |
36856 |  | 12/1/2002 |  | 4025021231 |  | 12/1/2002 |  | 325.00 |  | 325.00 |  | 0 |  | 325.00 |  |
|  |  |  | Payment |  | 36856 Total |  |  |  | 325.00 |  | 0 |  | 325.00 |  |
36857 |  | 12/1/2002 |  | 9625021231 |  | 12/1/2002 |  | 50.00 |  | 50.00 |  | 0 |  | 50.00 |  |
|  |  |  | Payment |  | 16857 Total |  |  |  | 50.00 |  | 0 |  | 50.00 |  |
652950 |  | Amerian Heart Assoc DBA |  |  |  |  |  |  |  |  |  |  |  |
36858 |  | 12/1/2002 |  | LESE021231 |  | 12/1/2002 |  | 988.75 |  | 988.75 |  | 0 |  | 988.75 |  |
|  |  |  | Payment |  | 36858 Total |  |  |  | 988.75 |  | 0 |  | 988.75 |  |
658890 |  | Premium Financing |  |  |  |  |  |  |  |  |  |  |  |
36859 |  | 12/1/2002 |  | 5453021231 |  | 12/1/2002 |  | 17018.30 |  | 17018.30 |  | 0 |  | 17018.30 |  |
|  |  |  | Payment |  | 36859 Total |  |  |  | 17018.30 |  | 0 |  | 17018.30 |  |
838770 |  | United Leasing Co. |  |  |  |  |  |  |  |  |  |  |  |
36860 |  | 12/1/2002 |  | D885021231 |  | 12/1/2002 |  | 3288.46 |  | 3288.46 |  | 0 |  | 3288.46 |  |
|  |  |  | Payment |  | 36860 Total |  |  |  | 3288.46 |  | 0 |  | 3288.46 |  |
36861 |  | 12/1/2002 |  | 0001021231 |  | 12/1/2002 |  | 760.76 |  | 760.76 |  | 0 |  | 760.76 |  |
|  |  |  | Payment |  | 36861 Total |  |  |  | 760.76 |  | 0 |  | 760.76 |  |
36862 |  | 12/1/2002 |  | 0002021231 |  | 12/1/2002 |  | 1118.38 |  | 1118.38 |  | 0 |  | 1118.38 |  |
|  |  |  | Payment |  | 36862 Total |  |  |  | 1118.38 |  | 0 |  | 1118.38 |  |
36863 |  | 12/1/2002 |  | 0005021231 |  | 12/1/2002 |  | 1212.97 |  | 1212.97 |  | 0 |  | 1212.97 |  |
|  |  |  | Payment |  | 36863 Total |  |  |  | 1212.97 |  | 0 |  | 1212.97 |  |
36864 |  | 12/1/2002 |  | 0006021231 |  | 12/1/2002 |  | 643.80 |  | 643.80 |  | 0 |  | 643.80 |  |
|  |  |  | Payment |  | 36864 Total |  |  |  | 643.80 |  | 0 |  | 643.80 |  |

AP0125 254 |  | Sferguson |  | PCACT13B |  | Slurry Exploswive Corp |  |  |  |  |  |  |  |
Bank Code |  | 111 First American Bank |  | Disbursements Journal |  |  |  | 15:05:47 |  | 11/22/2002 |  | Page 2
Payment Code | Checks |  |  |  |  |  |  |  |  |  |  |  |  |  |
Payment |  | Payment |  | Invoice |  | Invoice |  | Due Before |  | Gross |  | Discount |  | Payment |  |
Number |  | Date |  | Number |  | Date |  | Payment |  | Amount |  | Taken |  | Amount |  |
36865 |  | 12/1/2002 |  | 0007021231 |  | 12/1/2002 |  | 643.80 |  | 643.80 |  | 0 |  | 643.80 |  |
|  |  |  | Payment |  | 36865 Total |  |  |  | 643.80 |  | 0 |  | 643.80 |  |
36866 |  | 12/1/2002 |  | 0008021231 |  | 12/1/2002 |  | 880.97 |  | 880.97 |  | 0 |  | 880.97 |  |
|  |  |  | Payment |  | 36866 Total |  |  |  | 880.97 |  | 0 |  | 880.97 |  |
36867 |  | 12/1/2002 |  | 0010021231 |  | 12/1/2002 |  | 574.23 |  | 574.23 |  | 0 |  | 574.23 |  |
|  |  |  | Payment |  | 36867 Total |  |  |  | 574.23 |  | 0 |  | 574.23 |  |
845590 |  | U.S. BANCORP EQUIPMENT |  |  |  |  |  |  |  |  |  |  |  |
36868 |  | 12/1/2002 |  | LESE021231 |  | 12/1/2002 |  | 8907.08 |  | 8907.08 |  | 0 |  | 8907.08 |  |
|  |  |  | Payment |  | 36868 Total |  |  |  | 8907.08 |  | 0 |  | 8907.08 |  |
|  |  |  | Disbursement Totals |  |  |  | 48802.50 |  | 0 |  | 48802.50 |  |

EXHIBIT 2.4(a)
Allocation of Responsibility for Assumed Liabilities Among Buyers
UTeC Corporation, LLC:

1. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 17, 1999, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at the Pruf Plant, Hallowell, Kansas.

2. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 1, 1995, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at UTeC’s Underwater Lab, Hallowell, Kansas.

3. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated September 27, 1985, continuing on a 6 months by 6 months basis until terminated, regarding water cooler at UTeC’s R&D Lab, Riverton, Kansas.

4. | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, dated June 28, 1995, renewed through June, 2003, regarding two (2) tieing machines at UTeC’s Pruf Plant, Hallowell, Kansas.

5. | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, renewed through January, 2003, regarding a tieing machine at UTeC’s Underwater Lab, Hallowell, Kansas.

6. | Month to month Q.C. Testing Fee Agreement between UTeC and Ireco (now Dyno Nobel, Inc.), dated October 14, 1991, regarding quality control testing by UTeC at UTeC’s Underwater Lab, Hallowell, Kansas.

7. | Testing Fee Agreement between UTeC and Nelson Brothers LLC, dated September 27, 2002, regarding specifically delineated testing by UTeC at UTeC’s Underwater Lab, Hallowell, Kansas.

8. | Quote from UTeC to Industria Militar for $453,717.51 (US) in sales of raw materials during first half of 2003.

9. | Technology and Know-How License Agreement between UTeC and Explosivos de Norteamerica S.A. de C.V., dated January 1, 1997, terminating on January 1, 2007, regarding use of UTeC technology and know-how to manufacture and sell product in Mexico on an exclusive basis so long as a 2,000 metric tons per year volume is sustained.

10. | Listing of UTeC employees and their repayment obligations who have received advances made by UTeC.

11. | Consulting Agreement between UTeC and Pieter de Wit, dated January 1, 1996, as orally amended and extended to December 31, 2002, regarding the providing of consulting services related to demilitarization projects.

12. | Confidentiality Agreement, last signed October 16,2001, and continuing for five (5) years, by and between UTeC and Aliachem a.s., regarding confidential information provided for discussion of the possible sale of a business owned by Aliachem a.s.

13. | Lease from PLP Investment, Inc. (assigned to Preston Forest Associates, Ltd.) to UTeC, dated June 5, 1992, on UTeC’s Dallas office space, as amended on August 30, 1993, March 21, 1996 and August 1, 1998.

SEC Investment Corp., LLC:

1. | License and Processing Agreement between SEC and TPL, Inc., dated December 9, 1999, for continuing one year terms until 12 months notice is given, regarding the use of SEC’s Technical Information to produce product solely for SEC.

2. | Proprietary Information Disclosure Agreement between SEC and TPL, Inc., dated October 3, 1999, terminating October 3, 2004, regarding each party’s Proprietary Information.

3. | Purchase Agreement between General Dynamics Ordinance and Tactical Systems and SEC, dated March 11, 2002, final payment due October 15, 2002, regarding watergel slurry production equipment purchased from Marion, Illinois.

4. | Emergency Response Telecommunication Service Agreement between Chem-Tel, Inc. and SEC dated March 25, 1997, renewed through December 31, 2002, regarding 24-hour emergency phone answering services.

5. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated May 2, 1997, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0049, 1995 Kenworth.

6. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated September 18, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0055, 1999 Peterbilt.

7. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated June 25, 1999, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0058, 2000 Peterbilt.

2

8. | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 23, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0053, 1999 Peterbilt.

9. | Contract Service Agreement between Explo-Transport Co. and SEC, dated September 14, 2000, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0059, 2001 Peterbilt.

10. | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 13, 2001, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0060, 2000 Peterbilt.

11. | Rental Agreement between Pitney Bowes, Inc. and SEC, dated April 4, 1989, expired April 4, 1989, but now paid quarterly, in advance, regarding postage meter for SEC’s Oklahoma City, Oklahoma office.

12. | Construction Agreement between SEC and Mid Central Contract Services, Inc., dated August 7, 2002, regarding construction efforts at Hallowell, Kansas Facility for $208,721.00, which has been paid in full.

13. | Service Agreement between SEC and U.S. Cellular dated September 23, 2002, expiring September 23, 2003, for cell phone services at Pryor, Oklahoma Facility.

14. | Pricing Agreement between SEC and Heartland Cement through January 31, 2003, regarding turnkey drilling and blasting services by SEC’s Pryor, Oklahoma Facility.

15. | Pricing Agreement between SEC and Lone Star Industries through January 1, 2003, regarding turnkey drilling and blasting services by SEC’s Pryor, Oklahoma Facility.

16. | Wireless Services Agreement between SEC and AT&T Wireless, expiring April, May (two phones) and December, 2003, regarding four cell phone services at Hallowell, Kansas Facility.

17. | Marketing and Supply Agreement between SEC and Austin Powder Company dated October 5, 1994, terminated as to exclusivity only effective October 5, 1997, but otherwise terminable upon sixty days notice prior to the October 5 automatic annual renewal, regarding Austin Powder Company’s marketing and distributing efforts of watergel products for forest fire fighting and timber boundary demarcation applications.

18. | Non-exclusive License Agreement between SEC and Total Energy Systems Limited (“TES”), dated October 1, 1996, as amended and assigned in that Assignment and Amendment of the Slurry Explosive Corporation License Agreement between SEC, TES and Quantum Explosives Pty. Ltd., dated August 2, 1999, continuing through end of use or breach, regarding use of SEC’s patent

3

| rights or technical information to manufacture and sell specific products in plants in Australia, New Zealand, New Guinea, Fiji, Myanmar and Soloman Islands.

19. | Letter reflecting SEC’s November 6, 2000, offer of employment to Bob Le Blanc, commencing January 1, 2001, including commissions, with expectations of a one to two year employment period.

20. | Listing of SEC employees and their repayment obligations who have received advances made by SEC.

21. | SEC Employees signature pages exhibiting their agreement to the Assignment of Invention, Confidentiality and Non-Compete provisions of the SEC Employee Handbook.

22. | Confidentiality Agreement between SEC and KESCO, Inc. (“KESCO”), dated September 19, 1994, with no expiration date, regarding information received from KESCO for purposes of evaluating the possible acquisition of KESCO by SEC.

23. | Confidentiality Agreement between SEC and Union Espanola de Explosivos, S.A. (“UEE”), dated May 10, 2002, expiring May 10, 2007, regarding SEC’s information provided to UEE for purposes of evaluating the possible acquisition of SEC’s Hallowell, Kansas Facility.

24. | Lease Agreement between SEC and Conseco Finance Vendor Services Corporation, dated December 22, 2000, continuing for 24 months, with $1.00 purchase option, regarding computers at SEC’s Oklahoma City, Oklahoma office.

25. | Office Lease Agreement from Nations Bank N.A. (assigned to American Heart Association) to SEC, dated September 15, 1997, regarding SEC’s Portland Plaza, Oklahoma City, Oklahoma administrative office space.

Energetic Systems Inc., LLC:

1. | Employment Agreement between UTeC and Oldrich Machacek dated June 5, 1990, terminating upon 60 days notice.

2. | 1993 Severance Agreement between LSB Industries, Inc. (“LSB”) and Bill Manion, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

3. | 1993 Severance Agreement between LSB and Paul Keeling, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

4

DetaCorp Inc., LLC:

1. | Postage Meter Rental Agreement between UTeC and Pitney Bowes, dated September 23, 2002, continuing for one year, regard UTeC’s assumption of SEC’s obligations for a postage meter at the Hallowell, Kansas Facility.

2. | Confidential Rail Transportation Contract between SEC and Union Pacific Railroad Company ,dated effective January 1, 2002, expiring July 31, 2002 but informally continuing, regarding line-haul transportation.

3. | Equipment Lease between Midwest Leasing Co. and SEC, dated May 6, 2002, and continuing for 12 months (at which time SEC becomes owner), regarding 1986 Tempe Reefer Cooling Unit for Kinepak Plant located at Hallowell, Kansas Facility.

4. | Quarterly (i.e. requires 90 day notice to terminate) Security and/or Patrol Services Agreement dated April 9, 2002, regarding security patrol at Hallowell, Kansas Facility.

5. | Quarterly (i.e. requires 90 day notice to terminate) Security and/or Patrol Services Agreement dated April 22, 2002, regarding telephone for security patrol at Hallowell, Kansas Facility.

6. | Cleaning Service Contract between SEC and Safety-Kleen Systems, Inc., dated May 2, 2002, expires May 2, 2003, regarding cleaning/services provided to SEC at Hallowell, Kansas Facility.

7. | Lease Agreement between Farmer’s Co-op Association and SEC, dated November 28, 2001, regarding property adjacent to railroad at or near Hallowell, Kansas.

8. | SEC’s rights under Industry Track Lease Agreement between South Kansas and Oklahoma Railroad and El Dorado Chemical Company, dated as of August 1, 1998, regarding railroad track at or near Hallowell, Kansas.

5

EXHIBIT 2.7(a)(i)
Bill of Sale
This Bill of Sale ("Bill of Sale") is made and entered into on December 6, 2002, by and among Universal Tech Corporation, an Oklahoma corporation ("Seller"), and ___________, a Nevada limited liability company ("Buyer").
WHEREAS, Buyer and Seller are parties to that certain Asset Purchase Agreement dated December 6, 2002 (the "Purchase Agreement"); and
WHEREAS, pursuant to the Purchase Agreement, Seller has agreed to sell, assign, transfer and convey certain Assets to Buyer, as set forth herein.
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, the parties do hereby agree as follows:

1. | Capitalized Terms. Capitalized terms used but not defined herein shall have the meanings for such terms that are set forth in the Purchase Agreement.

2. | Sale and Transfer of Assets and Contract Rights. Effective as of 12:01 a.m. C.S.T. on December 1, 2002 (the "Effective Time"), Seller hereby sells, transfers, assigns, conveys, grants and delivers to Buyer, all of Seller's right, title and interest in and to all of the assets (the "Assets") and contract rights ("Rights") described on Schedule A hereto (collectively, the Assets and the Rights being referred to as the "Transferred Items"). The Transferred Items do not include Excluded Assets. Further, Buyer acknowledges that, except as provided in the Purchase Agreement, Seller makes no representations or warranties as to the Transferred Items and, subject to any express representation or warranty made by any third-party that is being transferred in connection with the transactions contemplated by the Purchase Agreement, all of the Transferred Items are being conveyed on an “as is-where is” basis.

3. | Further Actions. Seller covenants and agrees to warrant and defend the title to the Transferred Items hereby made against all lawful claims of any person whomsoever, to take all steps reasonably necessary to establish the record of Buyer's title to the Transferred Items and, at the request of Buyer, to execute and deliver further instruments of transfer and assignment and take such other action as Buyer may reasonably request to more effectively transfer and assign to and vest in Buyer each of the Transferred Items, all at the sole cost and expense of Seller.

4. | Power of Attorney. Without limiting Section 2 hereof, Seller hereby constitutes and appoints Buyer the true and lawful agent and attorney in fact of Seller, with full power of substitution, in whole or in part, in the name and stead of Seller but on behalf and for the benefit of Buyer and its successors and assigns, from time to time:

(a) | to demand, receive and collect any and all of the Transferred Items and to give receipts and releases for and with respect to the same, or any part thereof, and

(b) | to do all things legally permissible, required or reasonably deemed by Buyer to be required to recover and collect the Transferred Items,

Seller hereby declaring that the foregoing powers are coupled with an interest and are and shall be irrevocable by Seller.

5. | Terms of the Purchase Agreement. The terms of the Purchase Agreement are incorporated herein by this reference. Seller acknowledges and agrees that the terms contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

IN WITNESS WHEREOF, Seller has executed this Bill of Sale as of December 6, 2002.
SELLER:
Universal Tech Corporation
_____________________
By: __________________
Title:_________________
2

SCHEDULE A
TO
BILL OF SALE
Description of Assets and Contract Rights
[Insert specific language for each Buyer]
3

EXHIBIT 2.7(a)(ii)
Assignment and Assumption Agreement
This Assignment and Assumption Agreement ("Assignment and Assumption Agreement") is made and entered into on December __, 2002, by and among Universal Tech Corporation, an Oklahoma corporation ("Assignor"), and ___________, a Nevada limited liability company ("Assignee").
WHEREAS, Assignor and Assignee are parties to that certain Asset Purchase Agreement dated December __, 2002 (the "Purchase Agreement"); and
WHEREAS, pursuant to the Purchase Agreement, Assignor has agreed to assign certain rights and agreements to Assignee, and Assignee has agreed to assume certain obligations of Assignor, as set forth herein.
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, the parties do hereby agree as follows:

1. | Capitalized Terms. Capitalized terms used but not defined herein shall have the meanings for such terms that are set forth in the Purchase Agreement.

2. | Assignment and Assumption. Effective as of 12:01 a.m. C.S.T. on December 1, 2002 (the "Effective Time"), Assignor hereby assigns, sells, transfers and sets over (collectively, the "Assignment") to Assignee all of Assignor's right, title, benefit, privileges and interest in and to, and all of Assignor's burdens, obligations and liabilities in connection with, each of the Assumed Liabilities described on Schedule A hereto. Assignee hereby accepts the Assignment and assumes and agrees to observe and perform all of the duties, obligations, terms, provisions and covenants, and to pay and discharge all of the liabilities of Assignor to be observed, performed, paid or discharged from and after the Closing, in connection with such Assumed Liabilities. Assignee assumes no Retained Liabilities, and the parties hereto agree that all such Retained Liabilities shall remain the sole responsibility of Assignor.

3. | Further Actions. Each of the parties hereto covenants and agrees, at its own expense, to execute and deliver, at the request of the other party hereto, such further instruments of transfer and assignment and to take such other action as such other party may reasonably request to more effectively consummate the assignments and assumptions contemplated by this Assignment and Assumption Agreement.

4. | Terms of the Purchase Agreement. The terms of the Purchase Agreement and Disclosure Letter incorporated therein are incorporated herein by this reference. Assignor acknowledges and agrees that the terms contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

IN WITNESS WHEREOF, the parties have executed this Assignment and Assumption Agreement on the date first above written.
ASSIGNOR: ASSIGNEE:
Universal Tech Corporation _____________________
_____________________ _____________________
By: __________________ By: __________________
Title:_________________ Title:_________________
2

SCHEDULE A
TO
ASSIGNMENT AND ASSUMPTION AGREEMENT
Description of Assumed Liabilities
[Insert specific language for each Buyer]
3

EXHIBIT 2.7(a)(iv)(B)
Assignment of Servicemarks and Trademarks
ASSIGNMENT OF SERVICEMARKS AND TRADEMARKS made and entered into on the 6th day of December 2002, by _____________, an Oklahoma corporation ("Assignor"), to __________, a Nevada limited liability company ("Assignee").
RECITAL
Assignee and Assignor are parties to an Asset Purchase Agreement dated December 6, 2002 (the "Agreement"), pursuant to which Assignor has agreed to sell to Assignee and Assignee has agreed to buy from Assignor the Assets (as defined in the Agreement), including without limitation the servicemarks, trademarks and trade names of Assignor. Pursuant to the Agreement, Assignor has agreed to execute such instruments as the Assignee may reasonably request in order to more effectively assign, transfer, grant, convey, assure and confirm to Assignee and its successors and assigns, or to aid and assist in the collection of or reducing to possession by the Assignee of, all of such assets.
In accordance therewith, Assignor desires to transfer and assign to Assignee, and Assignee desires to accept the transfer and assignment of, all of Assignor's worldwide right, title and interest in, to and under Assignor's registered and unregistered domestic and foreign servicemarks, trademarks, trademark applications and trade names, including without limitation the servicemarks, trademarks, serviceman and trademark applications and trade names listed on Schedule A annexed hereto and incorporated herein by reference (all of the foregoing being referred to herein as the "Marks").
NOW, THEREFORE, effective as of 12:01 a.m. C.S.T. on December 1, 2002 Assignor, for and in exchange for the payment of the purchase price set forth in the Agreement, the receipt of which is hereby acknowledged, does hereby transfer and assign to Assignee, and Assignee hereby accepts the transfer and assignment of, all of Assignor's worldwide right, title and interest in, to and under the Marks, together with the goodwill of the business associated therewith and which is symbolized thereby, all rights to sue for infringement of any Mark, whether arising prior to or subsequent to the date of this Assignment of Servicemarks and Trademarks, and any and all renewals and extensions thereof that may hereafter be secured under the laws now or hereafter in effect in the United States, Canada and in any other jurisdiction, the same to be held and enjoyed by the said Assignee, its successors and assigns from and after the date hereof as fully and entirely as the same would have been held and enjoyed by the said Assignor had this Assignment of Servicemarks and Trademarks not been made.
Except to the extent that federal law preempts state law with respect to the matters covered hereby, this Assignment of Servicemarks and Trademarks shall be governed by

and construed in accordance with the laws of the State of Oklahoma without giving effect to the principles of conflicts of laws thereof.
IN WITNESS WHEREOF, Assignor has caused its duly authorized officer to execute this Assignment of Servicemarks and Trademarks on the date first above written.
______________________
By: __________________________
_________________________
[SEAL]
State of Oklahoma )
) ss.:
County of Oklahoma )
On this 6th day of December, 2002, before me, _____________, personally appeared _____________, ____________ of _____________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.
Witness my hand and official seal.
___________________________
Notary Public
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SCHEDULE A
Registered Servicemarks and Trademarks
Servicemark or Trademark U.S. or Canadian Registration No. Registration Date
Unregistered Servicemarks and Trademarks
Registered Servicemark or Trademark Applications
Servicemark or Trademark U.S. or Canadian Registration No. Registration Date
Trade Names
3

EXHIBIT 2.7(a)(iv)(A)
Assignment of Patents
ASSIGNMENT OF PATENTS made and entered into on the ___ day of December, 2002, by ____________, an Oklahoma corporation, (“Assignor”), to __________, a Nevada limited liability company (“Assignee”).
RECITAL
Assignee and Assignor are parties to an Asset Purchase Agreement dated December__, 2002 (the "Agreement"), pursuant to which Assignor has agreed to sell to Assignee and Assignee has agreed to buy from Assignor the Assets (as defined in the Agreement), including without limitation the patents of Assignor. Pursuant to the Agreement, Assignor has agreed to execute such instruments as the Assignee may reasonably request in order more effectively to assign, transfer, grant, convey, assure and confirm to Assignee and its successors and assigns, or to aid and assist in the collection of or reducing to possession by the Assignee of, all of such assets.
In accordance therewith, Assignor desires to transfer and assign to Assignee, and Assignee desires to accept the transfer and assignment of, all of Assignor's worldwide right, title and interest in, to and under Assignor's registered and unregistered domestic and foreign patents and patent applications, including without limitation, the patents and patent applications listed on Schedule A annexed hereto and incorporated herein by reference (all of the foregoing being referred to herein as the "Patents").
NOW, THEREFORE, effective as of 12:01 a.m. C.S.T. on December 1, 2002, Assignor, for and in exchange for the payment of the purchase price set forth in the Agreement, the receipt of which is hereby acknowledged, does hereby transfer and assign to Assignee, and Assignee hereby accepts the transfer and assignment of, all of Assignor's worldwide right, title and interest in, to and under the Patents, together with the goodwill of the business associated therewith and which is symbolized thereby, all rights to sue for infringement of any Patent, whether arising prior to or subsequent to the date of this Assignment of Patents, and any and an renewals and extensions thereof that may hereafter be secured under the laws now or hereafter in effect in the United States, Canada and in any other jurisdiction, the same to be held and enjoyed by the said Assignee, its successors and assigns from and after the date hereof as fully and entirely as the same would have been held and enjoyed by the said Assignor had this Assignment of Patents not been made.
Except to the extent that federal law preempts state law with respect to the matters covered hereby, this Assignment of Patents shall be governed by and construed in accordance with the laws of the State of Oklahoma without giving effect to the principles of conflicts of laws thereof.

ASSIGNMENT OF SERVICEMARKS AND TRADEMARKS made and entered into on the 6th day of December 2002, by _____________, an Oklahoma corporation ("Assignor"), to __________, a Nevada limited liability company ("Assignee").
RECITAL
Assignee and Assignor are parties to an Asset Purchase Agreement dated December 6, 2002 (the "Agreement"), pursuant to which Assignor has agreed to sell to Assignee and Assignee has agreed to buy from Assignor the Assets (as defined in the Agreement), including without limitation the servicemarks, trademarks and trade names of Assignor. Pursuant to the Agreement, Assignor has agreed to execute such instruments as the Assignee may reasonably request in order to more effectively assign, transfer, grant, convey, assure and confirm to Assignee and its successors and assigns, or to aid and assist in the collection of or reducing to possession by the Assignee of, all of such assets.
In accordance therewith, Assignor desires to transfer and assign to Assignee, and Assignee desires to accept the transfer and assignment of, all of Assignor's worldwide right, title and interest in, to and under Assignor's registered and unregistered domestic and foreign servicemarks, trademarks, trademark applications and trade names, including without limitation the servicemarks, trademarks, serviceman and trademark applications and trade names listed on Schedule A annexed hereto and incorporated herein by reference (all of the foregoing being referred to herein as the "Marks").
NOW, THEREFORE, effective as of 12:01 a.m. C.S.T. on December 1, 2002 Assignor, for and in exchange for the payment of the purchase price set forth in the Agreement, the receipt of which is hereby acknowledged, does hereby transfer and assign to Assignee, and Assignee hereby accepts the transfer and assignment of, all of Assignor's worldwide right, title and interest in, to and under the Marks, together with the goodwill of the business associated therewith and which is symbolized thereby, all rights to sue for infringement of any Mark, whether arising prior to or subsequent to the date of this Assignment of Servicemarks and Trademarks, and any and all renewals and extensions thereof that may hereafter be secured under the laws now or hereafter in effect in the United States, Canada and in any other jurisdiction, the same to be held and enjoyed by the said Assignee, its successors and assigns from and after the date hereof as fully and entirely as the same would have been held and enjoyed by the said Assignor had this Assignment of Servicemarks and Trademarks not been made.
Except to the extent that federal law preempts state law with respect to the matters covered hereby, this Assignment of Servicemarks and Trademarks shall be governed by

and construed in accordance with the laws of the State of Oklahoma without giving effect to the principles of conflicts of laws thereof.
IN WITNESS WHEREOF, Assignor has caused its duly authorized officer to execute this Assignment of Servicemarks and Trademarks on the date first above written.
______________________
By: __________________________
_____________,____________
[SEAL]
State of Oklahoma )
) ss.:
County of Oklahoma )
On this 6th day of December, 2002, before me, _____________, personally appeared _____________, ____________ of _____________, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.
Witness my hand and official seal.
___________________________
Notary Public
2

SCHEDULE A
Registered Servicemarks and Trademarks
Servicemark or Trademark U.S. or Canadian Registration No. Registration Date
Unregistered Servicemarks and Trademarks
Registered Servicemark or Trademark Applications
Servicemark or Trademark U.S. or Canadian Registration No. Registration Date
Trade Names
3

EXHIBIT 2.7(a)(vi)
Noncompetition Agreement
This Noncompetition Agreement (“Agreement”) is made as of December 1, 2002, by and among Energetic Systems Inc., LLC, a Nevada limited liability company (“ESI”), UTeC Corporation, LLC, a Nevada limited liability company (“UTEC”), SEC Investment Corp. LLC, a Nevada limited liability company (“SIC”), DetaCorp Inc., LLC, a Nevada limited liability company (“DetaCorp”) and Energetic Properties, LLC, a Nevada limited liability company (“EP,” and collectively with UTEC and SIC, “Buyers,” and collectively with ESI, the “Buyers Group”), Slurry Explosive Corporation, an Oklahoma corporation (“SEC”), Universal Tech Corporation, an Oklahoma corporation (“Universal,” and collectively with SEC, “Sellers”), El Dorado Chemical Company, an Oklahoma corporation (“EDC”), LSB Chemical Corp., an Oklahoma corporation (“LSBCC,” and together with EDC, the “Shareholders”), Prime Financial Corporation, an Oklahoma corporation (“PFC”) and LSB Industries, Inc., a Delaware corporation (“LSB,” and collectively with the Sellers, the Shareholders and PFC, the “Sellers Group”).
RECITALS

A. | SEC is a wholly-owned subsidiary of EDC, Universal is a wholly-owned subsidiary of LSBCC, and EDC, LSBCC and PFC are wholly-owned subsidiaries of LSB.

B. | Concurrently with the execution and delivery of this Agreement, Buyers are purchasing from Sellers the Assets pursuant to the terms and conditions of an asset purchase agreement made as of December 6, 2002 (the "Asset Purchase Agreement"). Section 2.7(a)(vi) of the Asset Purchase Agreement requires that a noncompetition agreement be executed and delivered by each member of the Seller Group at the Closing.

AGREEMENT
The parties, intending to be legally bound, agree as follows:
1. DEFINITIONS
Capitalized terms not expressly defined in this Agreement shall have the meanings ascribed to them in the Asset Purchase Agreement.
2. ACKNOWLEDGMENTS BY SELLER AND SHAREHOLDERS
Each Shareholder, PFC and LSB acknowledge that they have occupied a position of trust and confidence with each Seller prior to the date hereof and have had access to the following, any and all of which constitute confidential information of Sellers

(collectively the "Confidential Information"): (a) any and all trade secrets concerning the business and affairs of Sellers, product specifications, data, know-how, formulae, compositions, processes, designs, sketches, photographs, graphs, drawings, samples, inventions and ideas, past, current and planned research and development, current and planned manufacturing and distribution methods and processes, customer lists, current and anticipated customer requirements, price lists, market studies, business plans, computer software and programs (including object code and source code), database technologies, systems, processes, improvements, devices, know-how, discoveries, concepts, methods and information of Seller and any other information, however documented, of Seller that is a trade secret under applicable law; (b) any and all information concerning the business and affairs of Sellers (which includes historical financial statements, financial projections and budgets, historical and projected sales, capital spending budgets and plans, the names and backgrounds of key personnel, contractors, agents, suppliers and potential suppliers, personnel training and techniques and materials, purchasing methods and techniques), however documented excluding information constituting Excluded Assets; and (c) any and all notes, analysis, compilations, studies, summaries and other material prepared by or for Sellers containing or based, in whole or in part, upon any information included in the foregoing.
Each member of the Seller Group acknowledges that (a) Buyer has required that each member of the Seller Group make the covenants set forth in Sections 3 and 4 of this Agreement as a condition to Buyer's purchase of the Assets; (b) the provisions of Sections 3 and 4 of this Agreement are reasonable and necessary to protect and preserve Buyers’ interests in and right to the use and operation of the Assets from and after Closing; and (c) Buyers would be irreparably damaged if any member of the Seller Group were to breach the covenants set forth in Sections 3 and 4 of this Agreement.
3. CONFIDENTIAL INFORMATION
Each member of the Seller Group acknowledges and agrees that the protection of the Confidential Information is necessary to protect and preserve the value of the Assets. Therefore, each member of the Seller Group hereby agrees not to disclose to any unauthorized Persons or use for its own account or for the benefit of any third party any Confidential information, whether or not such information is embodied in writing or other physical form, without Buyers’ written consent, unless and to the extent that the Confidential Information (a) is or becomes generally known to and available for use by the public other than as a result of a breach of the confidentiality obligations of any member of the Seller Group under this Agreement or any other Person bound by a duty of confidentiality to Buyers or any member of the Seller Group, (b) is disclosed to any member of the Seller Group by a third party legally entitled to do so, (c) is required to be disclosed pursuant to applicable law or the order or process of a court or administrative or regulatory agency, or (d) is required to be disclosed in connection with the defense of any legal action, regulatory inquiry or investigation, provided that with respect to sub clauses (c) and (d) of this sentence, Buyers shall be notified of such requirement prior to disclosure and the applicable member of the Seller Group shall disclose only so much of such Confidential Information as counsel to the Seller Group shall advise is required and,
2

at the election of Buyers, cooperate with Buyers in obtaining a protective order. Each member of the Seller Group agrees to deliver to Buyer at the time of execution of this Agreement, and at any other time Buyer may request, all documents, memoranda, notes, plans, records, reports and other documentation, models, components, devices or computer software, whether embodied in a disk or in other form (and all copies of all of the foregoing with the exception that members of the Seller Group may retain copies of financial information of Sellers), that contain Confidential Information and any other Confidential Information that each member of the Seller Group may then possess or have under their control.
4. NONCOMPETITION
As an inducement for Buyers to enter into the Asset Purchase Agreement and as additional consideration for the consideration to be paid to Sellers under the Asset Purchase Agreement, each member of the Seller Group agrees that:

(a) | For a period of three years after the Closing no Seller nor any of their related or affiliated companies (including the other members of the Seller Group) will, without the prior written consent of Buyers, either directly or indirectly, engage or invest in any non-public company, own, manage, operate, finance or control in any manner (including, without limitation, as a shareholder, owner, partner, member, manager, independent contractor, consultant, or advisor) any business, organization, partnership, joint venture or enterprise which competes with the Business in any geographic area in which Sellers conducted the Business and/or sold their products in the three years prior to Closing. As used herein, the term “Business” means (i) the manufacturing, storage or distribution of packaged explosives products and related accessory products in the geographical area in which Sellers sold or distributed such products in the three years prior to Closing, (ii) the provision of blasting and explosive related services in the geographical area in which Sellers provided such services in the three years prior to Closing, and (iii) the sale and re-distribution of Low Density Ammonium Nitrate from Seller’s Hallowell, Kansas, and Pryor, Oklahoma sites. This Section 4(a) will not apply to third-party entities with whom any LSB-affiliated entity may merge, or to any third-party entities that may purchase any LSB-affiliated entity, provided that such merger partner or purchaser shall have been in the Business prior to such transaction. Each member of the Seller Group agrees that this covenant is reasonable with respect to its duration, geographical area and scope.

(b) | In the event of a breach by any member of the Seller Group of any covenant set forth in Subsection 4(a) of this Agreement, the term of such covenant will be extended by the period of the duration of such breach.

5. REMEDIES
If any member of the Seller Group breaches the covenants set forth in Sections 3 or 4 of this Agreement, Buyers will be entitled to the following remedies:
3

(a) | Damages from any member of the Seller Group.

(b) | In addition to its right to damages and any other rights it may have, to obtain injunctive or other equitable relief to restrain any breach or threatened breach or otherwise to specifically enforce the provisions of Sections 3 and 4 of this Agreement, it being agreed that money damages alone would be inadequate to compensate Buyers and would be an inadequate remedy for such breach.

The rights and remedies of the parties to this Agreement are cumulative and not alternative.
6. SUCCESSORS AND ASSIGNS
This Agreement will be binding upon the Buyer Group and the Seller Group and will inure to the benefit of the Buyer Group and their respective affiliates, successors and assigns.
7. WAIVER
The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither the failure nor any delay by any party in exercising any right, power or privilege under this Agreement will operate as a waiver of such right, power or privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (a) no claim or right arising out of this Agreement can be discharged, in whole or in part, by a waiver or renunciation of the claim or right except in writing; (b) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (c) no notice to or demand on one party will be deemed to be a waiver of any obligation of such party, or of the right of the party giving such notice or demand to require the other party, to take further action without notice or demand as provided in this Agreement.
8. GOVERNING LAW
This Agreement will be governed by the laws applied by courts of the State of Texas to contracts entered into within that state by parties residing within that state and having no connection to any other state.
9. JURISDICTION; SERVICE OF PROCESS
Any action or proceeding seeking to enforce any provision of, or based upon any right arising out of, this Agreement may be brought against any of the parties in the courts of the State of Texas, County of Dallas or, if it has or can acquire jurisdiction, in the United States District Court for the Northern District of Texas and each of the parties
4

consents to the jurisdiction of such courts (and of the appropriate appellate courts) in any such action or proceeding and waives any objection to venue laid therein. Process in any action or proceeding referred to in the preceding sentence may be served on any party anywhere in the world.
10. SEVERABILITY
Whenever possible, each provision and term of this Agreement win be interpreted in a manner to be effective and valid, but if any provision or term of this Agreement is held to be prohibited or invalid, then such provision or term will be ineffective only to the extent of such prohibition or invalidity, without invalidating or affecting in any manner whatsoever the remainder of such provision or term or the remaining provisions or terms of this Agreement. If any of the covenants set forth in Section 4 of this Agreement are held to be unreasonable, arbitrary or against public policy, such covenants will be considered divisible with respect to scope, time and geographic area, and in such lesser scope, time and geographic area, win be effective, binding and enforceable against each member of the Seller Group to the greatest extent permissible.
11. COUNTERPARTS
This Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy of this Agreement and au of which, when taken together, will be deemed to constitute one and the same agreement.
12. SECTION HEADINGS, CONSTRUCTION
The headings of sections in this Agreement are provided for convenience only and will not affect its construction or interpretation. All references to "Section" or "Sections" refer to the corresponding Section or Sections of this Agreement unless otherwise specified. All words used in this Agreement will be construed to be of such gender or number as the circumstances require. Unless otherwise expressly provided, the word "Including" does not limit the preceding words or terms.
13. NOTICES
All notices, consents, waivers and other communications under this Agreement must be in writing and will be deemed to have been duly given when (a) delivered by hand (with written confirmation of receipt); (b) sent by facsimile (with written confirmation of receipt), provided that a copy is also promptly mailed by registered mail, return receipt requested; or (c) when received by the addressee, if sent by a nationally recognized overnight delivery service (receipt requested), in each case to the appropriate addresses and facsimile numbers set forth below (or to such other addresses and facsimile numbers as a party may designate by notice to the other parties):
5

Sellers, Shareholders, PFC and LSB:
LSB Industries, Inc.
Attention: David Shear
Address: 16 S. Pennsylvania, Oklahoma City, Oklahoma 73106
Fax no.: (405) 235-5067
E-mail address: dshear@lsb-okc.com
Buyers and ESI:
Energetic Systems, Inc.
Address: 5700 N. Portland, Suite 310, Oklahoma City, Oklahoma 73112
Attention: David Taylor
Fax no.: (405) 947-0768
E-mail address: davidtaylor.wimase@shaw.ca
with a mandatory copy to:
Jackson Walker L.L.P.
Attention: Lawrence A. Waks
Address: 100 Congress Avenue, Suite 1100, Austin, Texas 78701
Fax no.: (512) 236-2002
E-mail address: lwaks@jw.com
14. ENTIRE AGREEMENT
This Agreement and the Asset Purchase Agreement constitute the entire agreement between the parties with respect to the subject matter of this Agreement and supersede all prior written and oral agreements and understandings between the parties with respect to the subject matter of this Agreement. This Agreement may not be amended except by a written agreement executed by the party to be charged with the amendment.
[Remainder of Page Intentionally Left Blank]
6

IN WITNESS WHEREOF, the parties have executed and delivered this Agreement as of the date first above written.
Buyers: Sellers:
Energetic Systems Inc. Slurry Explosive Corporation
By:__________________________ By: _______________________________
David Taylor, Manager Tony M. Shelby, Vice President
UTeC Corporation LLC Universal Tech Corporation
By:__________________________ By: _______________________________
David Taylor, Manager Tony M. Shelby, Vice President
SEC Investment Corp. LLC Shareholders:
El Dorado Chemical Company
By:__________________________ By: _______________________________
David Taylor, Manager Tony M. Shelby, Vice President
DetaCorp Inc., LLC LSB Chemical Corp.
By:__________________________ By: _______________________________
David Taylor, Manager Tony M. Shelby, Vice President
PFC:
Energetic Properties, LLC Prime Financial Corporation
By:_____________________________ By:_____________________________
David Taylor, Manager Tony M. Shelby, Vice President
LSB:
LSB Industries, Inc.
By:_____________________________
Tony M. Shelby, Vice President
7

EXHIBIT2.7(a)(vii)
ESCROW AGREEMENT
This Escrow Agreement (“Agreement”), is dated December 6, 2002, among SEC Investment Corp. LLC, a Nevada limited liability company ("Buyer"), Universal Tech Corporation, an Oklahoma corporation ("Seller"), and Jackson Walker L.L.P., a Texas limited liability partnership, as escrow agent ("Escrow Agent").
This is the Escrow Agreement referred to in the Asset Purchase Agreement dated December 6, 2002 (the "Purchase Agreement"), among Buyer and Seller and certain other parties thereto.
The parties, intending to be legally bound, hereby agree as follows:
1. ESTABLISHMENT OF ESCROW

(a) | Buyer is depositing with Escrow Agent an amount equal to Two Hundred Fifty Thousand Seven Hundred Twenty-Two Dollars ($250,722) in immediately available funds (as reduced by any disbursements withdrawn under Section 4(h), the "Escrowed Funds"). Escrow Agent acknowledges receipt thereof.

(b) | Escrow Agent hereby agrees to act as escrow agent and to hold, safeguard and disburse the Escrowed Funds pursuant to the terms and conditions hereof.

(c) | The parties hereby agree that the Escrowed Funds shall be held by the Escrow Agent in an account or accounts from time to time in accordance with the terms and subject to the conditions of this Agreement.

2. PURPOSE; INVESTMENT
The Escrowed Funds shall provide funds for the adjustment of the Purchase Price as set forth in Section 2.9 of the Purchase Agreement. Except as Buyer and Seller may from time to time jointly instruct Escrow Agent in writing, the Escrow Fund shall be invested from time to time, in a Escrow Agent’s trust account until disbursement of the entire Escrow Fund. Interest, if any, earned on the Escrowed Funds, shall be for the account of Seller
3. TERMINATION OF ESCROW
Escrow Agent shall pay and distribute the then amount of the Escrowed Funds as directed by (i) a joint written disbursement instruction(s) of Buyer and Seller, which is intended by Buyer and Seller to occur no later than March 4, 2003; or (ii) a final, nonappealable order of a court of competent jurisdiction. This Agreement will terminate upon such final distribution.

4. DUTIES OF ESCROW AGENT

(a) | Escrow Agent shall not be under any duty to give the Escrowed Funds held by it hereunder any greater degree of care than it gives its own similar property and shall not be required to invest any funds held hereunder.

(b) | Escrow Agent shall not be liable for actions or omissions hereunder, except for its own gross negligence or willful misconduct and, except with respect to claims based upon such gross negligence or willful misconduct that are successfully asserted against Escrow Agent, the other parties hereto shall jointly and severally indemnify and hold harmless Escrow Agent (and any successor Escrow Agent) from and against any and all losses, liabilities, claims, actions, damages and expenses, including reasonable attorneys' fees and disbursements, arising out of and in connection with this Agreement.

(c) | Escrow Agent shall be entitled to rely upon any order, judgment, certification, demand, notice, instrument or other writing delivered to it hereunder without being required to determine the authenticity or the correctness of any fact stated therein or the propriety or validity of the service thereof. Escrow Agent may act in reliance upon any instrument or signature believed by it to be genuine and may assume that the person purporting to give receipt or advice or make any statement or execute any document in connection with the provisions hereof has been duly authorized to do so. Escrow Agent may conclusively presume that the undersigned representative of any party hereto which is an entity other than a natural person has full power and authority to instruct Escrow Agent on behalf of that party unless written notice to the contrary is delivered to Escrow Agent.

(d) | Escrow Agent may act pursuant to the advice of counsel with respect to any matter relating to this Agreement and shall not be liable for any action taken or omitted by it in good faith in accordance with such advice.

(e) | Escrow Agent does not have any interest in the Escrowed Funds deposited hereunder but is serving as escrow holder only and has only possession thereof. Any payments of income from the Escrowed Funds shall be subject to withholding regulations then in force with respect to United States taxes. This Section 4(e) and Section 4(b) shall survive notwithstanding any termination of this Agreement or the resignation of Escrow Agent.

(f) | Escrow Agent (and any successor Escrow Agent) may at any time resign as such by delivering the Escrowed Funds to any successor Escrow Agent jointly designated by the other parties hereto in writing, or to any court of competent jurisdiction, whereupon Escrow Agent shall be discharged of and from any and all further obligations arising in connection with this Agreement. The resignation of Escrow Agent will take effect on the earlier of (i) the

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| appointment of a successor (including a court of competent jurisdiction) or (ii) the day which is thirty (30) days after the date of delivery of its written notice of resignation to the other parties hereto. If, at that time, Escrow Agent has not received a designation of a successor Escrow Agent, Escrow Agent's sole responsibility after that time shall be to retain and safeguard the Escrowed Funds until receipt of a designation of successor Escrow Agent or a joint written disposition instruction by the other parties hereto or a final, nonappealable order of a court of competent jurisdiction.

(g) | In the event of any disagreement between the other parties hereto resulting in adverse claims or demands being made in connection with the Escrowed Funds or in the event that Escrow Agent is in doubt as to what action it should take hereunder, Escrow Agent shall be entitled to retain the Escrowed Funds until Escrow Agent shall have received (i) a final, nonappealable order of a court of competent jurisdiction directing delivery of the Escrowed Funds or (ii) a written agreement executed by the other parties hereto directing delivery of the Escrowed Funds, in which event Escrow Agent shall disburse the Escrowed Funds in accordance with such order or agreement. Any court order shall be accompanied by a legal opinion by counsel for the presenting party satisfactory to Escrow Agent to the effect that the order is final and nonappealable. Escrow Agent shall act on such court order and legal opinion without further question.

(h) | Buyer and Seller shall pay Escrow Agent compensation (as payment in full) for the services to be rendered by Escrow Agent hereunder in the amount of Five Hundred dollars ($500) at the time of execution of this Agreement and agree to reimburse Escrow Agent for all reasonable expenses, disbursements and advances incurred or made by Escrow Agent in performance of its duties hereunder (including reasonable fees, expenses and disbursements of its counsel). Any such compensation and reimbursement to which Escrow Agent is entitled shall be borne fifty percent (50%) by Seller and fifty percent (50%) by Buyer. Any fees or expenses of Escrow Agent or its counsel that are not paid as provided for herein may be taken from the Escrowed Funds held by Escrow Agent hereunder.

5. LIMITED RESPONSIBILITY
This Agreement expressly sets forth all the duties of Escrow Agent with respect to any and all matters pertinent hereto. No implied duties or obligations shall be read into this Agreement against Escrow Agent. Escrow Agent shall not be bound by the provisions of any agreement among the other parties hereto except this Agreement.
6. OWNERSHIP FOR TAX PURPOSES
Seller agrees that, for purposes of federal and other taxes based on income, Seller will be treated as the owner of the Escrowed Funds and that Seller will report all income,
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if any, that is earned on, or derived from, the Escrowed Funds as its income in the taxable year or years in which such income is properly includible and pay any taxes attributable thereto.
7. NOTICES
All notices, Consents, waivers and other communications required or permitted under this Agreement shall be in writing and shall be deemed given to a party when (a) delivered to the appropriate address by hand or by a nationally recognized overnight courier service (costs prepaid); (b) sent by facsimile or e-mail (with confirmation by the transmitting equipment); or (c) received by the addressee, if sent by certified mail, return receipt requested, in each case to the following addresses and facsimile numbers and marked to the attention of the person (by name or title) designated below (or to such other address, facsimile number or person as a party may designate by notice to the other parties):
Seller:
LSB Industries, Inc.
Attention: David Shear
Address: 16 S. Pennsylvania, Oklahoma City, Oklahoma 73106
Fax no.: (405) 235-5067
E-mail address: dshear@lsb-okc.com
Buyer:
Energetic Systems, Inc.
Address: 5700 N. Portland, Suite 310, Oklahoma City, Oklahoma 73112
Attention: David Taylor
Fax no.: (405) 947-0768
E-mail address: davidtaylor.wimase@shaw.ca
with a mandatory copy to:
Jackson Walker L.L.P.
Attention: Lawrence A. Waks
Address: 100 Congress Avenue, Suite 1100, Austin, Texas 78701
Fax no.: (512) 236-2002
E-mail address: lwaks@jw.com
Escrow Agent:
Jackson Walker L.L.P.
Address: 100 Congress Avenue, Suite 1100, Austin, Texas 78701
Attention: Lawrence A. Waks, Esq.
Fax no.: (512) 236-2002
E-mail address: lwaks@jw.com
8. JURISDICTION; SERVICE OF PROCESS
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Any Proceeding arising out of or relating to this Agreement may be brought in the courts of the State of Texas, County of Dallas, or, if it has or can acquire jurisdiction, in the United States District Court for the Northern District of Texas, and each of the parties irrevocably submits to the exclusive jurisdiction of each such court in any such Proceeding and waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court and agrees not to bring any Proceeding arising out of or relating to this Agreement in any other court. Process in any Proceeding referred to in the preceding sentence may be served on any party anywhere in the world.
9. EXECUTION OF AGREEMENT
This Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy of this Agreement and all of which, when taken together, will be deemed to constitute one and the same agreement. The exchange of copies of this Agreement and of signature pages by facsimile transmission shall constitute effective execution and delivery of this Agreement as to the parties and may be used in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile shall be deemed to be their original signatures for any purposes whatsoever.
10. WAIVER
The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither the failure nor any delay by any party in exercising any right, power or privilege under this Agreement or the documents referred to in this Agreement will operate as a waiver of such right, power or privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (a) no claim or right arising out of this Agreement or the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (b) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (c) no notice to or demand on one party will be deemed to be a waiver of any obligation of such party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement.
11. ENTIRE AGREEMENT AND MODIFICATION
This Agreement supersedes all prior agreements among the parties with respect to its subject matter and constitutes (along with the documents referred to in this Agreement) a complete and exclusive statement of the terms of the agreement between the parties with respect to its subject matter. This Agreement may not be amended except by a written agreement executed by Buyer, Seller and Escrow Agent.
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12. GOVERNING LAW
This Agreement shall be governed by the laws of the State of Texas without regard to conflicts of law principles that would require the application of any other Law.
IN WITNESS WHEREOF, the parties have executed and delivered this Agreement on the date first written above.
Seller: Buyer:
Universal Tech Corporation SEC Investment Corp. LLC
By: ___________________________ By: _________________________
Tony M. Shelby, Vice President David Taylor, Manager
Escrow Agent:
Jackson Walker L.L.P.
By: ___________________________
David Rex, Partner
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EXHIBIT 2.7(a)(xi)
TRANSITIONAL SERVICES AGREEMENT
This Transitional Services Agreement (“Agreement”) is made and entered into this 6th day of December, 2002 but effective as of 12:01 a.m. C.S.T. on December 1, 2002 (“Effective Date”) by and between LSB Industries, Inc. (“LSB”) and Energetic Systems Inc., LLC, UTeC Corporation, LLC, DetaCorp Inc., LLC, Energetic Properties, LLC, Slurry Explosive Manufacturing Corporation, LLC and SEC Investment Corp. LLC, (collectively “ESI”).
WHEREAS, ESI is purchasing certain assets and operations of two subsidiaries of LSB, Slurry Explosive Corporation (“SEC”) and Universal Tech Corporation (“UTeC,” and collectively with SEC, the “ESI Operations”), pursuant to that certain Asset Purchase Agreement of even date hereof (the “Purchase Agreement”);
WHEREAS, ESI does not have the capability to economically and efficiently provide and handle certain services necessary to operate the ESI Operations;
WHEREAS, LSB is willing to provide certain services to, for and on behalf of ESI relating to ESI and the ESI Operations, conditioned upon and subject to the terms and conditions as hereinafter set forth; and
WHEREAS, the execution and delivery of this Agreement by the parties hereto is a condition precedent of the Purchase Agreement.
NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Service Retention. ESI hereby retains LSB to perform those services for and on behalf of ESI and the ESI Operations, that are described below, subject to the terms and conditions as hereinafter provided. LSB may perform any of these services at any LSB or affiliate location in Oklahoma City, Oklahoma, or at the location of ESI at 5700 N. Portland, Oklahoma City, Oklahoma. If Services are performed at such ESI office, ESI will provide adequate facilities and equipment to LSB to permit LSB to conveniently perform the Services hereunder.
2. Acceptance. LSB agrees to use reasonable commercial efforts to provide those services for ESI and the ESI Operations that are described below, subject to the terms and conditions of this Agreement.
3. Services.
A. Subject to the terms and provisions of this Agreement, LSB agrees to provide to ESI the following services for and relating to ESI and the ESI Operations.
1. Financial & Accounting Services. LSB shall:

(a) maintain and keep the financial books and records pertaining to ESI and the ESI Operations and perform and/or supervise the accounting functions in connection therewith.
(b) provide monthly financial statements, other reports and analysis as may be necessary.
(c) assist ESI’s auditors, to audit the books and records of ESI from time to time, with the cost and expense of such independent auditors to be paid solely by, and be the sole responsibility of, ESI.
2. Order Entry. LSB or any affiliate of LSB will continue to maintain for ESI an order entry system substantially similar to the order entry system provided for UTeC and SEC prior to the Effective Time. In particular, orders issued to ESI will be entered by LSB for the ESI Operations as received by ESI for ESI customers. Certain reports and data output pertaining to orders received by ESI from ESI’s customers shall be forwarded by LSB to ESI as reasonably requested by ESI. ESI shall provide LSB, at ESI’s cost, order documents for use in the order entry of ESI’s transactions.
3. Billings. As LSB has been providing for SEC and UTeC prior to the Effective Time, invoices to be issued by ESI will be generated by LSB’s data processing group for all sales by ESI from the ESI Operations to ESI’s customers. All reports and data output (including a copy of each invoice for the account of ESI) generated in conjunction with the billing for ESI shall be available to ESI at LSB’s offices in Oklahoma City, Oklahoma and at the request of ESI, LSB will send copies to such place as ESI may request in writing. ESI shall provide LSB with invoices and other necessary documents, in form usable by LSB’s data processing and computer groups, for use in billing of ESI’s transactions, with the cost thereof to be borne by ESI.
4. Credit Services. LSB will provide credit services for ESI, as follows: LSB’s credit department will (i) assist ESI in the collection of ESI's receivables, (ii) receive ESI receivables and apply cash from the ESI receivables to the account of ESI, and (iii) make recommendations to ESI with respect to approval or denial of request for credit. Inability to collect any receivable, for any reason, shall be the sole and exclusive responsibility of ESI and LSB shall not have any liability in connection therewith.
5. Payable Services. LSB shall keep and maintain certain of the books and records for ESI in connection with ESI’s payables and shall, upon receipt from ESI of an invoice from an ESI vendor, duly approved by certain officials, have checks prepared in connection with payment of such invoices. ESI shall designate and appoint with its bank certain individuals who shall have authority to sign, for and on behalf of ESI, ESI checks in payment of such approved invoices. The payment of all ESI’s payables and invoices shall be the sole and exclusive responsibility of ESI and LSB shall not have any responsibility or liability in connection therewith.
6. Assistance in Hiring Personnel and Payroll Preparation.
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A. LSB will, from time to time, at the request of ESI, assist ESI in hiring such accounting and financial personnel as requested by ESI and make recommendations in connection therewith. Salaries and compensation of such personnel , and any other matter that may arise out of the hiring process and any employment of ESI employees, will be the sole and exclusive responsibility of ESI.
B. LSB may, with the consent or notice of ESI, retain such other parties or entities that are affiliated with or affiliates of LSB to carry out and perform and/or assist LSB in carrying out and performing the services LSB has agreed to perform hereunder for ESI. LSB may retain such other parties or entities that are not affiliated with or affiliates of LSB to carry out and perform the services that LSB has agreed to perform hereunder upon LSB having given ESI ten (10) days written notice prior to retaining such other parties or entities that are not affiliated with or affiliates of LSB to perform and carry out any of such services and ESI does not object to LSB retaining such other party or entity within the ten (10) days notice period.
C. Notwithstanding anything herein to the contrary, ESI shall assume all responsibility, risks and losses associated with the services provided hereunder by LSB and such other parties and entities LSB retains to perform such services and the recommendations made by LSB to hereunder; and neither LSB nor any of its directors, officers, employees, agents or affiliates shall have any liability or responsibility, in any manner whatsoever in connection therewith other than for willful misconduct.
D. All books and records of ESI shall be and remain the sole and exclusive property of ESI.
E. From the Effective Time through and including December 31, 2002, LSB or any affiliate of LSB will employ, or continue to employ, the personnel of SEC and UTeC that are identified by ESI prior to the Effective Date. During such period, LSB will continue to pay such employees and to provide them with the employee benefits that they are receiving as of the Effective Date. ESI will reimburse LSB for all such expenses incurred by LSB in association with such employment for such period, including without limitation payroll, vacation pay, insurance costs and deductibles or similar, health care claims, workers compensation claims and taxes.
4. Supplies. ESI authorizes LSB to purchase, for and on behalf of ESI such files, forms and other office supplies as LSB deems necessary to process and store ESI records, and the cost and expenses of such files, forms and office supplies to be borne by ESI, after discussion with ESI.
5. Payment of Service. In consideration of the services to be provided hereunder, ESI shall pay to LSB $15,000 for the month of December 2002 and $10,000 per month for every month thereafter until this Agreement is terminated in accordance with Section 6.A.
6. Term and Termination.
A. The term of this Agreement shall commence as of the Effective Time and shall terminate on completion of the March 2003 accounting cycle, unless extended by mutual consent, provided that the services under Section 3.A.6.E (employment of personnel) above shall terminate at midnight, December 31, 2002.
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B. Upon termination of this Agreement, LSB will make available and deliver to ESI, at LSB’s offices in Oklahoma City, Oklahoma, all books and records of ESI in LSB’s possession as of the date of termination.
7. Releases and Indemnification.
A. ESI hereby relieves and releases LSB, its officers, directors, employees, agents, and affiliates from any and all liability or damages, cost or expense incurred by ESI, however caused, arising out of any of the (i) services provided by LSB or any other entity or person for and on behalf of ESI under this Agreement, other than for willful misconduct by LSB, or (ii) recommendations made by LSB in connection with this Agreement; or (iii) the failure or delay by LSB or any other person or entity to perform any of the services or any of the LSB’s obligations hereunder.
B. ESI further agrees to indemnify and hold LSB, its officers, directors, employees, agents and affiliates harmless from and against any and all losses, claims obligations, liabilities, penalties, causes of action, damages, costs and expenses (including without limitation, costs of defense, settlement and reasonable attorney’s fees and expenses) which any or all of them may hereafter be alleged to be liable for, suffer, incur, be responsible for or pay out, arising out of or resulting from any such services performed or to be performed hereunder or relating to this Agreement.
8. Assistance. ESI agrees to assist LSB in performing its services hereunder in any manner which LSB deems necessary and further agrees to furnish LSB in a timely manner with any documentation which LSB deems necessary to aid in performing its services to ESI hereunder.
9. Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party.
10. Entire Agreement. This Agreement contains and expresses the entire agreement of the parties and no other representations or conditions may be relied upon except as set out herein.
11. Modification. This Agreement may only be modified by the agreement of the parties hereto, in writing, and executed by both of the parties hereto.
12. Government Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Oklahoma.
13. Partial Invalidity and Captions. If any clause or provision of this Agreement is illegal, invalid, or unenforceable, then in such event, it is the intention of the parties hereto the remainder of this Agreement shall not be affected thereby and its is also the intention of the parties to this Agreement that in lieu of each clause or provision of this Agreement that is illegal or invalid or unenforceable, there be added as a part of this Agreement a clause or provision as similar in the terms to such illegal, invalid or unenforceable clause or provision as may be possible and be legal and valid and enforceable. The captions of each paragraph hereof are entered as a matter of convenience only and shall not be considered to be of any effect in the construction of the provision or provisions of this Agreement.
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14. Notice. All notices in this Agreement provided to be given by either party hereto to the other shall be deemed to have been given, when made in writing and deposited in the United States mail, certified and postage prepaid, addressed as follows:
TO: LSB Industries, Inc. TO: Energetic Systems Inc., LLC
P.O. Box 754 5700 North Portland Avenue, Suite 310
Oklahoma City, OK 73101 Oklahoma City, OK 73101
COPY: Office of the General Counsel COPY: Lawrence W. Waks, Esq.
LSB Industries, Inc. Jackson Walker L.L.P.
P.O. Box 754 100 Congress Avenue, Suite 1100
Oklahoma City, Oklahoma 73101 Austin, Texas 78701
The address to which any notice, demand or other writing may be given, made, or sent to either party may be changed by written notice given by such party as above provided.
15. Waiver. No waiver by either party with respect to any breach or default or of any right or remedy and no course of dealing, shall be deemed to constitute a continuing waiver or any other breach or default or of any other right or remedy, unless such waiver is expressed in writing signed by the party to be bound. Furthermore, the failure of a party to exercise any right shall not be deemed a waiver of such future right or rights.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
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IN WITNESS WHEREOF, the parties to the foregoing Agreement have hereunto set their hands the day and year first above written.

Energetic Systems Inc., LLC |  | Slurry Explosive Manufacturing Corporation, LLC
By:________________________________ |  | By:________________________________
David Taylor, Manager |  | David Taylor, Manager
UTeC Corporation LLC |  |
By:________________________________ |  |
David Taylor, Manager |  |
DetaCorp Inc., LLC |  | LSB INDUSTRIES, INC.
By:________________________________ |  | By:________________________________
David Taylor, Manager |  | Tony M. Shelby, Vice President
SEC Investment Corp. LLC |  |
By:________________________________ |  |
David Taylor, Manager |  |
Energetic Properties, LLC |  |
By:________________________________ |  |
David Taylor, Manager |  |

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EXHIBIT 2.7(a)(xii)
USE AND LICENSE AGREEMENT
This Use and License Agreement (the “Agreement”) is made and entered into by and between Energetic Systems Inc., LLC, a Nevada limited liability company (“ESI”), UTeC Corporation, LLC, a Nevada limited liability company (“UTeC”), SEC Investment Corp. LLC, a Nevada limited liability company (“SIC”), DetaCorp Inc., LLC, a Nevada limited liability company (“DetaCorp”), Energetic Properties, LLC, a Nevada limited liability company (“EP,” and collectively with DetaCorp, UTeC and SIC, “Buyers” and each individually, “Buyer”), Slurry Explosive Corporation, an Oklahoma corporation (“SEC”), Universal Tech Corporation, an Oklahoma corporation (“Universal,” and collectively with SEC, “Sellers” and each individually, “Seller”) to be effective 12:01 a.m. on December 1, 2002 (the “Effective Date”).
RECITALS

A. | Each Seller is separately the Lessee or otherwise has the separate right to use certain equipment, vehicles and/or other personal property (the “Property”) by through and under those leases and agreements reflected in Exhibit “A” (collectively, the “Leases” and each individually, the “Lease”), copies of such Leases having been previously provided to Buyers.

B. | Effective December 1, 2002, Buyers are the owners of most of the assets of the Sellers, but not the Property, and Buyers desire to use the Property and obtain Sellers right, to purchase the Property, all subject to the covenants and agreements set forth herein.

AGREEMENT
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Buyers and Sellers incorporate the foregoing recitals as a part of this Agreement, and further agree as follows:
1. GRANT OF LICENSE AND CONDITIONAL ASSIGNMENT OF PURCHASE OPTION. Subject to the terms, covenants and conditions hereinafter set forth, each Seller that is a party to each particular Lease does hereby a) license to Buyers the right to use the Property that is the subject of each Lease, and b) assign to Buyers any purchase option that the applicable Seller may have, provided that Buyers had paid to Sellers all amounts due to Sellers as required under this Agreement, including amounts to complete the lease payments relating to the subject Property, and all amounts that are required to exercise any purchase option.
2. TERM. Unless earlier terminated pursuant to the terms of this Agreement, the term of this Agreement shall commence on the Effective Date and shall continue for twelve (12)

months thereafter, at which time this Agreement shall automatically renew for successive twelve (12) month terms unless and until (i) Buyers or Sellers shall have given the other written notice at least two (2) months prior to the end of the then current twelve (12) month period that this Agreement shall terminate at the end of such twelve (12) month period with respect to all Property subject to any particular Lease described in said notice, or (ii) all of the Leases have been terminated or expired pursuant to the terms and conditions thereof (the “Term”).
2.1 Early Termination; Restriction on Right of Use. This Agreement may terminate prior to the end of the Term as follows:
2.1.1 Termination of Lease. With respect to each item of Property subject to a particular Lease, this Agreement shall automatically terminate as to that item of Property at the earlier of such time that either a) Sellers’ rights, privileges and obligations shall terminate under each of the respective Leases to which that item of Property is subject, and Sellers have no further rights in the Property subject to such Lease or b) the Property is no longer available for full and unrestricted use by the Buyer due to actions undertaken by or through the Lessor or Seller.
2.1.2 New or Assigned Lease. With respect to each item of Property subject to a particular Lease, this Agreement shall automatically terminate as to such Property on the same date that a lease is entered into between any Buyer and the holder of that Lease which covers all Property subject to that Lease or an assignment of that existing Lease to which such Property is subject is fully consummated in favor of any of the Buyers, all provided that, with respect to either such a new lease or assignment, Sellers are fully released from any future obligations under that particular Lease to which such Property is subject.
2.1.3 Purchase of Property. With respect to each item of Property subject to a particular Lease, this Agreement shall automatically terminate as to such Property on the same date that any of the Buyers purchases the Property and becomes the owners of that Property and Sellers are fully released from any future obligations to the holder of that particular Lease to which such Property is subject.
2.1.4 Uniform Lease. Solely with respect to the Lease reflected in SEC Item 4 of Exhibit A as “Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms” (the “Uniform Lease”), Buyers may terminate this Agreement solely as to the Uniform Lease upon thirty (30) days written notice to Sellers prior to the effective date of such termination.
2.1.5 Default/Sellers’ Purchase of Property. At Sellers’ option, Sellers may terminate this Agreement as to all or any part of the Property as provided in
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Sections 3.3 and 10.1 below. At Buyers’ option, Buyers may terminate this Agreement as to all or any part of the Property as provided in Section 10.2 below.
3. BUYERS’ OBLIGATIONS.
3.1 During the term of each Lease, Buyers, jointly and severally, agree and shall pay to Sellers an amount equal to all obligations of Sellers under the Leases which arise, occur or exist during the Term of this Agreement, including, without limitation, any installments, rent, tax or other payment obligations; any insurance obligations, any repair or maintenance obligations, and any other obligations arising under the Leases (the “Back-to-Back Payments”). It is understood and agreed that it is Buyers’ joint and several responsibility to make such payments to Sellers in order to allow Sellers to perform their respective obligations under the Leases directly with the holders of those Leases. It is further understood and agreed that Buyers shall be jointly and severally responsible for all liabilities, including without limitation, any late fees or penalties, arising under the Leases as a result of Buyers’ failure to timely perform the related Back-to-Back Payments.
3.2 Any Back-to-Back Payments requiring the payment of monies that cover a period of time that includes days outside the Term of this Agreement shall be reduced pro-rata to reflect the number of days of that period that fall within the Term of this Agreement (e.g. a rental payment under a Lease that covers the period November 15, 2002 to December 15, 2002 shall be reduced by multiplying the amount of that rental payment by the fraction of 15 (number of days within the Term) over 30 (number of days covered by the rental payment)).
3.3 Buyers shall make Back-to-Back Payments to Sellers in accordance with Sellers written advice for all Back-to-Back Payments due under all Leases for the following calendar month within ten (10) days of receipt by Buyers of such written advice. If the Buyers fail to timely make such Back-to-Back Payments, Sellers may, in their sole and absolute discretion, terminate this Agreement in whole or in part, and/or perform the related obligation under the respective Lease, and Buyers shall be jointly and severally responsible to immediately pay Sellers for any costs, expenses or damages related thereto.
3.4 Buyers shall use, maintain and insure the Property in a manner and in accordance with the particular Lease relating to the Property, maintain all legally required and appropriate licenses and permits relating to the Property, and comply with all governmental laws, rules, and regulations relating to the use the Property.
4. SELLERS’ OBLIGATIONS. To the extent Buyers have made the Back-to-Back Payments, the Sellers jointly and severally agree to timely perform the related payment obligation under the Leases that such Seller may owe to the holder of the Leases. It is understood and agreed that Sellers shall be jointly and severally responsible for all liabilities arising under the Leases as a result of Sellers’ failure to timely perform under the Leases (provided Buyers have timely performed the Back-to-Back Payments).
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5. DISCLAIMER. SELLERS MAKE NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, CONCERNING THE PROPERTY, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR ANY PARTICULAR PURPOSE OR WARRANTY AS TO THE CONDITION OF THE PROPERTY. ALL PROPERTY IS DELIVERED AND ACCEPTED ON AN “AS IS – WHERE IS” BASIS.
6. COMPLIANCE WITH APPLICABLE LAW. Buyers shall comply with all federal, state, county and local laws and ordinances applicable in connection with the Property and the use of the Property.
7. LIENS/ENCUMBRANCES. Buyers shall not encumber and Property.
8. INSPECTION. Sellers or their authorized representatives may at any reasonable time or times inspect the Property.
9. RISK OF LOSS. From and after the Effective Date through the end of the Term, all risk of loss in connection with the theft, damage or destruction of the Property, however incurred or occasioned, shall be on Buyers. Buyers shall promptly give Sellers written notice of any such theft, damage or destruction of the Property and shall promptly cause the affected part or parts of the Property to be replaced or restored as required by the related Lease.
10. DEFAULTS AND REMEDIES.
10.1 Sellers’ Remedy for Default. In the event Buyers fail to perform any of their obligations hereunder for any reason, Seller must give Buyers written notice of the default and five (5) business days to cure such default. In the event that Buyers fail to cure the default within such time period, Sellers have the right to elect to pursue any one or more of the following remedies: (a) immediately terminate this Agreement with respect to the Lease associated with the default, at which time, Buyers shall immediately deliver sole possession of all Property subject to that termination to Sellers; (b) pursue an action for enforcement of this Agreement; (c) pursue an action for damages; and/or (d) pursue any other remedy available at law or in equity.
10.2 Buyers’ Remedy for Default. In the event Sellers fail to perform any of their obligations hereunder for any reason, Buyers must give Sellers written notice of the default and five (5) business days to cure such default. In the event that Sellers fail to cure the default within such time period, Buyers have the right to elect to pursue any one or more of the following remedies: (a) immediately terminate this Agreement with respect to the Lease associated with the default, at which time, Buyers shall immediately deliver sole possession of all Property subject to that termination to Sellers; (b) pursue an action for enforcement of this Agreement; (c) pursue an action for damages; and/or (d) pursue any other remedy available at law or in equity.
11. PURCHASE OPTION. To the extent any of the Leases contain an option to purchase the Property subject to that Lease which may be exercised during the Term of this
4

Agreement, Buyers may notify Sellers of their desire to exercise such option to purchase at and identify to which Buyer that Property is to be transferred. If Buyers fully perform all obligations under the Lease arising in connection with the exercise of such option to purchase, and all obligations in connection with this Agreement, Sellers shall timely exercise such option to purchase with respect to that particular Property and shall cause title to that particular Property to be transferred to the identified Buyer, AS IS, WHERE IS AND WITH ALL FAULTS. It is understood and agreed (i) that Sellers shall provide no warranty, express or implied, in connection with the transfer of such Property, including any warranty of merchantability or of fitness for any particular purpose, and (ii) that Sellers have no obligation to advise Buyers of the existence of any purchase options or the terms thereof, including expiration dates.
12. MISCELLANEOUS.
12.1.1 Indemnity of Sellers. Buyers assume liability for and, jointly and severally, agree to defend, indemnify and hold Sellers and any Seller affiliate, harmless from and against any and damages, injury to persons or property, claims, liabilities, losses, penalties, charges or expenses (including reasonable attorneys fees) of any and all kinds imposed on, incurred by or asserted against any Seller or Seller affiliate, arising out of or relating to Buyers failure to comply with the terms of this Agreement, or Buyers’ use, possession or operation of any of the Property by, through or under Buyers. This Section 12.1.1 shall survive the expiration or earlier termination of this Agreement.
12.1.2 Indemnity of Buyers. Sellers assume liability for and, jointly and severally, agree to defend, indemnify and hold Buyers and any Buyer affiliate, harmless from and against any and damages, injury to persons or property, claims, liabilities, losses, penalties, charges or expenses (including reasonable attorneys fees) of any and all kinds imposed on, incurred by or asserted against any Buyer or Buyer affiliate, arising out of or relating to Sellers failure to comply with the terms of this Agreement or any actions, suits or proceedings brought by any lessors under any of the Leases as a result of this Agreement or the transactions contemplated hereby. This Section 12.1.2 shall survive the expiration or earlier termination of this Agreement.
12.2 Governing Applicable Law; Severability; Paragraph Headings. This Agreement and the rights and obligations of the parties shall be interpreted, construed and enforced in accordance with the applicable laws of the state of Oklahoma. If any term or provision of this Agreement shall to any extent be invalid or unenforceable, the remainder of this Agreement shall not be affected, and each provision of this Agreement shall be valid and enforced to the fullest extent permitted by applicable law. Furthermore, in lieu of such illegal, invalid, or unenforceable provision, there shall be added automatically as a part of this Agreement a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid and enforceable. The headings and titles to the Articles and Sections of this Agreement are for convenience only and shall have no effect on the interpretation of any part of this Agreement. The word “including” shall not be construed restrictively to limit or exclude other items not listed.
5

12.3 Time is of the Essence; Relationship; Successors and Assigns. Time is of the essence with respect to Buyers’ performance of their obligations and the exercise of any expansion, renewal or extension rights or other options granted to Buyers. This Agreement and the covenants and conditions in this Agreement shall inure only to the benefit of and be binding only upon Buyers and Sellers and their permitted successors and assigns. Neither Buyers nor Sellers may assign any of its rights or obligations under this Agreement without the prior written consent of the other parties’ notice representatives reflected below.
12.4 Full Agreement; Amendments. This Agreement contains the parties’ entire agreement regarding the subject matter hereof. All understandings, discussions, and agreements previously made between the parties, written or oral, are superseded by this Agreement, and neither party is relying upon any warranty, statement or representation not contained in this Agreement. The exhibits and riders attached hereto are incorporated herein and made a part of this Agreement for all purposes. This Agreement may be modified only by a written agreement signed by all parties.
12.5 Notices. Any notice, communication, request, reply or advice (severally and collectively referred to as “Notice”) in this Agreement required or allowed to be given, made or accepted by Sellers or Buyers to the other must be in writing and given to the representatives of Buyers or Sellers reflected below. Notice to Sellers’ representatives is notice to all Sellers, and notice to Buyers representatives is notice to all Buyers. Notice may, unless otherwise provided herein, be given or served (a) by depositing the same in the United States mail, postage paid, certified mail, and addressed to the party to be notified, with return receipt requested, (b) by delivering the same to such party or an agent of such party by hand or by a recognized overnight carrier, or (c) when appropriate, by sending via facsimile transmission addressed to the party to be notified. Notice will be effective the sooner of (1) receipt at the address transmitted, (2) three (3) days after such is deposited in the mail or with overnight carrier, or (3) when facsimile transmission is confirmed by the sending machine. For the purposes of notice, the addresses and facsimile numbers of the parties’ notice representatives are, until changed by written notice, as follows:

Sellers: | President SEC and UTeC Notice Representative 16 South Pennsylvania Avenue Oklahoma City, Oklahoma 73107 Facsimile: (405) 235-5067
With copies to: | General Counsel SEC and UTeC Notice Representative 16 South Pennsylvania Avenue Oklahoma City, Oklahoma 73107 Facsimile: (405) 235-5067

6

Buyers: | President Energetic Systems Inc., LLC 5700 N. Portland Suite 310 Oklahoma City, Oklahoma 73112 Facsimile: (405) 947-0786

With copies to: | Lawrence A. Waks, Esq. Jackson Walker L.L.P. 100 Congress Avenue Suite 1100 Austin, Texas 78701 Facsimile: (512) 236-2002

12.6 Attorney’s Fees. In the event either party hereto fails to comply with any of the terms of this Agreement to be complied with on its part and the other party commences legal proceeding to enforce the terms of the Agreement, the prevailing party in any such proceeding shall receive from the other its reasonable attorneys fees.
12.7 Multiple Counterparts. This Agreement may be executed in a number of identical counterparts, each of which constitutes an original and all of which constitute, collectively, one agreement; but in making proof of this Agreement, it shall not be necessary to produce or account for more than one such counterpart.
10.7 Assignment. This Agreement may not be assigned by Buyers without the prior written consent of Sellers. However, Buyers may divide up the Property among themselves as they determine in their sole discretion.
SIGNATURE PAGE TO FOLLOW
7

Executed to be effective as of the date first written above.
SELLERS: BUYERS:
SLURRY EXPLOSIVE CORPORATION, ENERGETIC SYSTEMS INC., LLC
an Oklahoma corporation a Nevada limited liability company
By:_________________________________ By:_________________________________
Tony M. Shelby, Vice President David Taylor, Manager
UNVIERSAL TECH CORPORATION, UTEC CORPORATION, LLC
an Oklahoma corporation a Nevada limited liability company
By:_________________________________ By:_________________________________
Tony M. Shelby, Vice President David Taylor, Manager
SEC INVESTMENT CORP. LLC,
a Nevada limited liability company
By:________________________________
David Taylor, Manager
DETACORP INC., LLC,
a Nevada limited liability company
By:_________________________________
David Taylor, Manager
ENERGETIC PROPERTIES, LLC,
a Nevada limited liability company
By:________________________________
David Taylor, Manager
8

EXHIBIT “A”
LIST OF LEASES
Universal Tech Corporation

1. | Equipment Lease between United Leasing, Inc. and UTeC, commencing March 16, 2000, and continuing for 60 months, regarding G25E Daewoo Forklift.

2. | Equipment Lease between United Leasing, Inc. and UTeC, commencing February 16, 2001, and continuing for 36 months, regarding 2001 Chevy Silverado pickup.

3. | Equipment Lease between Sharp Financial Company and UTeC, commencing August 19, 2002, and continuing for 60 months, regarding Canon copier at R&D Lab, Riverton, Kansas.

Slurry Explosive Corporation

1. | Equipment Lease #8 between United Leasing, Inc. and SEC last signed on December 9, 1999 and commencing on November 15, 1999, and continuing for 60 months, regarding a Plastic Tube Filling and Scaling Machine.

2. | Master Rental Agreement between Associates Leasing, Inc. and SEC, commencing on December 30, 1998, and continuing for 60 months, regarding a new Daewoo Model G20S/LPS.

3. | O.S.P. Program Sales Agreement between American Business Systems and SEC, dated September 25, 1998, and continuing for five years, regarding a copier machine.

4. | Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms.

5. | Equipment Lease between G.W. Van Keppel Company/Associates Leasing, Inc. (assigned to Citicapital Commercial Leasing Corporation) and SEC, commencing September 22, 2000, and continuing 66 months, regarding Svadala hydraulic track drill.

6. | Equipment Lease between Citicapital Commercial Leasing Corporation and SEC, commencing December 28, 2001, and continuing 60 months, regarding Svadala hydraulic track drill.

7. | Equipment Lease #6 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Hallowell, Kansas Facility.

Exhibit "A"
Page 1 of 2

8. | Equipment Lease #7 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Pryor, Oklahoma Facility.

9. | Conditional Sale Agreement between Transport International Tool, Inc. and SEC, dated July 17, 2001, commencing October 1, 2001 and continuing 48 months, regarding the purchase of 49 over-the-road trailers.

10. | Equipment Lease #1 between United Leasing, Inc. and SEC, commencing February 26, 2001, and continuing 36 months, regarding 2001 Chevy Silverado pickup at Pryor, Oklahoma Facility.

11. | Equipment Lease #10 between United Leasing, Inc. and SEC, commencing January 15, 2002, and continuing 36 months, regarding 1999 Ford F-250 pickup at Hallowell, Kansas Facility.

12. | Equipment Lease #2 between United Leasing, Inc. and SEC, commencing February 15, 1998, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

13. | Equipment Lease #5 between United Leasing, Inc. and SEC, commencing March 15, 1999, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

14. | Equipment Lease #3 between United Leasing, Inc. and SEC, commencing September 15, 1998, and continuing 60 months, regarding 1998 Mack pumper truck at Pryor, Oklahoma Facility.

15. | Lease between R.K. Black, Inc. and SEC, commencing February 23, 1998, and continuing for 60 months, regarding two (2) Lanier copiers for SEC’s Oklahoma City, Oklahoma office.

Exhibit "A"
Page 2 of 2

EXHIBIT 2.8
NON-PURCHASED INVENTORY USE AND PURCHASE AGREEMENT
This Non-Purchased Inventory Use and Purchase Agreement (“Agreement”) by and between the Buyers and Sellers, effective as of December 1, 2002. “Buyers” and “Sellers” are defined in the Asset Purchase Agreement (“APA”) effective December 1, 2002 by Energetic Systems Inc., LLC, a Nevada limited liability company, UTeC Corporation, LLC, a Nevada limited liability company, SEC Investment Corp. LLC, a Nevada limited liability company, DetaCorp Inc., LLC, a Nevada limited liability company, Energetic Properties, LLC, a Nevada limited liability company, Slurry Explosive Corporation, an Oklahoma corporation, Universal Tech Corporation, an Oklahoma corporation. In connection with the APA, and for good and valuable consideration, the parties have agreed as follows:
1. Defective Valeron. Buyers will take possession of the old Valeron Film (red and 806) for no charge, representing an $8,000 write-off by Sellers.
2. Other Valeron, Boxes and Bags Marked for Orica, Dyno Nobel, and Austin Powder. Buyers will take possession of all the Valeron, boxes and bags marked for Orica, Dyno Nobel and Austin Powder, with an estimated value of $75,000. Buyers will use such material in production on a priority basis until such material is fully used. Buyers will pay to Sellers Sellers’ full inventory value for such material within thirty (30) days of use by Buyers. Buyers shall retain the right to sell any remaining portion of such material to Orica, Dyno Nobel and Austin Powder. In the event of such sale, Buyers will cooperate with Sellers in assembling and shipping such inventory.
3. Ammonium Perchlorate. Buyers will take possession of all Ammonium Perchlorate (“AP”), with an estimated value of $72,675. Buyers will use such AP in the manufacturing of product on a priority basis until it is fully consumed. Buyers will pay Sellers full inventory value for the AP within thirty (30) days of use by Buyers.
4. U.S. Aluminum Powdered Aluminum. Buyers will take possession of the powdered aluminum manufactured by U.S. Aluminum that is usable in limited applications, with an estimated value of $30,250. Buyers will use such aluminum in the manufacturing of product on a priority basis until it is fully consumed. Buyers will pay Sellers full inventory value for such aluminum within thirty (30) days of use by Buyers.
5. Propellant. Buyers will take possession of and title to all propellant of Sellers wherever located, including Camden, Arkansas, Hallowell, Kansas and the PRUF plant at no cost.
6. Rocket Motors. Buyers will take possession of and title to all rocket motor inventory of Sellers wherever located at no cost. Sellers shall pay to Buyers the monies received by Sellers for rocket motors processed by Sellers totaling $16,877 within thirty (30) days of closing.

Executed to be effective as of the date first written above.
SELLERS: BUYERS:
SLURRY EXPLOSIVE CORPORATION, ENERGETIC SYSTEMS INC., LLC
an Oklahoma corporation a Nevada limited liability company
By:_________________________________ By:_________________________________
Tony M. Shelby, Vice President David Taylor, Manager
UNVIERSAL TECH CORPORATION, UTEC CORPORATION, LLC
an Oklahoma corporation a Nevada limited liability company
By:_________________________________ By:_________________________________
Tony M. Shelby, Vice President David Taylor, Manager
SEC INVESTMENT CORP. LLC,
a Nevada limited liability company
By:_________________________________
David Taylor, Manager
DETACORP INC., LLC,
a Nevada limited liability company
By:_________________________________
David Taylor, Manager
ENERGETIC PROPERTIES, LLC,
a Nevada limited liability company
By:_________________________________
David Taylor, Manager
2

EXHIBIT 7.3
Material Consents
None

EXHIBIT 7.4(a)
Legal Opinion - Sellers
December 6, 2002
Energetic Systems Inc., LLC
UTeC Corporation, LLC
SEC Investment Corp. LLC
DetaCorp Inc., LLC
Energetic Properties, LLC
5700 North Portland Avenue
Suite 310
Oklahoma City, Oklahoma 73112
RE: Asset Purchase Agreement
Ladies and Gentlemen:
I have acted as general counsel to Slurry Explosive Corporation, an Oklahoma corporation (“SEC”), Universal Tech Corporation, an Oklahoma corporation (“Universal”, and collectively with SEC, “Sellers”), El Dorado Chemical Company, an Oklahoma corporation (“EDC”), LSB Chemical Corp., an Oklahoma corporation (“LSBCC”), Prime Financial Corporation, an Oklahoma corporation (“PFC”), and LSB Industries, Inc., a Delaware corporation (“LSB”), in connection with the review, execution and delivery of and the transactions contemplated by the Asset Purchase Agreement, dated as of December 6, 2002 (the “Asset Purchase Agreement”), by and among the Sellers, EDC, LSB, LSBCC and PFC, and Energetic Systems Inc. LLC, a Nevada limited liability company (“ESI”), UTeC Corporation, LLC, a Nevada limited liability company (“UTECLLC”), SEC Investment Corp. LLC, a Nevada limited liability company (“SIC”), DetaCorp Inc., LLC, a Nevada limited liability company (“DetaCorp”) and Energetic Properties, LLC, a Nevada limited liability company (“EP” and collectively with ESI, UTECLLC, SIC and DetaCorp, “Buyers”).
This opinion is rendered to you pursuant to Section 7.4(a) of the Asset Purchase Agreement. Except as otherwise defined herein, capitalized terms used herein will have the same meaning as such terms are defined in the Asset Purchase Agreement.
1. In connection with the issuance of this letter, I have examined the following documents:

1.1 | Asset Purchase Agreement;

1.2 | Bill of Sale;

1.3 | Noncompetition Agreement;

December 6, 2002
Page 2

1.4 | Orica Noncompetition Letter Agreement;

1.5 | Escrow Agreement;

1.6 | Assignment and Assumption Agreement;

1.7 | Assignment and Assumption of Lease Agreement;

1.8 | Assignment of Patents;

1.9 | Assignment of Service Marks and Trademarks;

1.10 | Transitional Services Agreement;

1.11 | AN Supply Agreement;

1.12 | Nitric Acid Supply Agreement;

1.13 | The Use and License Agreement;

1.14 | (A) Lease Agreements, Memorandums of Lease and Lessor Estoppel and Agreements with respect to the real property leases for (1) the Production Facility located at Hallowell, Kansas, (2) the Underwater Lab and PRUF plant located at Hallowell, Kansas, (3) the R&D lab located at Jayhawk, Kansas, and (4) the Pryor, Oklahoma facility; (B) Assignment and Assumptions of Lease for the Farmer’s Co-Op lease, the Industrial Track lease, the Oklahoma City office lease and the Dallas office lease; (C) a Lease Termination Agreement with respect to the Pryor, Oklahoma facility;

1.15 | Certificate from the Secretary or Assistant Secretary of each Seller, EDC, LSBCC, PFC and LSB attesting to the resolutions of each such party and authorizing specific officers of each such party to execute the Transaction Documents, as such term is defined below, to which it is a party;

1.16 | Certificate of Good Standing of SEC, issued by the Oklahoma Secretary of State on November 19, 2002;

1.17 | Certificate of Good Standing of Universal, issued by the Oklahoma Secretary of State on November 19, 2002;

1.18 | Certificates of Foreign Good Standing, Existence or Authority of each Seller listed on Schedule II attached hereto issued by the various Secretaries of State (the “Foreign Certificates”);

December 6, 2002
Page 3

1.19 | Certificates of Incorporation and Bylaws of each Seller, EDC, LSBCC, PFC and LSB;

1.20 | Minute books of each of each Seller, EDC, LSBCC, PFC and LSB;

1.21 | Unanimous Written Consents of the Board of Directors and Sole Shareholder of each Seller, EDC, LSBCC and PFC, dated November 18, 2002; and

1.22 | Unanimous Written Consent of the Board of Directors of LSB, dated November 18, 2002.

The documents referred to in paragraphs 1.1 through 1.12 above are referred to herein as the “Transaction Documents”.
I have also examined such matters of law and certificates of officers of each Seller, EDC, LSBCC, PFC and LSB as I deemed relevant or necessary as a basis of the opinions expressed herein.

2. | In rendering my opinion, I have assumed for the purposes of this opinion letter, the following:

2.1 | The due execution and delivery, pursuant to due authorization, of the Transaction Documents by the parties thereto, other than the Sellers, EDC, LSBCC, PFC and LSB;

2.2 | The legality, validity, binding effect on, and enforceability of the Transactions Documents against the parties thereto, other than the Sellers, EDC, LSBCC, PFC and LSB;

2.3 | The genuineness of the signatures of all persons signing each document in connection with the transactions with respect to which this opinion is rendered, other than the signatures of persons signing on behalf of the Sellers, EDC, LSBCC, PFC and LSB;

2.4 | The authority to sign in a representative capacity of the persons signing the Transaction Documents, other than on behalf of the Sellers, EDC, LSBCC, PFC and LSB;

2.5 | The authenticity of all documents submitted to me as originals;

2.6 | The conformity to authentic original documents of all documents submitted to me as certified, conformed or photo static copies; and

2.7 | The accuracy and completeness of all public records reviewed by me.

December 6, 2002
Page 4
As to all questions of fact material to these opinions that have not been independently established, I have relied upon certificates or comparable documents of officers and representatives of each Seller, EDC, LSBCC, PFC and LSB and upon the representations and warranties of each Seller, EDC, LSBCC, PFC and LSB contained in the Transaction Documents.

3. | Based on the foregoing, and subject to the limitations, qualifications and exceptions set forth below and as may be provided in the Legal Opinion Accord of the ABA Section of Business Law (1991), and assuming the consummation of the transactions contemplated by the Transaction Documents, it is my opinion that:

3.1 | Each Seller is a corporation incorporated and in good standing under the laws of the State of Oklahoma;

3.2 | Based solely on the Foreign Certificates, each Seller is qualified as foreign corporation and in good standing in each jurisdiction in which it is authorized to do business;

3.3 | Each Seller, EDC, LSBCC, PFC and LSB have full corporate power and authority to execute, deliver and perform the Transaction Documents to which it is a party;

3.4 | Each of the Transaction Documents to which the each Seller, EDC, LSBCC, PFC and LSB is a party, is enforceable against such party, in accordance with its terms;

3.5 | The execution, delivery and performance by each Seller of the Transaction Documents to which it is a party, (a) are not in contravention of any provision of its applicable certificate of incorporation or by-laws, (b) to my knowledge, will not violate any Oklahoma or United States federal law or regulation or order of any court or other Governmental Body to which it is subject or the Delaware General Corporation Law, or (c) except as set forth in Part 3.2 (b) of the Disclosure Letter, will not result in the breach or termination of, or constitute a default under, or result in the creation or imposition of any Encumbrance upon any of the Assets under, any material Seller Contract listed in Part 3.19 (a) of the Disclosure Letter;

3.6 | To my knowledge, except as set forth in Parts 3.2 (c) of the Disclosure Letter and the filing of various collateral release documents, including UCC-3 terminations and partial releases and mortgage release with the appropriate Governmental Body, no consent, approval or authorization of, or declaration, filing or registration with, any Governmental Body is required by Sellers in connection with the execution and delivery of the Asset Purchase Agreement or the consummation of Contemplated Transactions; and

December 6, 2002
Page 5

3.7 | To my knowledge, except as set forth in Part 3.17 (a) of the Disclosure Letter, there is no Proceeding by or before any court or Governmental Body pending or overtly threatened against any Seller that challenges the validity of the Asset Purchase Agreement or any action taken or to be taken by any Seller pursuant to the Asset Purchase Agreement or in connection with the Contemplated Transactions.

4. | I have expressed the foregoing opinions subject to the following qualifications, limitations and exceptions:

4.1 | I am licensed to practice law in the State of Oklahoma. This opinion is limited to the laws of Oklahoma, the Delaware General Corporation Law and federal laws of the United States. I do not render any opinions as to the laws of any other jurisdiction and, as to Delaware, only as to the Delaware General Corporation Law. I am not licensed to practice law in the State of Delaware;

4.2 | Provisions of the Transaction Documents which purport to indemnify the Buyers against, or release the Buyers from, liability for any of the Buyers’ acts are unenforceable to the extent such acts are determined to be unlawful, negligent, reckless, or constitute willful misconduct;

4.3 | The enforceability of the Transaction Documents is subject to the effect of any applicable bankruptcy, insolvency, reorganization, fraudulent transfer, moratorium or similar laws relating to the rights of creditors and other laws relating to general principals of equity, including, without limitation, concepts of materiality, reasonableness, good faith and fair dealing (regardless of whether considered in a proceeding at law or in equity);

4.4 | I express no opinion as to:

4.4.1 | Any choice of law provision contained in the Transaction Documents;

4.4.2 | The ability to obtain specific performance, injunctive or other equitable relief, whether sought in a proceeding at law or in equity, as a remedy for a default under the Transaction Documents; and

4.4.3 | The enforceability of any provisions which purport to restrict, limit or prevent access to legal or equitable remedies or which purport to waive any legal rights.

4.5 | The phrase “to my knowledge” or words of similar import as used herein, mean actual knowledge, without investigation, on the part of me and those attorneys in this office who have been involved in the transactions contemplated by the Transaction Documents.

December 6, 2002
Page 6
I have directed this letter solely to you. You may not use, circulate, quote or refer to this letter in connection with any transaction other than the transactions contemplated by the Transaction Documents. No other person may rely on this letter in any manner or for any purpose without the undersigned’s written authorization. I have issued this letter only with respect to the present status of Oklahoma and Delaware General Corporation Law and federal law and undertake no obligation to update or supplement this letter in response to subsequent changes in the law, facts, or future events affecting the transactions contemplated by any of the Transactional Documents.
Very truly yours,
David M. Shear
General Counsel

SCHEDULE I
FOREIGN CERTIFICATES

Company | State
Slurry Explosive Corporation | Kansas
Slurry Explosive Corporation | Missouri
Slurry Explosive Corporation | New Mexico
Slurry Explosive Corporation | North Dakota
Slurry Explosive Corporation | Utah
Universal Tech Corporation | Kansas

EXHIBIT 7.7
Assignment and Assumption of Lease Agreement
This Assignment and Assumption Agreement ("Assignment and Assumption Agreement") is made and entered into on December 6, 2002, by and among Slurry Explosive Corporation, an Oklahoma corporation ("Assignor"), and Slurry Explosive Manufacturing Corporation, LLC, a Nevada limited liability company ("Assignee").
WHEREAS, Assignor and Assignee are parties to that certain Asset Purchase Agreement dated on December 6, 2002 (the "Purchase Agreement"); and
WHEREAS, pursuant to the Purchase Agreement, Assignor has agreed to assign certain rights and agreements to Assignee, and Assignee has agreed to assume the US Bancorp Lease, as set forth herein.
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt, adequacy and legal sufficiency of which are hereby acknowledged, the parties do hereby agree as follows:

1. | Capitalized Terms. Capitalized terms used but not defined herein shall have the meanings for such terms that are set forth in the Purchase Agreement.

2. | Assignment and Assumption. Effective as of 12:01 a.m. C.S.T. on December 1, 2002 (the "Effective Time"), Assignor hereby assigns, sells, transfers and sets over (collectively, the "Assignment") to Assignee all of Assignor's right, title, benefit, privileges and interest in and to, and all of Assignor's burdens, obligations and liabilities in connection with, the US Bancorp Lease. Assignee hereby accepts the Assignment and assumes and agrees to observe and perform all of the duties, obligations, terms, provisions and covenants, and to pay and discharge all of the liabilities of Assignor to be observed, performed, paid or discharged from and after the Closing, in connection with the US Bancorp Lease.

3. | Further Actions. Each of the parties hereto covenants and agrees, at its own expense, to execute and deliver, at the request of the other party hereto, such further instruments of transfer and assignment and to take such other action as such other party may reasonably request to more effectively consummate the assignments and assumptions contemplated by this Assignment and Assumption Agreement.

4. | Terms of the Purchase Agreement. The terms of the Purchase Agreement and the Disclosure Letter incorporated therein are incorporated herein by this reference. Assignor acknowledges and agrees that the terms contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

IN WITNESS WHEREOF, the parties have executed this Assignment and Assumption Agreement on the date first above written.
ASSIGNOR: ASSIGNEE:
Slurry Explosive Corporation Slurry Explosive Manufacturing
Corporation, LLC
_________________________ ___________________________
Tony M. Shelby, Vice President David Taylor, Manager
2

EXHIBIT 7.8
ENERGETIC SYSTEMS INC., LLC
UTEC CORPORATION, LLC
SEC INVESTMENT CORP. LLC
DETACORP INC., LLC
ENERGETIC PROPERTIES, LLC
SLURRY EXPLOSIVE MANUFACTURING CORPORATION, LLC
December 6, 2002
LSB Industries, Inc.
El Dorado Chemical Company
Northwest Financial Corporation
Slurry Explosive Corporation
16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
RE: Letter Agreement - Covenant Not to Compete
Dear Sirs:
For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, this Letter Agreement shall confirm to each of you our agreement that each of the undersigned, as assigns of the business of Slurry Explosive Corporation and Universal Tech Corporation agree to not engage in the Restricted Activities (as defined in that certain Non-Competition Covenant dated November 1, 2001 and attached hereto (the “Noncompetition Agreement”)) other than as the business of Slurry Explosive Corporation or Universal Tech Corporation was conducted on the Closing Date (as defined in the Noncompetition Agreement).
Sincerely,
ENERGETICS SYSTEMS INC., LLC UTEC CORPORATION, LLC,
a Nevada limited liability company a Nevada limited liability company
By:___________________________ By:___________________________
David Taylor, Manager David Taylor, Manager

LSB Industries, Inc.
El Dorado Chemical Company
Northwest Financial Corporation
Slurry Explosive Corporation
December 6, 2002
Page 2
SEC INVESTMENT CORP. LLC., DETACORP INC., LLC.,
a Nevada limited liability company a Nevada limited liability company
By:___________________________ By:____________________________
David Taylor, Manager David Taylor, Manager
ENERGETIC PROPERTIES, LLC., SLURRY EXPLOSIVE MANUFACTURING
a Nevada limited liability company CORPORATION, LLC, Nevada limited liability
company
By:___________________________ By:____________________________
David Taylor, Manager David Taylor, Manager

EXHIBIT 7.11
Key Employees
None

EXHIBIT 7.13
Environmental Questionnaire
See attached

S LURRY
E XPLOSIVE
C ORPORATION

16 South Pennsylvania · Oklahoma City, Ok 73107 · Phone 405-235-4546 · Fax 405-236-1209
VIA FEDERAL EXPRESS: 605743627698
May 17, 2010
David Rex
Jackson Walker L.L.P.
2439 North Central Expressway
Suite 600
Richardson, Texas 75080
RE: Environmental Site Assessment Questionnaire
Dear Mr. Rex:
Enclosed are the Environmental Site Assessment Questionnaires for the following locations:

1. | Universal Tech Corporation:

a. | Jayhawk Lab

b. | Underwater Lab

c. | PRUF Plant

d. | Hallowell Rail Siding

e. | Hallowell Plant

2. | Slurry Explosive Corporation

Sincerely,
/James Wm. Murray III/
James Wm. Murray III
Senior Associate General Counsel
JWM/ymq
Enclosures

Universal Tech Corporation
Environmental Site Assessment Questionnaire
Jayhawk Lab
8500 S.E. Jayhawk Drive
Riverton, Kansas 66770
The following Environmental Site Assessment Questionnaire is being prepared in connection with the proposed sale of certain assets of Universal Tech Corporation (“Company”) to certain affiliates of Energetic Systems Inc., LLC. You have been designated by the Company as the person most likely to have knowledge of the matters described below. Please answer the following questions to your knowledge either “YES,” “NO,” or “NS” if you are not sure as to the answer.

YES/NO/NS | 1. | Is the property used for an industrial use?
YES/NO/NS | 2. | To the best of your knowledge, is any adjoining property used for an industrial use?
YES/NO/NS | 3. | To the best of your knowledge, has the property been used for an industrial use in the past?
YES/NO/NS | 4. | To the best of your knowledge, has any adjoining property been used for an industrial use in the past?
YES/NO/NS | 5. | Is the property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 6. | To the best of your knowledge, is any adjoining property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 7. | To the best of your knowledge, has the property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?

YES/NO/NS | 8. | To the best of your knowledge, has any adjoining property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?
YES/NO/NS | 9. | Is there a maintenance or shop/service area located on the property?
YES/NO/NS | 10. | To the best of your knowledge, has there ever been a maintenance or shop/service area located on the property?
YES/NO/NS | 11. | Are there currently any damaged or discarded automotive or

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Jayhawk Plant

|  | industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 12. | To the best of your knowledge, in the past have there been any damaged or discarded automotive or industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 13. | Are there currently any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property?
YES/NO/NS | 14. | To the best of your knowledge, have there been any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property in the past?
YES/NO/NS | 15. | To the best of your knowledge, has fill dirt been brought onto the property which originated from a contaminated site or which is of an unknown origin?
YES/NO/NS | 16. | Are there currently any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal?
YES/NO/NS | 17. | To the best of your knowledge, have there been any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal in the past?
YES/NO/NS | 18. | Is there currently any visible sign of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property?
YES/NO/NS | 19. | To the best of your knowledge, has there been any visible signs of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property in the past?
YES/NO/NS | 20. | Is there currently any stained soil or pavement on the property?
YES/NO/NS | 21. | To the best of your knowledge, has there been any stained soil or pavement on the property in the past?
YES/NO/NS | 22. | Are there currently any above or underground storage tanks located on the property?
YES/NO/NS | 23. | To the best of your knowledge, have there been any above or underground storage tanks located on the property in the past?
YES/NO/NS | 24. | Are there currently any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property?
YES/NO/NS | 25. | To the best of your knowledge, have there been any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property in the past?

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Jayhawk Plant
2

YES/NO/NS | 26. | Are there currently any chemical or noxious odors on the property in violation of any environmental laws?
YES/NO/NS | 27. | To the best of your knowledge, have there been any chemical or noxious odors on the property in violation of any environmental laws in the past?
YES/NO/NS | 28. | If the property is served by a private well or non-public water system, has the Company identified contaminants in the well or system that exceed guidelines applicable to the water system?
YES/NO/NS | 29. | To the best of your knowledge, if the property is served by a private well or non-public water system, has the well been designated as contaminated by any government environmental/health agency?
YES/NO/NS | 30. | Does the property discharge waste water on or adjacent to the property other than storm water or into a sanitary sewer system?
YES/NO/NS | 31. | To the best of your knowledge, have any hazardous substances, wastes or petroleum products, unidentified waste materials, tires, automotive or industrial batteries or any other waste materials been dumped above grade, buried and/or burned on the property in violation of any environmental laws?
YES/NO/NS | 32. | Is there a transformer, capacitor, heavy electrical or any hydraulic equipment for which there are any records indicating the presence of PCBs?
YES/NO/NS | 33. | To the best of your knowledge, are there currently any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 34. | To the best of your knowledge, has there been any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 35. | Do you have knowledge of hazardous substances, wastes or petroleum products being previously dumped, burned, buried or otherwise disposed of on the property in violation of any environmental laws?
YES/NO/NS | 36. | Do you have any knowledge of environmental liens or governmental notification relating to past or current violations of environmental laws with respect to the property or any facility located on the property?
YES/NO/NS | 37. | Do you have knowledge of any release of hazardous substances or petroleum products with respect to the property or any facility located on the property in violation of any environmental laws, or of any report or records pertaining thereto?
YES/NO/NS | 38. | Do you have any knowledge of any environmental site assessment or report of the property or any facility located on the property that indicated the presence of hazardous substances or petroleum products on, or contamination of, the property or recommended further assessment of the property?
YES/NO/NS | 39. | Do you have knowledge of any past, threatened, or pending

Environmental Site Asessment Questionnaire
Universal Tech Corporation
Plant Jayhawk Plant
3

|  | lawsuits or administrative or regulatory proceedings concerning a release of any hazardous substance or petroleum products involving the property?
YES/NO/NS | 40. | Do you have knowledge of any past or present violations of any regulatory permits related to hazardous substances, wastes, wastewater discharge or air emissions with respect to the property?

|  | GOVERNMENT RECORDS/HISTORICAL SOURCES INQUIRY
| 41. | To the best of your knowledge, do any of the following Federal government record systems list the Property or any property within the circumference of the area noted below:
YES/NO/NS | · | National Priorities List (NPL) - within 1 mile?
YES/NO/NS | · | Comprehensive Environmental Response Compensation and Liability Information (CERCLIS) List - within ½ mile?
YES/NO/NS | · | Resource Conservation and Recovery Act (RCRA) Notifier List - within 1 mile?
| 42. | To the best of your knowledge, do any of the following state record systems list the property within the circumference of the area noted below?
YES/NO/NS | · | List maintained by State environmental agency of hazardous waste sites identified for investigation or remediation that is the state agency equivalent to NPL - within approximately 1 mile?
YES/NO/NS | · | List maintained by State environmental agency of sites identified for investigation or remediation that is the state equivalent to CERCLIS - within ½ mile?
YES/NO/NS | · | Leaking Underground Storage Tank (LUST) List - within ½ mile?
YES/NO/NS | · | Solid Waste/Landfill Facilities - within ½ mile?

This Questionnaire was completed by:
Name: John Carver
Title: Vice President
Relationship to the Property: Owner
Address: 16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
Phone: (405) 235-4546
/John Carver/
Signature
Date December 2, 2002
Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Jayhawk Plant
4

Universal Tech Corporation
Environmental Site Assessment Questionnaire
Underwater Lab
The following Environmental Site Assessment Questionnaire is being prepared in connection with the proposed sale of certain assets of Universal Tech Corporation (“Company”) to certain affiliates of Energetic Systems Inc., LLC. You have been designated by the Company as the person most likely to have knowledge of the matters described below. Please answer the following questions to your knowledge either “YES,” “NO,” or “NS” if you are not sure as to the answer.

YES/NO/NS | 1. | Is the property used for an industrial use?
YES/NO/NS | 2. | To the best of your knowledge, is any adjoining property used for an industrial use?
YES/NO/NS | 3. | To the best of your knowledge, has the property been used for an industrial use in the past?
YES/NO/NS | 4. | To the best of your knowledge, has any adjoining property been used for an industrial use in the past?
YES/NO/NS | 5. | Is the property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 6. | To the best of your knowledge, is any adjoining property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 7. | To the best of your knowledge, has the property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?
YES/NO/NS | 8. | To the best of your knowledge, has any adjoining property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?

YES/NO/NS | 9. | Is there a maintenance or shop/service area located on the property?
YES/NO/NS | 10. | To the best of your knowledge, has there ever been a maintenance or shop/service area located on the property?
YES/NO/NS | 11. | Are there currently any damaged or discarded automotive or

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Underwater Lab

|  | industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 12. | To the best of your knowledge, in the past have there been any damaged or discarded automotive or industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 13. | Are there currently any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property?
YES/NO/NS | 14. | To the best of your knowledge, have there been any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property in the past?
YES/NO/NS | 15. | To the best of your knowledge, has fill dirt been brought onto the property which originated from a contaminated site or which is of an unknown origin?
YES/NO/NS | 16. | Are there currently any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal?
YES/NO/NS | 17. | To the best of your knowledge, have there been any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal in the past?
YES/NO/NS | 18. | Is there currently any visible sign of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property?
YES/NO/NS | 19. | To the best of your knowledge, has there been any visible signs of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property in the past?
YES/NO/NS | 20. | Is there currently any stained soil or pavement on the property?
YES/NO/NS | 21. | To the best of your knowledge, has there been any stained soil or pavement on the property in the past?
YES/NO/NS | 22. | Are there currently any above or underground storage tanks located on the property?
YES/NO/NS | 23. | To the best of your knowledge, have there been any above or underground storage tanks located on the property in the past?
YES/NO/NS | 24. | Are there currently any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property?
YES/NO/NS | 25. | To the best of your knowledge, have there been any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property in the past?

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Underwater Lab
2

YES/NO/NS | 26. | Are there currently any chemical or noxious odors on the property in violation of any environmental laws?
YES/NO/NS | 27. | To the best of your knowledge, have there been any chemical or noxious odors on the property in violation of any environmental laws in the past?
YES/NO/NS | 28. | If the property is served by a private well or non-public water system, has the Company identified contaminants in the well or system that exceed guidelines applicable to the water system?
YES/NO/NS | 29. | To the best of your knowledge, if the property is served by a private well or non-public water system, has the well been designated as contaminated by any government environmental/health agency?
YES/NO/NS | 30. | Does the property discharge waste water on or adjacent to the property other than storm water or into a sanitary sewer system?
YES/NO/NS | 31. | To the best of your knowledge, have any hazardous substances, wastes or petroleum products, unidentified waste materials, tires, automotive or industrial batteries or any other waste materials been dumped above grade, buried and/or burned on the property in violation of any environmental laws?
YES/NO/NS | 32. | Is there a transformer, capacitor, heavy electrical or any hydraulic equipment for which there are any records indicating the presence of PCBs?
YES/NO/NS | 33. | To the best of your knowledge, are there currently any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 34. | To the best of your knowledge, has there been any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 35. | Do you have knowledge of hazardous substances, wastes or petroleum products being previously dumped, burned, buried or otherwise disposed of on the property in violation of any environmental laws?
YES/NO/NS | 36. | Do you have any knowledge of environmental liens or governmental notification relating to past or current violations of environmental laws with respect to the property or any facility located on the property?
YES/NO/NS | 37. | Do you have knowledge of any release of hazardous substances or petroleum products with respect to the property or any facility located on the property in violation of any environmental laws, or of any report or records pertaining thereto?
YES/NO/NS | 38. | Do you have any knowledge of any environmental site assessment or report of the property or any facility located on the property that indicated the presence of hazardous substances or petroleum products on, or contamination of, the property or recommended further assessment of the property?
YES/NO/NS | 39. | Do you have knowledge of any past, threatened, or pending

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Underwater Lab
3

|  | lawsuits or administrative or regulatory proceedings concerning a release of any hazardous substance or petroleum products involving the property?
YES/NO/NS | 40. | Do you have knowledge of any past or present violations of any regulatory permits related to hazardous substances, wastes, wastewater discharge or air emissions with respect to the property?

|  | GOVERNMENT RECORDS/HISTORICAL SOURCES INQUIRY
| 41. | To the best of your knowledge, do any of the following Federal government record systems list the Property or any property within the circumference of the area noted below:
YES/NO/NS | · | National Priorities List (NPL) - within 1 mile?
YES/NO/NS | · | Comprehensive Environmental Response Compensation and Liability Information (CERCLIS) List - within ½ mile?
YES/NO/NS | · | Resource Conservation and Recovery Act (RCRA) Notifier List - within 1 mile?
| 42. | To the best of your knowledge, do any of the following state record systems list the property within the circumference of the area noted below?
YES/NO/NS | · | List maintained by State environmental agency of hazardous waste sites identified for investigation or remediation that is the state agency equivalent to NPL - within approximately 1 mile?
YES/NO/NS | · | List maintained by State environmental agency of sites identified for investigation or remediation that is the state equivalent to CERCLIS - within ½ mile?
YES/NO/NS | · | Leaking Underground Storage Tank (LUST) List - within ½ mile?
YES/NO/NS | · | Solid Waste/Landfill Facilities - within ½ mile?

This Questionnaire was completed by:
Name: John Carver
Title: Vice President
Relationship to the Property: Lessee
Address: 16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
Phone: (405) 235-4546
/John Carver/
Signature
Date December 2, 2002
Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Underwater Lab
4

Universal Tech Corporation
Environmental Site Assessment Questionnaire
PRUF Plant
The following Environmental Site Assessment Questionnaire is being prepared in connection with the proposed sale of certain assets of Universal Tech Corporation (“Company”) to certain affiliates of Energetic Systems Inc., LLC. You have been designated by the Company as the person most likely to have knowledge of the matters described below. Please answer the following questions to your knowledge either “YES,” “NO,” or “NS” if you are not sure as to the answer.

YES/NO/NS | 1. | Is the property used for an industrial use?
YES/NO/NS | 2. | To the best of your knowledge, is any adjoining property used for an industrial use?
YES/NO/NS | 3. | To the best of your knowledge, has the property been used for an industrial use in the past?
YES/NO/NS | 4. | To the best of your knowledge, has any adjoining property been used for an industrial use in the past?
YES/NO/NS | 5. | Is the property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 6. | To the best of your knowledge, is any adjoining property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 7. | To the best of your knowledge, has the property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?
YES/NO/NS | 8. | To the best of your knowledge, has any adjoining property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?

YES/NO/NS | 9. | Is there a maintenance or shop/service area located on the property?
YES/NO/NS | 10. | To the best of your knowledge, has there ever been a maintenance or shop/service area located on the property?
YES/NO/NS | 11. | Are there currently any damaged or discarded automotive or

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Pruf

|  | industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 12. | To the best of your knowledge, in the past have there been any damaged or discarded automotive or industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 13. | Are there currently any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property?
YES/NO/NS | 14. | To the best of your knowledge, have there been any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property in the past?
YES/NO/NS | 15. | To the best of your knowledge, has fill dirt been brought onto the property which originated from a contaminated site or which is of an unknown origin?
YES/NO/NS | 16. | Are there currently any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal?
YES/NO/NS | 17. | To the best of your knowledge, have there been any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal in the past?
YES/NO/NS | 18. | Is there currently any visible sign of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property?
YES/NO/NS | 19. | To the best of your knowledge, has there been any visible signs of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property in the past?
YES/NO/NS | 20. | Is there currently any stained soil or pavement on the property?
YES/NO/NS | 21. | To the best of your knowledge, has there been any stained soil or pavement on the property in the past?
YES/NO/NS | 22. | Are there currently any above or underground storage tanks located on the property?
YES/NO/NS | 23. | To the best of your knowledge, have there been any above or underground storage tanks located on the property in the past?
YES/NO/NS | 24. | Are there currently any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property?
YES/NO/NS | 25. | To the best of your knowledge, have there been any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property in the past?

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Pruf
2

YES/NO/NS | 26. | Are there currently any chemical or noxious odors on the property in violation of any environmental laws?
YES/NO/NS | 27. | To the best of your knowledge, have there been any chemical or noxious odors on the property in violation of any environmental laws in the past?
YES/NO/NS | 28. | If the property is served by a private well or non-public water system, has the Company identified contaminants in the well or system that exceed guidelines applicable to the water system?
YES/NO/NS | 29. | To the best of your knowledge, if the property is served by a private well or non-public water system, has the well been designated as contaminated by any government environmental/health agency?
YES/NO/NS | 30. | Does the property discharge waste water on or adjacent to the property other than storm water or into a sanitary sewer system?
YES/NO/NS | 31. | To the best of your knowledge, have any hazardous substances, wastes or petroleum products, unidentified waste materials, tires, automotive or industrial batteries or any other waste materials been dumped above grade, buried and/or burned on the property in violation of any environmental laws?
YES/NO/NS | 32. | Is there a transformer, capacitor, heavy electrical or any hydraulic equipment for which there are any records indicating the presence of PCBs?
YES/NO/NS | 33. | To the best of your knowledge, are there currently any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 34. | To the best of your knowledge, has there been any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 35. | Do you have knowledge of hazardous substances, wastes or petroleum products being previously dumped, burned, buried or otherwise disposed of on the property in violation of any environmental laws?
YES/NO/NS | 36. | Do you have any knowledge of environmental liens or governmental notification relating to past or current violations of environmental laws with respect to the property or any facility located on the property?
YES/NO/NS | 37. | Do you have knowledge of any release of hazardous substances or petroleum products with respect to the property or any facility located on the property in violation of any environmental laws, or of any report or records pertaining thereto?
YES/NO/NS | 38. | Do you have any knowledge of any environmental site assessment or report of the property or any facility located on the property that indicated the presence of hazardous substances or petroleum products on, or contamination of, the property or recommended further assessment of the property?
YES/NO/NS | 39. | Do you have knowledge of any past, threatened, or pending

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Pruf
3

|  | lawsuits or administrative or regulatory proceedings concerning a release of any hazardous substance or petroleum products involving the property?
YES/NO/NS | 40. | Do you have knowledge of any past or present violations of any regulatory permits related to hazardous substances, wastes, wastewater discharge or air emissions with respect to the property?

|  | GOVERNMENT RECORDS/HISTORICAL SOURCES INQUIRY
| 41. | To the best of your knowledge, do any of the following Federal government record systems list the Property or any property within the circumference of the area noted below:
YES/NO/NS | · | National Priorities List (NPL) - within 1 mile?
YES/NO/NS | · | Comprehensive Environmental Response Compensation and Liability Information (CERCLIS) List - within ½ mile?
YES/NO/NS | · | Resource Conservation and Recovery Act (RCRA) Notifier List - within 1 mile?
| 42. | To the best of your knowledge, do any of the following state record systems list the property within the circumference of the area noted below?
YES/NO/NS | · | List maintained by State environmental agency of hazardous waste sites identified for investigation or remediation that is the state agency equivalent to NPL - within approximately 1 mile?
YES/NO/NS | · | List maintained by State environmental agency of sites identified for investigation or remediation that is the state equivalent to CERCLIS - within ½ mile?
YES/NO/NS | · | Leaking Underground Storage Tank (LUST) List - within ½ mile?
YES/NO/NS | · | Solid Waste/Landfill Facilities - within ½ mile?

This Questionnaire was completed by:
Name: John Carver
Title: Vice President
Relationship to the Property: Lessee
Address: 16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
Phone: (405) 235-4546
/John Carver/
Signature
Date December 2, 2002
Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Pruf
4

Universal Tech Corporation
Environmental Site Assessment Questionnaire
Hallowell Rail Siding
The following Environmental Site Assessment Questionnaire is being prepared in connection with the proposed sale of certain assets of Universal Tech Corporation (“Company”) to certain affiliates of Energetic Systems Inc., LLC. You have been designated by the Company as the person most likely to have knowledge of the matters described below. Please answer the following questions to your knowledge either “YES,” “NO,” or “NS” if you are not sure as to the answer.

YES/NO/NS | 1. | Is the property used for an industrial use?
YES/NO/NS | 2. | To the best of your knowledge, is any adjoining property used for an industrial use?
YES/NO/NS | 3. | To the best of your knowledge, has the property been used for an industrial use in the past?
YES/NO/NS | 4. | To the best of your knowledge, has any adjoining property been used for an industrial use in the past?
YES/NO/NS | 5. | Is the property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 6. | To the best of your knowledge, is any adjoining property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 7. | To the best of your knowledge, has the property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?
YES/NO/NS | 8. | To the best of your knowledge, has any adjoining property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?

YES/NO/NS | 9. | Is there a maintenance or shop/service area located on the property?
YES/NO/NS | 10. | To the best of your knowledge, has there ever been a maintenance or shop/service area located on the property?
YES/NO/NS | 11. | Are there currently any damaged or discarded automotive or

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Rail

|  | industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 12. | To the best of your knowledge, in the past have there been any damaged or discarded automotive or industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 13. | Are there currently any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property?
YES/NO/NS | 14. | To the best of your knowledge, have there been any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property in the past?
YES/NO/NS | 15. | To the best of your knowledge, has fill dirt been brought onto the property which originated from a contaminated site or which is of an unknown origin?
YES/NO/NS | 16. | Are there currently any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal?
YES/NO/NS | 17. | To the best of your knowledge, have there been any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal in the past?
YES/NO/NS | 18. | Is there currently any visible sign of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property?
YES/NO/NS | 19. | To the best of your knowledge, has there been any visible signs of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property in the past?
YES/NO/NS | 20. | Is there currently any stained soil or pavement on the property?
YES/NO/NS | 21. | To the best of your knowledge, has there been any stained soil or pavement on the property in the past?
YES/NO/NS | 22. | Are there currently any above or underground storage tanks located on the property?
YES/NO/NS | 23. | To the best of your knowledge, have there been any above or underground storage tanks located on the property in the past?
YES/NO/NS | 24. | Are there currently any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property?
YES/NO/NS | 25. | To the best of your knowledge, have there been any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property in the past?

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Rail
2

YES/NO/NS | 26. | Are there currently any chemical or noxious odors on the property in violation of any environmental laws?
YES/NO/NS | 27. | To the best of your knowledge, have there been any chemical or noxious odors on the property in violation of any environmental laws in the past?
YES/NO/NS | 28. | If the property is served by a private well or non-public water system, has the Company identified contaminants in the well or system that exceed guidelines applicable to the water system?
YES/NO/NS | 29. | To the best of your knowledge, if the property is served by a private well or non-public water system, has the well been designated as contaminated by any government environmental/health agency?
YES/NO/NS | 30. | Does the property discharge waste water on or adjacent to the property other than storm water or into a sanitary sewer system?
YES/NO/NS | 31. | To the best of your knowledge, have any hazardous substances, wastes or petroleum products, unidentified waste materials, tires, automotive or industrial batteries or any other waste materials been dumped above grade, buried and/or burned on the property in violation of any environmental laws?
YES/NO/NS | 32. | Is there a transformer, capacitor, heavy electrical or any hydraulic equipment for which there are any records indicating the presence of PCBs?
YES/NO/NS | 33. | To the best of your knowledge, are there currently any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 34. | To the best of your knowledge, has there been any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 35. | Do you have knowledge of hazardous substances, wastes or petroleum products being previously dumped, burned, buried or otherwise disposed of on the property in violation of any environmental laws?
YES/NO/NS | 36. | Do you have any knowledge of environmental liens or governmental notification relating to past or current violations of environmental laws with respect to the property or any facility located on the property?
YES/NO/NS | 37. | Do you have knowledge of any release of hazardous substances or petroleum products with respect to the property or any facility located on the property in violation of any environmental laws, or of any report or records pertaining thereto?
YES/NO/NS | 38. | Do you have any knowledge of any environmental site assessment or report of the property or any facility located on the property that indicated the presence of hazardous substances or petroleum products on, or contamination of, the property or recommended further assessment of the property?
YES/NO/NS | 39. | Do you have knowledge of any past, threatened, or pending

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Rail
3

|  | lawsuits or administrative or regulatory proceedings concerning a release of any hazardous substance or petroleum products involving the property?

YES/NO/NS | 40. | Do you have knowledge of any past or present violations of any regulatory permits related to hazardous substances, wastes, wastewater discharge or air emissions with respect to the property?

|  | GOVERNMENT RECORDS/HISTORICAL SOURCES INQUIRY
| 41. | To the best of your knowledge, do any of the following Federal government record systems list the Property or any property within the circumference of the area noted below:
YES/NO/NS | · | National Priorities List (NPL) - within 1 mile?
YES/NO/NS | · | Comprehensive Environmental Response Compensation and Liability Information (CERCLIS) List - within ½ mile?
YES/NO/NS | · | Resource Conservation and Recovery Act (RCRA) Notifier List - within 1 mile?
| 42. | To the best of your knowledge, do any of the following state record systems list the property within the circumference of the area noted below?
YES/NO/NS | · | List maintained by State environmental agency of hazardous waste sites identified for investigation or remediation that is the state agency equivalent to NPL - within approximately 1 mile?
YES/NO/NS | · | List maintained by State environmental agency of sites identified for investigation or remediation that is the state equivalent to CERCLIS - within ½ mile?
YES/NO/NS | · | Leaking Underground Storage Tank (LUST) List - within ½ mile?
YES/NO/NS | · | Solid Waste/Landfill Facilities - within ½ mile?

This Questionnaire was completed by:
Name: John Carver
Title: Vice President
Relationship to the Property: Lessee
Address: 16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
Phone: (405) 235-4546
/John Carver/
Signature
Date December 2, 2002
Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Rail
4

Universal Tech Corporation
Environmental Site Assessment Questionnaire
Hallowell Plant
3600 N.W. 74th
Columbus, Kansas 66725
The following Environmental Site Assessment Questionnaire is being prepared in connection with the proposed sale of certain assets of Universal Tech Corporation (“Company”) to certain affiliates of Energetic Systems Inc., LLC. You have been designated by the Company as the person most likely to have knowledge of the matters described below. Please answer the following questions to your knowledge either “YES,” “NO,” or “NS” if you are not sure as to the answer.

YES/NO/NS | 1. | Is the property used for an industrial use?
YES/NO/NS | 2. | To the best of your knowledge, is any adjoining property used for an industrial use?
YES/NO/NS | 3. | To the best of your knowledge, has the property been used for an industrial use in the past?
YES/NO/NS | 4. | To the best of your knowledge, has any adjoining property been used for an industrial use in the past?
YES/NO/NS | 5. | Is the property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 6. | To the best of your knowledge, is any adjoining property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 7. | To the best of your knowledge, has the property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?

YES/NO/NS | 8. | To the best of your knowledge, has any adjoining property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?
YES/NO/NS | 9. | Is there a maintenance or shop/service area located on the property?
YES/NO/NS | 10. | To the best of your knowledge, has there ever been a maintenance or shop/service area located on the property?
YES/NO/NS | 11. | Are there currently any damaged or discarded automotive or

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Hallowell Plant

|  | industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 12. | To the best of your knowledge, in the past have there been any damaged or discarded automotive or industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 13. | Are there currently any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property?
YES/NO/NS | 14. | To the best of your knowledge, have there been any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property in the past?
YES/NO/NS | 15. | To the best of your knowledge, has fill dirt been brought onto the property which originated from a contaminated site or which is of an unknown origin?
YES/NO/NS | 16. | Are there currently any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal?
YES/NO/NS | 17. | To the best of your knowledge, have there been any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal in the past?
YES/NO/NS | 18. | Is there currently any visible sign of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property?
YES/NO/NS | 19. | To the best of your knowledge, has there been any visible signs of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property in the past?
YES/NO/NS | 20. | Is there currently any stained soil or pavement on the property?
YES/NO/NS | 21. | To the best of your knowledge, has there been any stained soil or pavement on the property in the past?
YES/NO/NS | 22. | Are there currently any above or underground storage tanks located on the property?
YES/NO/NS | 23. | To the best of your knowledge, have there been any above or underground storage tanks located on the property in the past?
YES/NO/NS | 24. | Are there currently any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property?
YES/NO/NS | 25. | To the best of your knowledge, have there been any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property in the past?

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Hallowell Plant
2

YES/NO/NS | 26. | Are there currently any chemical or noxious odors on the property in violation of any environmental laws?
YES/NO/NS | 27. | To the best of your knowledge, have there been any chemical or noxious odors on the property in violation of any environmental laws in the past?
YES/NO/NS | 28. | If the property is served by a private well or non-public water system, has the Company identified contaminants in the well or system that exceed guidelines applicable to the water system?
YES/NO/NS | 29. | To the best of your knowledge, if the property is served by a private well or non-public water system, has the well been designated as contaminated by any government environmental/health agency?
YES/NO/NS | 30. | Does the property discharge waste water on or adjacent to the property other than storm water or into a sanitary sewer system?
YES/NO/NS | 31. | To the best of your knowledge, have any hazardous substances, wastes or petroleum products, unidentified waste materials, tires, automotive or industrial batteries or any other waste materials been dumped above grade, buried and/or burned on the property in violation of any environmental laws?
YES/NO/NS | 32. | Is there a transformer, capacitor, heavy electrical or any hydraulic equipment for which there are any records indicating the presence of PCBs?
YES/NO/NS | 33. | To the best of your knowledge, are there currently any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 34. | To the best of your knowledge, has there been any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 35. | Do you have knowledge of hazardous substances, wastes or petroleum products being previously dumped, burned, buried or otherwise disposed of on the property in violation of any environmental laws?
YES/NO/NS | 36. | Do you have any knowledge of environmental liens or governmental notification relating to past or current violations of environmental laws with respect to the property or any facility located on the property?
YES/NO/NS | 37. | Do you have knowledge of any release of hazardous substances or petroleum products with respect to the property or any facility located on the property in violation of any environmental laws, or of any report or records pertaining thereto?
YES/NO/NS | 38. | Do you have any knowledge of any environmental site assessment or report of the property or any facility located on the property that indicated the presence of hazardous substances or petroleum products on, or contamination of, the property or recommended further assessment of the property?
YES/NO/NS | 39. | Do you have knowledge of any past, threatened, or pending

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Hallowell Plant
3

|  | l awsuits or administrative or regulatory proceedings concerning a release of any hazardous substance or petroleum products involving the property?
YES/NO/NS | 40. | Do you have knowledge of any past or present violations of any regulatory permits related to hazardous substances, wastes, wastewater discharge or air emissions with respect to the property?
|  | GOVERNMENT RECORDS/HISTORICAL SOURCES INQUIRY
| 41. | To the best of your knowledge, do any of the following Federal government record systems list the Property or any property within the circumference of the area noted below:
YES/NO/NS | · | National Priorities List (NPL) - within 1 mile?
YES/NO/NS | · | Comprehensive Environmental Response Compensation and Liability Information (CERCLIS) List - within ½ mile?
YES/NO/NS | · | Resource Conservation and Recovery Act (RCRA) Notifier List - within 1 mile?
| 42. | To the best of your knowledge, do any of the following state record systems list the property within the circumference of the area noted below?
YES/NO/NS | · | List maintained by State environmental agency of hazardous waste sites identified for investigation or remediation that is the state agency equivalent to NPL - within approximately 1 mile?
YES/NO/NS | · | List maintained by State environmental agency of sites identified for investigation or remediation that is the state equivalent to CERCLIS - within ½ mile?
YES/NO/NS | · | Leaking Underground Storage Tank (LUST) List - within ½ mile?
YES/NO/NS | · | Solid Waste/Landfill Facilities - within ½ mile?

This Questionnaire was completed by:
Name: John Carver
Title: Vice President
Relationship to the Property: Owner
Address: 16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
Phone: (405) 235-4546
/John Carver/
Signature
Date December 2, 2002
Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Hallowell Plant
4

Slurry Explosive Corporation
Environmental Site Assessment Questionnaire
Hwy. 69A & Carbide Road
Pryor, Oklahoma 74361
The following Environmental Site Assessment Questionnaire is being prepared in connection with the proposed sale of certain assets of Slurry Explosive Corporation (“Company”) to certain affiliates of Energetic Systems Inc., LLC. You have been designated by the Company as the person most likely to have knowledge of the matters described below. Please answer the following questions to your knowledge either “YES,” “NO,” or “NS” if you are not sure as to the answer.

YES/NO/NS | 1. | Is the property used for an industrial use?
YES/NO/NS | 2. | To the best of your knowledge, is any adjoining property used for an industrial use?
YES/NO/NS | 3. | To the best of your knowledge, has the property been used for an industrial use in the past?
YES/NO/NS | 4. | To the best of your knowledge, has any adjoining property been used for an industrial use in the past?
YES/NO/NS | 5. | Is the property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 6. | To the best of your knowledge, is any adjoining property used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility?
YES/NO/NS | 7. | To the best of your knowledge, has the property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?
YES/NO/NS | 8. | To the best of your knowledge, has any adjoining property been used as a gasoline station, motor repair facility, commercial printing facility, dry cleaners, photo developing laboratory, junkyard or landfill, or as a waste treatment, storage, disposal, processing, or recycling facility in the past?

YES/NO/NS | 9. | Is there a maintenance or shop/service area located on the property?
YES/NO/NS | 10. | To the best of your knowledge, has there ever been a maintenance or shop/service area located on the property?
YES/NO/NS | 11. | Are there currently any damaged or discarded automotive or

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Pryor

|  | industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 12. | To the best of your knowledge, in the past have there been any damaged or discarded automotive or industrial batteries, or pesticides, paints, petroleum products, pesticides or other chemicals in individual containers of greater than five gallons in volume or fifty gallons in the aggregate, stored on or used at the property or at the facility located on the property?
YES/NO/NS | 13. | Are there currently any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property?
YES/NO/NS | 14. | To the best of your knowledge, have there been any industrial drums (typically 55 gallon) or sacks of chemicals located on the property or at the facility located on the property in the past?
YES/NO/NS | 15. | To the best of your knowledge, has fill dirt been brought onto the property which originated from a contaminated site or which is of an unknown origin?
YES/NO/NS | 16. | Are there currently any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal?
YES/NO/NS | 17. | To the best of your knowledge, have there been any sumps, pits, ponds or lagoons located on the property in connection with waste treatment or waste disposal in the past?
YES/NO/NS | 18. | Is there currently any visible sign of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property?
YES/NO/NS | 19. | To the best of your knowledge, has there been any visible signs of spillage, staining, residues or corrosion, other than by water, in any of the facilities located on the property in the past?
YES/NO/NS | 20. | Is there currently any stained soil or pavement on the property?
YES/NO/NS | 21. | To the best of your knowledge, has there been any stained soil or pavement on the property in the past?
YES/NO/NS | 22. | Are there currently any above or underground storage tanks located on the property?
YES/NO/NS | 23. | To the best of your knowledge, have there been any above or underground storage tanks located on the property in the past?
YES/NO/NS | 24. | Are there currently any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property?
YES/NO/NS | 25. | To the best of your knowledge, have there been any vent pipes, fill pipes or access ways indicating a fill pipe protruding from the ground on the property or adjacent to any structure located on the property in the past?

Environmental Site Assessment Questionnaire
Universal Tech Corporation
Plant Pryor
2

YES/NO/NS | 26. | Are there currently any chemical or noxious odors on the property in violation of any environmental laws?
YES/NO/NS | 27. | To the best of your knowledge, have there been any chemical or noxious odors on the property in violation of any environmental laws in the past?
YES/NO/NS | 28. | If the property is served by a private well or non-public water system, has the Company identified contaminants in the well or system that exceed guidelines applicable to the water system?
YES/NO/NS | 29. | To the best of your knowledge, if the property is served by a private well or non-public water system, has the well been designated as contaminated by any government environmental/health agency?
YES/NO/NS | 30. | Does the property discharge waste water on or adjacent to the property other than storm water or into a sanitary sewer system?
YES/NO/NS | 31. | To the best of your knowledge, have any hazardous substances, wastes or petroleum products, unidentified waste materials, tires, automotive or industrial batteries or any other waste materials been dumped above grade, buried and/or burned on the property in violation of any environmental laws?
YES/NO/NS | 32. | Is there a transformer, capacitor, heavy electrical or any hydraulic equipment for which there are any records indicating the presence of PCBs?
YES/NO/NS | 33. | To the best of your knowledge, are there currently any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 34. | To the best of your knowledge, has there been any asbestos-containing material located in any facility located on the property?
YES/NO/NS | 35. | Do you have knowledge of hazardous substances, wastes or petroleum products being previously dumped, burned, buried or otherwise disposed of on the property in violation of any environmental laws?
YES/NO/NS | 36. | Do you have any knowledge of environmental liens or governmental notification relating to past or current violations of environmental laws with respect to the property or any facility located on the property?
YES/NO/NS | 37. | Do you have knowledge of any release of hazardous substances or petroleum products with respect to the property or any facility located on the property in violation of any environmental laws, or of any report or records pertaining thereto?
YES/NO/NS | 38. | Do you have any knowledge of any environmental site assessment or report of the property or any facility located on the property that indicated the presence of hazardous substances or petroleum products on, or contamination of, the property or recommended further assessment of the property?
YES/NO/NS | 39. | Do you have knowledge of any past, threatened, or pending

Environmentalj Site Assessment Questionnaire
Universal Tech Corporation
Plant Pryor
3

|  | lawsuits or administrative or regulatory proceedings concerning a release of any hazardous substance or petroleum products involving the property?
YES/NO/NS | 40. | Do you have knowledge of any past or present violations of any regulatory permits related to hazardous substances, wastes, wastewater discharge or air emissions with respect to the property?

|  | GOVERNMENT RECORDS/HISTORICAL SOURCES INQUIRY
| 41. | To the best of your knowledge, do any of the following Federal government record systems list the Property or any property within the circumference of the area noted below:
YES/NO/NS | · | National Priorities List (NPL) - within 1 mile?
YES/NO/NS | · | Comprehensive Environmental Response Compensation and Liability Information (CERCLIS) List - within ½ mile?
YES/NO/NS | · | Resource Conservation and Recovery Act (RCRA) Notifier List - within 1 mile?
| 42. | To the best of your knowledge, do any of the following state record systems list the property within the circumference of the area noted below?
YES/NO/NS | · | List maintained by State environmental agency of hazardous waste sites identified for investigation or remediation that is the state agency equivalent to NPL - within approximately 1 mile?
YES/NO/NS | · | List maintained by State environmental agency of sites identified for investigation or remediation that is the state equivalent to CERCLIS - within ½ mile?
YES/NO/NS | · | Leaking Underground Storage Tank (LUST) List - within ½ mile?
YES/NO/NS | · | Solid Waste/Landfill Facilities - within ½ mile?

This Questionnaire was completed by:
Name: John Carver
Title: Vice President
Relationship to the Property: Owner
Address: 16 South Pennsylvania Avenue
Oklahoma City, Oklahoma 73107
Phone: (405) 235-4546
/John Carver/
Signature
Date December 2, 2002
4

EXHIBIT 8.3
Required Consents
None

EXHIBIT 8.4
Legal Opinion - Buyers
December 6, 2002
LSB Industries Inc.
Slurry Explosive Corporation
Universal Tech Corporation
El Dorado Chemical Company
LSB Chemical Corp.
Prime Financial Corporation
16 S. Pennsylvania Avenue
Oklahoma City, Oklahoma 73106
Gentlemen:
We have acted as special counsel to Energetic Systems Inc., LLC, UTeC Corporation, LLC, SEC Investment Corp. LLC, DetaCorp Inc., LLC and Energetic Properties, LLC (collectively, "Buyers"), in connection with the Asset Purchase Agreement dated December 6, 2002 (the "Agreement"), by and among Buyers and LSB Industries, Inc., Slurry Explosive Corporation, Universal Tech Corporation, El Dorado Chemical Company, LSB Chemical Corp. and Prime Financial Corporation (collectively, “Sellers”). This is the Opinion Letter contemplated by Section 8.4(a) of the Agreement. All capitalized terms used in this Opinion Letter without definition have the respective meanings given to them in the Agreement or the Accord referred to below.
This Opinion Letter is governed by, and shall be interpreted in accordance with, the Legal Opinion Accord (the "Accord") of the ABA Section of Business Law (1991). Consequently, it is subject to a number of qualifications, exceptions, definitions, limitations on coverage and other limitations, all as more particularly described in the Accord, and this Opinion Letter should be read in conjunction therewith. The law covered by the opinions expressed herein is limited to the Federal Law of the United States and the Law of the States of Texas.
In basing the opinions set forth herein on "our knowledge" or words of similar import, such words signify that, in the course of our representation of Buyers as described in this Opinion Letter, no facts have come to our attention that would give the attorneys within our firm, who have been directly involved in representing the Buyers in connection with the transactions described in the Agreement, actual knowledge or actual notice that any such opinions or other matters are not accurate. Except as stated in this Opinion Letter, we have not undertaken any investigation or verification of such matters.

Based upon the foregoing, our opinion is as follows:

1. | The Agreement, the Assignment and Assumption Agreement, the Assignment and Assumption of Lease Agreement, the Escrow Agreement, AN Supply Agreement, the Nitric Acid Supply Agreement, the Noncompetition Agreement, the Use and License Agreement, the Transitional Services Agreement and the Orica Noncompetition Letter Agreement (collectively, the “Transaction Agreements”) are enforceable against the Buyers that are parties thereto.

2. | Each Buyer is a limited liability company duly organized, validly existing and in good standing under the laws of its state of organization with corporate power and authority to execute and deliver the Transaction Agreements to which it is a party and consummate the Contemplated Transactions.

3. | Neither the execution and delivery of the Transaction Agreements nor the consummation of the Contemplated Transactions to our knowledge (a) violates any provision of the articles of organization of any Buyer; (b) breaches or constitutes a default (or an event that, with notice or lapse of time or both, would constitute a default) under any agreement or commitment to which Buyer is party, or (c) violates any statute, law, regulation or rule or any judgment, decree or order of any court or Governmental Body applicable to Buyer.

4. | To our knowledge, there is no Proceeding by or before any court or Governmental Body pending or threatened against or involving any Buyer that questions or challenges the validity of the Transaction Agreements or any action taken or to be taken by any Buyer pursuant to the Transaction Agreements or in connection with the Contemplated Transactions.

This Opinion Letter also incorporates by reference the Other Common Texas Qualifications contained in the Report of the Legal Opinions Committee Regarding Legal Opinions in Business Transactions (the "Texas Report") of the Business Law Section of the State Bar of Texas (1992), and this opinion should be read in conjunction with the Texas Report.
Very truly yours,
Jackson Walker L.L.P.
2

    Part 2.1(b)

            LEASED TANGIBLE PERSONAL PROPERTY

            Lessor
              Description of Equipment
              Location

            UTC

            U.S Bancorp Leasing
              Energetics Facility & Equipment
              Hallowell Manufacturing Plant

            United Leasing
              2001 Chevy Pickup
              Pruf Plant

            United Leasing
              G25E Daewoo Forklift
              Pruf Plant

            Sharp Financial
              Canon Copier
              R&D Lab

            Tipper Tie
              (2) Tieing Machines
              Pruf Plant

            Tipper Tie
              Tieing Machine
              Underwater Lab

            Pitney Bowes
              Postage Meter
              Hallowell Manufacturing Plant

            SEC

            United Leasing
              Plastic Tube Filling and Scaling Machine
              Hallowell Manufacturing Plant

            Associates Leasing
              G20S/LPS Daewoo Forklift
              Hallowell Manufacturing Plant

            Associates Leasing
              Svadala Hydraulic Track Drill
              Pryor, OK

            Citicapital Leasing
              Svadala Hydraulic Track Drill
              Pryor, OK

            Midwest Leasing
              1986 Tempe Reefer Cooling Unit
              Hallowell Manufacturing Plant

            United Leasing
              1995 International Tractor
              Hallowell Manufacturing Plant

            United Leasing
              1995 International Tractor
              Pryor, OK

            United Leasing
              2001 Chevy Silverado Pickup
              Hallowell Manufacturing Plant

            United Leasing
              1999 Ford F-250 Pickup
              Hallowell Manufacturing Plant

            United Leasing
              Semi-Tank Trailer
              Pryor, OK

            United Leasing
              Semi-Tank Trailer
              Pryor, OK

            United Leasing
              1998 Mack Pumper Truck
              Pryor, OK

            RK Black
              (2) Lanier Copiers
              Oklahoma City, OK

            GE Capital TIP
              48 Van Trailers
              Hallowell Manufacturing Plant

            Any asset subject to a lease reflected in Part 3.19(a), which Part is incorporated herein by reference.

Part 2.1(k)
INDEMNIFICATION RIGHTS RELATED TO ASSETS/
ASSUMED LIABILITIES
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are aware of the following indemnification rights held by UTeC or SEC:

1. | Any indemnification rights reflected in the documents referenced in Parts 3.6, 3.7, 3.8(a), 3.8(b), or 3.19(a) (which Parts are incorporated herein by reference).

2. | Those indemnification rights reflected in the following documents (copies of which have been provided to Buyers):

(a) | Real Estate Purchase and Option Agreement, dated February 16, 1999, between SEC and Leon Epler regarding the purchase of two (2) 40 acre tracts at the Hallowell, Kansas facility.

(b) | Asset Purchase Agreement, dated June 1, 1990, by and between Thermex Energy Corporation and UTeC, regarding assets related to UTeC’s R&D Lab, Riverton, Kansas, UTeC’s Underwater Lab, Hallowell, Kansas, and Intellectual Property.

Part 3.1
SELLERS’ JURISDICTION OF INCORPORATION/
QUALIFICATION TO DO BUSINESS

1. | Slurry Explosive Corporation (“SEC”), an Oklahoma corporation, is qualified to do business in the following states:

a. | North Dakota

b. | Kansas

c. | Missouri

d. | New Mexico

e. | Utah

2. | Universal Tech Corporation (“UTeC”), an Oklahoma corporation, is qualified to do business in the State of Kansas.

Part 3.2(b)
ADVERSE EFFECTS OF EXECUTION OF AGREEMENT BY SELLERS

(1) | Pursuant to the transactions contemplated by the Asset Purchase Agreement under which the Disclosure Letter is provided, El Dorado Chemical Company (“EDC”) is to enter into with Buyers the AN Supply Agreement (the “Supply Agreement”). EDC’s ability to perform under the Supply Agreement requires factual interpretation of the business of Sellers prior to entering into the agreements with Orica USA Inc. of November 1, 2001 (the “Orica Agreements”). Accordingly there may be adverse effects regarding the above.

(2) | Pursuant to the transactions contemplated by the Asset Purchase Agreement under which the Disclosure Letter is provided, Buyer and either Slurry Explosive Corporation (“SEC”) or Universal Tech Corporation (“UTeC”) are to enter into use and/or license agreements (collectively, the “Use Agreements”) with respect to certain personal property, vehicles and/or equipment which are the subject of pre-existing leases between SEC and/or UTeC and some third party (collectively, the “Third Party Leases”). The existence of and the obligations of SEC or UTeC under these Use Agreements may not be permitted under certain of the pre-existing Third Party Leases and accordingly there may be adverse effects regarding the above.

(3) | Pursuant to the transactions contemplated by the Asset Purchase Agreement under which the Disclosure Letter is provided, SEC and UTeC are assigning and transferring to Buyers certain Seller Contracts absent the necessary Consents to such assignments and transfers. The transfer and assignment of such Seller Contracts without the necessary Consent may not be permitted under those Seller Contracts.

(4) | Pursuant to the transactions contemplated by the Asset Purchase Agreement under which the Disclosure Letter is provided, UTeC is assigning and transferring to Buyers UTeC’s rights in the equipment and associated facility known as the “Pruf Plant” in Hallowell, Kansas. Although neither party can locate the contract between UTeC and Chemical Systems Division of United Technologies Corporation (“CSD”) relating to the possession and use of the Pruf Plant, it is the parties mutual recollection that UTeC can continue to use the Pruf Plant so long as it is being used to process rocket motors, and that in the event the Pruf Plant is not used to process rocket motors, CSD can take possession and remove the Pruf Plant.

Part 3.2(c)
REQUIRED NOTICES AND CONSENTS
Universal Tech Corporation

1. | Lease from PLP Investment, Inc. (assigned to Preston Forest Associates, Ltd.) to Universal Tech Corporation (“UTeC”), dated June 5, 1992, on UTeC’s Dallas office space, as amended on August 30, 1993, March 21, 1996 and August 1, 1998.

2. | Lease and Operating Agreement (With Right of First Refusal and Option to Purchase), dated September 25, 1990, from IRECO Incorporated to UTeC, regarding UTeC’s Underwater Lab, Hallowell, Kansas.

3. | Rights and obligations of UTeC under assignment of Lease Agreement, dated as of April 11, 2001, for seventy monthly payments commencing on October 20, 2001, by and between U.S. Bancorp Leasing & Financial and Slurry Explosive Corporation (“SEC”), regarding certain equipment associated with the Hallowell, Kansas Facility, pursuant to assignment in May 14, 2002 Asset Purchase and Sale Agreement between SEC and UTeC.

4. | Equipment Lease between United Leasing, Inc. and UTeC, commencing March 16, 2000, and continuing for 60 months, regarding G25E Daewoo Forklift.

5. | Equipment Lease between United Leasing, Inc. and UTeC, commencing February 16, 2001, and continuing for 36 months, regarding 2001 Chevy Silverado pickup.

6. | Equipment Lease between Sharp Financial Company and UTeC, commencing August 19, 2002, and continuing for 60 months, regarding Canon copier at R&D Lab, Riverton, Kansas.

7. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 17, 1999, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at the Pruf Plant, Hallowell, Kansas.

8. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 1, 1995, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at UTeC’s Underwater Lab, Hallowell, Kansas.

9. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated September 27, 1985, continuing on a 6

| months by 6 months basis until terminated, regarding water cooler at UTeC’s R&D Lab, Riverton, Kansas.

10. | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, dated June 28, 1995, renewed through June, 2003, regarding two (2) tieing machines at UTeC’s Pruf Plant, Hallowell, Kansas.

11. | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, renewed through January, 2003, regarding a tieing machine at UTeC’s Underwater Lab, Hallowell, Kansas.

12. | Month to month Q.C. Testing Fee Agreement between UTeC and Ireco (now Dyno Nobel, Inc.), dated October 14, 1991, regarding quality control testing by UTeC at UTeC’s Underwater Lab, Hallowell, Kansas.

13. | Testing Fee Agreement between UTeC and Nelson Brothers LLC, dated September 27, 2002, regarding specifically delineated testing by UTeC at UTeC’s Underwater Lab, Hallowell, Kansas.

14. | Irrevocable $178,597.12 (US) Letter of Credit from Banco Ganadero as issuing bank confirmed by Banco Bilbao Vizcaya Argentaria for the benefit of UTeC, issued September 5, 2002, and with expiry date of December 4, 2002, regarding sales to Industria Militar.

15. | Quote from UTeC to Industria Militar for $453,717.51 (US) in sales of raw materials during first half of 2003.

16. | Proprietary Information Disclosure Agreement between SEC and TPL, Inc., dated October 3, 1999, terminating October 3, 2004, regarding each party’s Proprietary Information.

17. | Employment Agreement between UTeC and Oldrich Machacek dated June 5, 1990, terminating upon 60 days notice.

18. | Postage Meter Rental Agreement between UTeC and Pitney Bowes, dated September 23, 2002, continuing for one year, regarding UTeC’s assumption of SEC’s obligations for a postage meter at the Hallowell, Kansas Facility.

19. | Consulting Agreement between UTeC and Pieter de Wit, dated January 1, 1996, as orally amended and extended to December 31, 2002, regarding the providing of consulting services related to demilitarization projects.

20. | Confidentiality Agreement, last signed October 16,2001, and continuing for five (5) years, by and between UTeC and Aliachem a.s., regarding confidential information provided for discussion of the possible sale of a business owned by Aliachem a.s.

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21. | Mortgage, Assignment of Rents and Security Agreement executed by UTeC in favor of Guggenheim Investment Management, LLC, et al. (“Guggenheim”), dated May 24, 2002, filed June 6, 2002 at 3:15 PM in Book 290 of Mortgages at Pages 217-243 in the office of the Register of Deeds, Cherokee County, Kansas.

22. | Mortgage, Assignment of Rents and Security Agreement executed by UTeC, in favor of Foothill Capital Corporation (“Foothill”), dated May 24, 2002, filed June 6, 2002 at 3:25 PM in Book 290 of Mortgages at Pages 244-272 in the office of the Register of Deeds, Cherokee County, Kansas.

23. | Mortgage Subordination and Standstill Agreement in favor of Guggenheim, executed by Foothill, Guggenheim and UTeC, filed June 6, 2002 at 3:35 PM in Book 92 of Miscellaneous at Pages 673-686 in the office of the Register of Deeds, Cherokee County, Kansas.

Slurry Explosive Corporation

1. | Lease Agreement between Farmer’s Co-op Association and SEC, dated November 28, 2001, regarding property adjacent to railroad at or near Hallowell, Kansas.

2. | SEC’s rights under Industry Track Lease Agreement between South Kansas and Oklahoma Railroad and El Dorado Chemical Company, dated as of August 1, 1998, regarding railroad track at or near Hallowell, Kansas.

3. | Office Lease Agreement from Nations Bank N.A. (assigned to American Heart Association) to SEC, dated September 15, 1997, regarding SEC’s Portland Plaza, Oklahoma City, Oklahoma administrative office space.

4. | Confidential Rail Transportation Contract between SEC and Union Pacific Railroad Company ,dated effective January 1, 2002, expiring July 31, 2002 but informally continuing, regarding line-haul transportation.

5. | Equipment Lease #8 between United Leasing, Inc. and SEC last signed on December 9, 1999 and commencing on November 15, 1999, and continuing for 60 months, regarding a Plastic Tube Filling and Scaling Machine.

6. | Master Rental Agreement between Associates Leasing, Inc. and SEC, commencing on December 30, 1998, and continuing for 60 months, regarding a new Daewoo Model G20S/LPS.

7. | O.S.P. Program Sales Agreement between American Business Systems and SEC, dated September 25, 1998, and continuing for five years, regarding a copier machine.

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8. | Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms.

9. | Equipment Lease between G.W. Van Keppel Company/Associates Leasing, Inc. (assigned to Citicapital Commercial Leasing Corporation) and SEC, commencing September 22, 2000, and continuing 66 months, regarding Svadala hydraulic track drill.

10. | Equipment Lease between Citicapital Commercial Leasing Corporation and SEC, commencing December 28, 2001, and continuing 60 months, regarding Svadala hydraulic track drill.

11. | Equipment Lease #6 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Hallowell, Kansas Facility.

12. | Equipment Lease #7 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Pryor, Oklahoma Facility.

13. | Conditional Sale Agreement between Transport International Tool, Inc. and SEC, dated July 17, 2001, commencing October 1, 2001 and continuing 48 months, regarding the purchase of 49 over-the-road trailers.

14. | Purchase Agreement between General Dynamics Ordinance and Tactical Systems and SEC, dated March 11, 2002, final payment due October 15, 2002, regarding watergel slurry production equipment purchased from Marion, Illinois.

15. | Equipment Lease #1 between United Leasing, Inc. and SEC, commencing February 26, 2001, and continuing 36 months, regarding 2001 Chevy Silverado pickup at Pryor, Oklahoma Facility.

16. | Equipment Lease #10 between United Leasing, Inc. and SEC, commencing January 15, 2002, and continuing 36 months, regarding 1999 Ford F-250 pickup at Hallowell, Kansas Facility.

17. | Equipment Lease #2 between United Leasing, Inc. and SEC, commencing February 15, 1998, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

18. | Equipment Lease #5 between United Leasing, Inc. and SEC, commencing March 15, 1999, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

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19. | Equipment Lease #3 between United Leasing, Inc. and SEC, commencing September 15, 1998, and continuing 60 months, regarding 1998 Mack pumper truck at Pryor, Oklahoma Facility.

20. | Emergency Response Telecommunication Service Agreement between Chem-Tel, Inc. and SEC dated March 25, 1997, renewed through December 31, 2002, regarding 24-hour emergency phone answering services.

21. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated May 2, 1997, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0049, 1995 Kenworth.

22. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated September 18, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0055, 1999 Peterbilt.

23. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated June 25, 1999, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0058, 2000 Peterbilt.

24. | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 23, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0053, 1999 Peterbilt.

25. | Contract Service Agreement between Explo-Transport Co. and SEC, dated September 14, 2000, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0059, 2001 Peterbilt.

26. | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 13, 2001, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0060, 2000 Peterbilt.

27. | Lease between R.K. Black, Inc. and SEC, commencing February 23, 1998, and continuing for 60 months, regarding two (2) Lanier copiers for SEC’s Oklahoma City, Oklahoma office.

28. | Rental Agreement between Pitney Bowes, Inc. and SEC, dated April 4, 1989, expired April 4, 1989, but now paid quarterly, in advance, regarding postage meter for SEC’s Oklahoma City, Oklahoma office.

29. | Quarterly (i.e. requires 90 day notice to terminate) Security and/or Patrol Services Agreement dated April 9, 2002, regarding security patrol at Hallowell, Kansas Facility.

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30. | Quarterly (i.e. requires 90 day notice to terminate) Security and/or Patrol Services Agreement dated April 22, 2002, regarding telephone for security patrol at Hallowell, Kansas Facility.

31. | Cleaning Service Contract between SEC and Safety-Kleen Systems, Inc., dated May 2, 2002, expires May 2, 2003, regarding cleaning/services provided to SEC at Hallowell, Kansas Facility.

32. | Construction Agreement between SEC and Mid Central Contract Services, Inc., dated August 7, 2002, regarding construction efforts at Hallowell, Kansas Facility for $208,721.00.

33. | Service Agreement between SEC and U.S. Cellular dated September 23, 2002, expiring September 23, 2003, for cell phone services at Pryor, Oklahoma Facility.

34. | Pricing Agreement between SEC and Heartland Cement through January 31, 2003, regarding turnkey drilling and blasting services by SEC’s Pryor, Oklahoma Facility.

35. | Pricing Agreement between SEC and Lone Star Industries through January 1, 2003, regarding turnkey drilling and blasting services by SEC’s Pryor, Oklahoma Facility.

36. | Wireless Services Agreement between SEC and AT&T Wireless, expiring April, May (two phones) and December, 2003, regarding four cell phone services at Hallowell, Kansas Facility.

37. | Marketing and Supply Agreement between SEC and Austin Powder Company dated October 5, 1994, terminated as to exclusivity only effective October 5, 1997, but otherwise terminable upon sixty days notice prior to the October 5 automatic annual renewal, regarding Austin Powder Company’s marketing and distributing efforts of watergel products for forest fire fighting and timber boundary demarcation applications.

38. | Confidential Disclosure Agreement between SEC and Boyd J. Wathen (“Wathen”), dated October 8, 2002, with no expiration date, regarding the protection of Wathen’s information and ideas related to explosives/blasting agents which incorporate perchlorate and the formulations and methods of making same.

39. | Agreement between SEC and Oil, Chemical and Atomic Workers International Union, AFL-CIO, Local 5-508, dated March 31, 1997, ending February 5, 1999, regarding terms and conditions of employment.

40. | Last, Best & Final Package Proposal of SEC for Agreement with Paper, Allied Industrial, Chemical and Energy Workers International Union Local 5-508 AFL-

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| CIO, dated February 3, 1999, regarding changes and renewal of March 31, 1997 Agreement reflected above.

41. | Final Offer – SEC’s Final Proposal on “Effects” Related to the Company’s Inability to Continue to Manufacture Explosives because of Loss of License, dated February 13, 2002, amended February 18, 2002, regarding effects on SEC’s inability to manufacture on bargaining unit personnel.

42. | Confidentiality Agreement between SEC and KESCO, Inc. (“KESCO”), dated September 19, 1994, with no expiration date, regarding information received from KESCO for purposes of evaluating the possible acquisition of KESCO by SEC.

43. | Confidentiality Agreement between SEC and Union Espanola de Explosivos, S.A. (“UEE”), dated May 10, 2002, expiring May 10, 2007, regarding SEC’s information provided to UEE for purposes of evaluating the possible acquisition of SEC’s Hallowell, Kansas Facility.

44. | Premium Financing Agreement between SEC and Premier Financing Specialists, Inc., dated effective April 1, 2002, ending January 1, 2003, regarding the premium financing on liability policy from Sorema North America Reins Co.

45. | Workers Compensation monthly insurance premiums to be paid to Berkley Risk, dated April 1, 2002, expiring April 1, 2003, regarding monthly payments for premiums.

46. | Lease Agreement between SEC and Conseco Finance Vendor Services Corporation, dated December 22, 2000, continuing for 24 months, with $1.00 purchase option, regarding computers at SEC’s Oklahoma City, Oklahoma office.

47. | 1993 Severance Agreement between LSB and Bill Manion, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

48. | 1993 Severance Agreement between LSB and Paul Keeling, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

49. | Trademark Security Agreement between Foothill and SEC, et al., dated April 13, 2001, regarding the pledge of certain trademarks.

50. | Patent Security Agreement between Foothill and SEC, et al., dated April 13, 2001, regarding the pledge of certain patents.

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Both UTeC and SEC are Parties

1. | Loan and Security Agreement between Foothill and UTeC and SEC, et al., dated April 13, 2001, regarding working capital line of credit (the “Foothill Loan”).

2. | First Amendment to Loan and Security Agreement, dated August 3, 2001, amending the Foothill Loan.

3. | Second Amendment to Loan and Security Agreement, dated May 24, 2002, amending the Foothill.

4. | Lockbox Operating Procedural Agreement between Foothill and UTeC and SEC, et al., dated April 13, 2001, regarding operation of lockbox for receivables.

5. | Securities Purchase Agreement between Guggenheim and UTeC and SEC, et al., dated May 24, 2002, regarding the purchase by Guggenheim of certain Notes (the “Securities Purchase Agreement”).

6. | Guaranty by SEC and UTeC, et al. to Guggenheim, dated May 24, 2002, regarding debt created by Securities Purchase Agreement.

7. | Indenture between ClimaChem, Inc., Bank One, NA, UTeC and SEC, et al., as Guarantors, dated November 26, 1997, regarding the issuance of Senior Notes (the “Indenture”).

8. | Guaranty by UTeC and SEC and other affiliates with respect to the Indenture.

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Part 3.6
DESCRIPTION OF OWNED REAL PROPERTY
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are parties to or subject to the following real property deeds and documents effecting title to real property (copies of which have been provided to Buyers):

1. | Corrective Warranty Deed from Slurry Explosive Corporation (“SEC”) to Universal Tech Corporation (“UTeC”) dated May 31, 2002, recorded June 6, 2002 in Book 253, Page 604, regarding Hallowell, Kansas Facility.

2. | Warranty Deed from Thermex Energy Corporation to UTeC, dated February 21, 1992, recorded December 1, 1992 in Book 230, Page 480 (Cherokee County, Kansas), regarding UTeC’s R&D Lab, Riverton, Kansas.

3. | Declaration of Restrictive Covenants, dated January 20, 1993, by and among Allco Chemical Corporation, Chevron U.S.A., Inc., Koch Chemical Company and UTeC, regarding UTeC’s R&D Lab, Riverton, Kansas.

4. | Declaration of Restrictive Covenants Regarding Groundwater, dated November 11, 1999, by and among Inspec USA, Inc., Chevron Chemical Company LLC, Chevron USA Inc., Koch Chemical Company and UTeC, regarding UTeC’s R&D Lab, Riverton, Kansas.

5. | Memorandum Giving Notice of Agreement, last signed May 10, 1999, by and between Inspec USA, Inc., Chevron Chemical Company LLC, Chevron USA Inc., Koch Chemical Company and UTeC, regarding UTeC’s R&D Lab, Riverton, Kansas.

6. | Warranty Deed from James W. Keen and Janice E. Keen to Prime Financial Corporation (“Prime”), dated January 6, 1995, recorded January 9, 1995 in Book 789, Page 459 (Mayes County, Oklahoma), regarding SEC’s Pryor, Oklahoma Facility.

Part 3.7
DESCRIPTION OF LEASED REAL PROPERTY
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are parties to or subject to the following real property leases and agreements (copies of which have been provided to Buyers):

1. | Industrial Lease from UTeC to SEC, dated May 14, 2002, regarding the Hallowell, Kansas Facility.

2. | Lease from PLP Investment, Inc. (assigned to Preston Forest Associates, Ltd.) to UTeC, dated June 5, 1992, on UTeC’s Dallas office space, as amended on August 30, 1993, March 21, 1996 and August 1, 1998.

3. | Lease and Operating Agreement (With Right of First Refusal and Option to Purchase), dated September 25, 1990, from IRECO Incorporated to UTeC, regarding UTeC’s Underwater Lab, Hallowell, Kansas.

4. | Lease between Prime Financial Corporation and SEC, dated February 15, 1995, regarding SEC’s Pryor, Oklahoma Facility.

5. | Lease Agreement between Farmer’s Co-op Association and SEC, dated November 28, 2001, regarding property adjacent to railroad at or near Hallowell, Kansas.

6. | SEC’s rights under Industry Track Lease Agreement between South Kansas and Oklahoma Railroad and El Dorado Chemical Company, dated as of August 1, 1998, regarding railroad track at or near Hallowell, Kansas.

7. | Office Lease Agreement from Nations Bank N.A. (assigned to American Heart Association) to SEC, dated September 15, 1997, regarding SEC’s Portland Plaza, Oklahoma City, Oklahoma administrative office space.

Part 3.8(a)
REAL ESTATE ENCUMBRANCES
AND
PERMITTED REAL ESTATE ENCUMBRANCES
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are aware of the following Permitted Real Estate Encumbrances:

1. | Any (i) Encumbrances securing Taxes, assessments and governmental charges not yet due and payable or being contested in good faith, (ii) Encumbrances arising from customary zoning law or ordinance or any similar Legal Requirement, (iii) Encumbrances arising from customary right reserved to any Governmental Authority to regulate the affected property, (iv) as to all Owned Real Property, any Encumbrance (other than Encumbrances securing indebtedness or arising out of the obligation to pay money) which does not and shall not individually or in the aggregate with one or more other Encumbrances interfere with the right or ability to own, use, enjoy or operate the Owned Real Property as it is currently being used or operated, or to convey good, marketable and indefeasible fee simple title to the same (with respect to Owned Property) or materially detract from its value, and (v) any inchoate materialmen’s, mechanic’s, workmen’s, repairmen’s or other like Encumbrances arising in the ordinary course of business.

2. | Any Encumbrances or encroachments reflected in the following title insurance policies (copies of which have been provided to Buyers):

(a) | March 23, 2000 Title Insurance Policy by Chicago Title on East new 40-acre tract at Hallowell, Kansas Facility.

(b) | April 22, 1999 Title Insurance Policy by Chicago Title on West new 40-acre tract at Hallowell, Kansas Facility.

(c) | February 18, 1992 Title Insurance Policy by Chicago Title on Old Hallowell, Kansas Facility.

(d) | December 1, 1992 Title Insurance Policy by Chicago Title on R&D Lab, Riverton, Kansas.

(e) | January 9, 1995 Title Insurance Policy by First American Title on Pryor, Oklahoma Facility.

(f) | June 6, 2002 Title Insurance Policy by Chicago Title on all of Hallowell, Kansas Facility.

3. | Any Encumbrances or encroachments reflected in the following real property surveys (copies of which have been provided to Buyers):

(a) | June 4, 2002 survey (copies attached) by Don Fleury & Associates, of all tracts at Hallowell, Kansas Facility.

(b) | April 1, 1999 survey by Don Fleury & Associates, of two (2) new 40-acre tracts at Hallowell, Kansas Facility.

(c) | August 17, 1997 survey by Don Fluery & Associates, of East new 40-acre tract at Hallowell, Kansas Facility.

(d) | August 29, 1997 survey by Don Fleury & Associates of West new 40-acre tract at Hallowell, Kansas Facility.

(e) | September 29, 1992 survey by Ronald K. Albertini, of old tract at Hallowell, Kansas Facility.

(f) | December 8, 1994 survey by Max A. Woollard, of Pryor, Oklahoma Facility.

4. | Any Encumbrances or encroachments which may be reflected in the document referenced in Part 3.6 or Part 3.7 (which Parts are incorporated herein by reference).

5. | Encumbrances reflected in the following documents referenced in Part 3.19(a) (copies of which have been provided to Buyers as documents referenced in Part 3.19(a)):

(a) | Consent Agreement in The Matter of Pollution at Former Gulf Oil Company Jayhawk Plant, Galena, Kansas, Case No. 98-E-0109, Kansas Department of Health and Environment, last signed June 16, 1999, termination upon KDHE’s notice that the terms have been satisfactorily completed.

(b) | Consent Order entered in The Matter of Pollution at Slurry Explosive Corporation, Hallowell, Kansas, Case No. 02-E-0049, Kansas Department of Health and Environment (“KDHE”), dated April 22, 2002, terminating upon KDHE’s notice that terms have been satisfactorily completed.

(c) | Phase IV Agreement, dated June 16, 1999, by and among Inspec USA, Inc., Chevron Chemical Company LLC, Chevron USA, Inc., Koch Chemical Company and UTeC, regarding UTeC’s R&D Lab, Riverton, Kansas.

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Part 3.8(b)
NON-REAL ESTATE ENCUMBRANCES
AND PERMITTED NON-REAL ESTATE ENCUMBRANCES
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are aware of the following Permitted Non-Real Estate Encumbrances:

1. | Any (i) Encumbrances securing Taxes, assessments and governmental charges not yet due and payable or being contested in good faith, and (ii) Encumbrances arising from customary right reserved to any Governmental Authority to regulate the affected property.

2. | Encumbrances reflected in the following documents referenced in Part 3.19(a) (copies of which have been provided to Buyers as documents referenced in Part 3.19(a)):

(a) | Rights and obligations of UTeC under assignment of Lease Agreement, dated as of April 11, 2001, for seventy monthly payments commencing on October 20, 2001, by and between U.S. Bancorp Leasing & Financial and SEC, regarding certain equipment associated with the Hallowell, Kansas Facility, pursuant to assignment in May 14, 2002 Asset Purchase and Sale Agreement in the section of this list entitled “Agreement between SEC and UTeC” below.

(b) | Equipment Lease between G.E. Capital Modular Space and UTeC, dated March 29, 1995, expiring March 29, 1995 but continuing on a month to month basis thereafter, regarding office trailer at Underwater Lab, Hallowell, Kansas.

(c) | Equipment Lease between United Leasing, Inc. and UTeC, commencing March 16, 2000, and continuing for 60 months, regarding G25E Daewoo Forklift.

(d) | Equipment Lease between United Leasing, Inc. and UTeC, commencing February 16, 2001, and continuing for 36 months, regarding 2001 Chevy Silverado pickup.

(e) | Equipment Lease between Sharp Financial Company and UTeC, commencing August 19, 2002, and continuing for 60 months, regarding Canon copier at R&D Lab, Riverton, Kansas.

(f) | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 17, 1999, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at the Pruf Plant, Hallowell, Kansas.

(g) | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 1, 1995, continuing on a quarterly by

| quarterly basis until terminated, regarding water cooler at UTeC’s Underwater Lab, Hallowell, Kansas.

(h) | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated September 27, 1985, continuing on a 6 months by 6 months basis until terminated, regarding water cooler at UTeC’s R&D Lab, Riverton, Kansas.

(i) | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, dated June 28, 1995, renewed through June, 2003, regarding two (2) tieing machines at UTeC’s Pruf Plant, Hallowell, Kansas.

(j) | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, renewed through January, 2003, regarding a tieing machine at UTeC’s Underwater Lab, Hallowell, Kansas.

(k) | Technology and Know-How License Agreement between UTeC and Explosivos de Norteamerica S.A. de C.V., dated January 1, 1997, terminating on January 1, 2007, regarding use of UTeC technology and know-how to manufacture and sell product in Mexico on an exclusive basis so long as a 2,000 metric tons per year volume is sustained.

(l) | License and Processing Agreement between SEC and TPL, Inc., dated December 9, 1999, for continuing one year terms until 12 months notice is given, regarding the use of SEC’s Technical Information to produce product solely for SEC.

(m) | Postage Meter Rental Agreement between UTeC and Pitney Bowes, dated September 23, 2002, continuing for one year, regard UTeC’s assumption of SEC’s obligations for a postage meter at the Hallowell, Kansas Facility.

(n) | Equipment Lease #8 between United Leasing, Inc. and SEC last signed on December 9, 1999 and commencing on November 15, 1999, and continuing for 60 months, regarding a Plastic Tube Filling and Scaling Machine.

(o) | Master Rental Agreement between Associates Leasing, Inc. and SEC, commencing on December 30, 1998, and continuing for 60 months, regarding a new Daewoo Model G20S/LPS.

(p) | O.S.P. Program Sales Agreement between American Business Systems and SEC, dated September 25, 1998, and continuing for five years, regarding a copier machine.

(q) | Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic

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| renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms.

(r) | Equipment Lease between G.W. Van Keppel Company/Associates Leasing, Inc. (assigned to Citicapital Commercial Leasing Corporation) and SEC, commencing September 22, 2000, and continuing 66 months, regarding Svadala hydraulic track drill.

(s) | Equipment Lease between Midwest Leasing Co. and SEC, dated May 6, 2002, and continuing for 12 months (at which time SEC becomes owner), regarding 1986 Tempe Reefer Cooling Unit for Kinepak Plant located at Hallowell, Kansas Facility.

(t) | Equipment Lease between Citicapital Commercial Leasing Corporation and SEC, commencing December 28, 2001, and continuing 60 months, regarding Svadala hydraulic track drill.

(u) | Equipment Lease #6 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Hallowell, Kansas Facility.

(v) | Equipment Lease #7 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Pryor, Oklahoma Facility.

(w) | Conditional Sale Agreement between Transport International Tool, Inc. and SEC, dated July 17, 2001, commencing October 1, 2001 and continuing 48 months, regarding the purchase of 49 over-the-road trailers.

(x) | Purchase Agreement between General Dynamics Ordinance and Tactical Systems and SEC, dated March 11, 2002, final payment due October 15, 2002, regarding watergel slurry production equipment purchased from Marion, Illinois.

(y) | Equipment Lease #1 between United Leasing, Inc. and SEC, commencing February 26, 2001, and continuing 36 months, regarding 2001 Chevy Silverado pickup at Pryor, Oklahoma Facility.

(z) | Equipment Lease #10 between United Leasing, Inc. and SEC, commencing January 15, 2002, and continuing 36 months, regarding 1999 Ford F-250 pickup at Hallowell, Kansas Facility.

(aa) | Equipment Lease #2 between United Leasing, Inc. and SEC, commencing February 15, 1998, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

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(bb) | Equipment Lease #5 between United Leasing, Inc. and SEC, commencing March 15, 1999, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

(cc) | Equipment Lease #3 between United Leasing, Inc. and SEC, commencing September 15, 1998, and continuing 60 months, regarding 1998 Mack pumper truck at Pryor, Oklahoma Facility.

(dd) | Contract Service Agreement between Midwest Leasing Co. and SEC, dated May 2, 1997, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0049, 1995 Kenworth.

(ee) | Contract Service Agreement between Midwest Leasing Co. and SEC, dated September 18, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0055, 1999 Peterbilt.

(ff) | Contract Service Agreement between Midwest Leasing Co. and SEC, dated June 25, 1999, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0058, 2000 Peterbilt.

(gg) | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 23, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0053, 1999 Peterbilt.

(hh) | Contract Service Agreement between Explo-Transport Co. and SEC, dated September 14, 2000, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0059, 2001 Peterbilt.

(ii) | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 13, 2001, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0060, 2000 Peterbilt.

(jj) | Lease between R.K. Black, Inc. and SEC, commencing February 23, 1998, and continuing for 60 months, regarding two (2) Lanier copiers for SEC’s Oklahoma City, Oklahoma office.

(kk) | Rental Agreement between Pitney Bowes, Inc. and SEC, dated April 4, 1989, expired April 4, 1989, but now paid quarterly, in advance, regarding postage meter for SEC’s Oklahoma City, Oklahoma office.

(ll) | Construction Agreement between SEC and Mid Central Contract Services, Inc., dated August 7, 2002, regarding construction efforts at Hallowell, Kansas Facility for $208,721.00.

4

(mm) | Non-exclusive License Agreement between SEC and Total Energy Systems Limited (“TES”), dated October 1, 1996, as amended and assigned in that Assignment and Amendment of the Slurry Explosive Corporation License Agreement between SEC, TES and Quantum Explosives Pty. Ltd., dated August 2, 1999, continuing through end of use or breach, regarding use of SEC’s patent rights or technical information to manufacture and sell specific products in plants in Australia, New Zealand, New Guinea, Fiji, Myanmar and Soloman Islands.

(nn) | Asset Sale and Purchase agreement between SEC and ICI Explosives USA, Inc. (“ICI”), dated as of November 30, 2000, regarding SEC’s acquisition of ICI’s Kinepak Business and Kinepak Assets.

(oo) | Lease Agreement between SEC and Conseco Finance Vendor Services Corporation, dated December 22, 2000, continuing for 24 months, with $1.00 purchase option, regarding computers at SEC’s Oklahoma City, Oklahoma office.

(pp) | Stipulation for Compromise Settlement in United States of America v. 1.5 Blasting Agents, et al., Civil Case No. 0201096-WEB, U.S.D.C., District of Kansas dated October, 2002, consenting to the forfeiture of product seized by the ATF.

3. | Encumbrances reflected in the following documents appearing as unlapsed and unterminated liens filed in the following filing offices (copies of which have been provided to Buyers):

| (a) | Oklahoma County Clerk, Oklahoma (Oklahoma UCC Central Filing Office and Oklahoma County Filing Office):

(1) | Financing Statement, UCC #0016235, executed by UTeC, in favor of United Leasing (“United”), and assigned to Citizens Bank, filed March 23, 2000 at 2:15 PM in the office of the Oklahoma County Clerk, covering one (1) new Daewoo G25E Forklift, serial #CX-01675.

(2) | Financing Statement, UCC #2002008292631, UTeC as debtor, in favor of Fifth Third Bank, filed June 27, 2002 at 11:40 AM in the office of the Oklahoma County Clerk, as an “in lieu of continuation” for UCC #0016235, filed March 23, 2000 in the office of the Oklahoma County Clerk and UCC #3438884, filed on March 23, 2000 in the office of the Kansas Secretary of State, covering one (1) new Daewoo G25E Forklift, serial #CS-01675.

(3) | Financing Statement, UCC #0052926, executed by SEC, in favor of The G.W. Van Keppel Company (“Keppel”) and assigned to Associates Leasing, Inc. (“Associates”), filed October 3, 2000 at 10:23 AM in the

5

| office of the Oklahoma County Clerk, covering one (1) Svedala Model SCH5000CL Hydraulic Track Drill, serial #1Y03Y08.

(4) | Financing Statement, UCC #2001007125725, SEC as debtor, in favor of U.S. Bancorp Leasing & Financial, filed on September 14, 2001 at 1:02 PM in the office of the Oklahoma County Clerk, as an “in lieu of continuation” for UCC #4741112, filed on May 17, 2001 in the office of the Kansas Secretary of State, covering Fillpac model EX2000E Automatic Chub Machine, Jacobson Series IP-241 D Full Circle Hammermill, three (3) Watson-Marlow/Bredel SPX/80 Production Pumps.

(5) | Financing Statement, UCC #2002000896734, SEC as debtor, in favor of CitiCapital Commercial Leasing Corporation, filed on January 18, 2002 at 4:25 PM in the office of the Oklahoma County Clerk, covering one (1) Svedala Model SCH500CL hydraulic self-contained drill, serial #1P03J74.

(6) | Financing Statement, UCC #2002005027523, SEC as debtor, in favor of Keppel, filed on April 22, 2002 at 2:45 PM in the office of the Oklahoma County Clerk, covering one(1) Bobcat 773T, serial #519021354, VK #18359, and one (1) 68” LP Bucket, VK# 17685B.

(7) | Financing Statement, UCC #2002008292530, SEC as debtor, in favor of Fifth Third Bank, filed on June 27, 2002 at 11:39 AM in the office of the Oklahoma County Clerk, as an “in lieu of continuation” for UCC #3034071, filed on November 23, 1999 in the office of the Kansas Secretary of State (collateral unstated).

(b) | Cherokee County Register Of Deeds, Kansas (Cherokee Counting Filing Office):

(1) | Financing Statement, UCC #45115, executed by SEC in favor of United Machinery & Supply Co. Inc. and assigned to Associates, filed on June 4, 1999 at 9:00 AM in the office of the Register of Deeds, Cherokee County, Kansas, covering one (1) Daewoo Forklift Model G2OS/LPS, serial #99-00338.

(c) | Kansas Secretary Of State (Kansas UCC Central Filing Office):

(1) | Financing Statement, UCC #2518985, executed by SEC in favor of United Machinery & Supply Co. Inc. and assigned to Associates, filed on January 4, 1999 in the office of the Kansas Secretary of State, covering one (1) Daewoo Model G20S LPS Forklift, serial #99-00338.

(2) | Financing Statement, UCC #4035911, executed by SEC in favor of Keppel and assigned to Associates, filed on October 2, 2000 in the office

6

| of the Kansas Secretary of State, covering one (1) Svedala Model SCH5000CL Hydraulic Track Drill, serial #1Y03Y08.

(3) | Financing Statement, UCC #3034071, executed by SEC in favor of United, filed on November 23, 1999 in the office of the Kansas Secretary of State, covering “Lease 9820010008, Interim Funding”.

(4) | Financing Statement, UCC #3034097, executed by SEC in favor of United, filed on November 23, 1999 in the office of the Kansas Secretary of State, covering “Lease 9820010009, Interim Funding”.

(5) | Financing Statement, UCC #4741112, executed by SEC in favor of U.S. Bancorp Leasing & Financial, filed on May 17, 2001 in the office of the Kansas Secretary of State, covering Fillpac model EX2000E Automatic Chub Machine, Jacobsen Series 1P-241 D Full Circle Hammermill, three (3) Watson-Marlow/Bredel SPX/80 Production Pumps.

(6) | Financing Statement, UCC #3438884, executed by UTeC in favor of United and assigned to Citizens Bank, filed March 23, 2000 in the office of the Kansas Secretary of State, covering one (1) Daewoo G25 E Forklift, serial #CX-01675.

(7) | Financing Statement, UCC #4618278, executed by UTeC in favor of Foothill, filed on April 11, 2001 in the office of the Kansas Secretary of State, covering accounts, books, general intangibles, inventory and monies and proceeds derived therefrom of UTeC.

(8) | Financing Statement, UCC #5338744, UTeC as debtor, in favor of Wells Fargo Financial Leasing, filed on August 30, 2002 in the office of the Kansas Secretary of State, covering one (1) Canon HP-6045 Copier, serial #NGO07037.

7

Part 3.9(a)
ENCROACHMENTS
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are aware of the following Encroachments:

1. | Those encroachments reflected in following the documents referenced in Part 3.8(a) (copies of which have been provided to Buyer as documents referenced in Part 3.8(a)):

(a) | January 9, 1995 Title Insurance Policy by First American Title on Pryor, Oklahoma Facility.

(b) | June 6, 2002 Title Insurance Policy by Chicago Title on all of Hallowell, Kansas Facility.

(c) | June 4, 2002 survey (copies attached) by Don Fleury & Associates, of all tracts at Hallowell, Kansas Facility.

(d) | September 29, 1992 survey by Ronald K. Albertini, of old tract at Hallowell, Kansas Facility.

(e) | December 8, 1994 survey by Max A. Woollard, of Pryor, Oklahoma Facility.

Part 3.9(b)
TANGIBLE PERSONAL PROPERTY NOT IN POSSESSION OF SELLERS

1. | As of October 31, 2002, to the knowledge of Sellers, the following tangible personal property is located at the following locations:

(a) Quapaw Company in Drumright, Oklahoma
(1) 8 x 8 x 7 type 2 magazine, SEC001
(2) ANFO Bin 60 Ton Capacity, No number
(b) Quapaw Company in Pawnee, Oklahoma
(1) 8 x 8 x 7 type 2 magazine, SEC042
(c) Tulsa Stone in Tulsa, Oklahoma
(1) 5 x 5 x 5 type 2 magazine, SECP30
(2) 7 x 11 x 7 type 2 magazine, SEC 84
(d) Oswego Coal in Pleasanton, Kansas
(1) 7 x 11 x 7 type 2 magazine, SEC 036
(2) 5 x 5 x 5 type 2 magazine, SEC 083
(e) Adrian Rock in Adrian, Missouri
(1) 6 x 4 x 4 type 2 magazine, SEC PO37
(2) 4 x 4 x 4 type 2 magazine , SEC PO38
(f) Nation Rock in Ft. Scott, Kansas
(1) 8 x 8 x 7 type 2 magazine, no number
(2) 5 x 5 x 5 type 2 magazine, no number
(g) Benton Country Stone in Gravette, Arkansas
(1) 40 ton ANFO Bin, no number

(h) Brakefield Equipment in Adair, Oklahoma
(1) 8 x 8 x 7 type 2 magazine, number 18
(i) Phoenix Mining in Vinita, Oklahoma
(1) 5 x 5 x 5 type 2 magazine, SEC 27
(2) 8 x 8 x 7 type 2 magazine, SEC P33
(3) 45 Ton ANFO bin, no number
(j) Brakefield Propellant Project in WhiteOak, Oklahoma
(1) Stainless Steel loading bin, no number
(2) Chevrolet 88 2 ton truck, no title (came with Kinepak acquisition)
(3) Two (2) type 4 magazine trailers, no numbers
(4) storage equipment trailer, no number
(5) Bobcat Loader, rental
(k) All equipment associated with the process of grinding, preparing and blending located at the General Dynamics watergel slurry production plant in Marion, Illinois, including, without limitation, the following:
(1) Mixer 15,000 lbs. Cap (Jacketed, variable speed drive, safety monitor/control system)
(2) Mixer Load Cells
(3) Helical Screw Feeder (Ammonium Nitrate)
(4) Helical Screw Feeder (Sodium Nitrate)
(5) Ammonium Nitrate Silo (60 Ton Cap)
(6) Sodium Nitrate Silo (60 Ton Cap)
(7) Packout Tank (Hopper)
(8) Weight/Charging Fixtures
(9) Buffer Solution Tank
(10) P owder (Propellant) Transfer Pump P-100 - Gorman Rupp Pump - Model T3A3-B
(11) Vibrating Screen S-101-Derrick Corp Model K24-48A-25
(12) Grinder Feed Tank T-101
(13) Vibrating Feeder VF-101 - ERIEZ M50A Feeder
(14) Grinder G-101 - Williams Patent Crusher and Pulverizer Co. Metior #24 Hammer Mill (2000 HP)
2

(15) Ground Powder (Propellant) Pump P-101 - Gould Centrifugal Pump, Model 3196
(16) Ground Powder (Propellant) Tank T-102
(17) Ground Powder (Propellant) Transfer Pump P-102 Gorman Rupp Pump, Model A11125
(18) Re-Circulating Water (R.W.) Tank T-103
(19) Re-Circulating Water (R.W.) Pump P-103 Gould Centrifugal Pump, Model 3196
(20) Water Filter P-101 - Everlift SMS 62-18-2M Duplex Filter
(21) Filter Water Tank T-104
(22) Filtered Water Pump P-104 - Gould Centrifugal Pump, Model 3196
(23) Hydrocone H-101 - Krebs Model V48-10-1734 Cyclone
(24) Powder (Propellant) Hoppers (Dyno Bins)
(25) D-Water Pump P-105 - Warren Rupp Model SB1-A Air Operated Diaphragm Pump

2. | As of October 31, 2002, to the knowledge of Sellers, trailers used for offsite storage and transportation are located as follows:

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
101 | AMERICAN | 48' | 1980 | MT. VALLEY-ALLEN,KY | 6-Dec-01 | SAMPSON |  | 1PM0V0452X83034564 | SIDE DOOR
102 | MONON | 45' | 1980 | FORT WINGATE,NM (barrels) | 14-May-02 | MITCHELL | JAN.2002 | 48944 |
103 | TRAILMOBILE | 45' | 1978 | MT. VALLEY-ALLEN,KY | 28-Jun-00 | SAMPSON |  | 566230 |
104 | DORSEY | 45' | 1981 | AUSTIN/LITTLE ROCK,AR | 28-Oct-02 | KEEN | JUN.2002 | 1DTV12W8BW011312 | SIDE DOOR
105 | TRAILMOBILE | 44' | 1973 | ORICA/BONNE TERRE,MO | 17-Jun-02 | MITCHELL | OCT.2001 | J92681 | SIDE DOOR
106 | STRICKLAND | 45' | 1980 | SEC PLANT 5" | 29-Oct-02 | BURTON | FEB.2002 | 245506 | SIDE DOOR
107 | GREAT DANE | 45' | 1983 | EMPTY -PRYOR,OK | 12-Sep-02 | KEEN |  | 1GRAA9025DB08686879 |
108 | COMET | 27' | 1977 | ENERGETICS EQUIPMENT | 16-Sep-02 | BOLT | JUL.1998 | 57720272 | PUP
109 | COMET | 27' | 1975 | EMPTY PRUF PLANT | 5-Aug-02 | BURTON | SEPT.2002 | 57517278 | PUP
110 | COMET | 27' | 1979 | EMPTY-PRYOR,OK | 29-May-02 | KEEN |  | 57924377 | PUP
111 | MILLER | 45' | 1982 | AUSTIN/MIDLOTHIAN,TX | 25-Apr-02 | KEELING |  | V-6665 | SIDE DOOR
112 | FRUEHUAF | 48' | 1983 | SEC/PRYOR,OK | 27-Aug-02 | KEEN |  | 1H2V04B28EH034240 |
113 | DORSEY | 45' | 1980 | CONEX/BATTLETOWN,KY | 18-Jan-02 | SAMPSON |  | 151285 | SIDE DOOR
114 | FRUEHUAF | 45' | 1981 | SHOP- JOPLIN | 23-Oct-02 | GODDARD | MAY.2002 | 2V04525BE016411 |

3

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
115 | DORSEY | 45' | 1981 | DYNO/GARDEN CITY,TX | 16-Aug-02 | KEELING | JUL.2002 | 1DTV12W27BA155544 | SIDE DOOR
116 | BLACK DIAMOND | 45' | 1981 | INTER MTN./VERNAL,UT | 18-Sep-02 | LOADER | JAN.2002 | 1BPV2245XBT000073 | SIDE DOOR
117 | COMET | 27' | 1975 | BRAKEFIELD/BOBCAT | 10-Oct-02 | KEEN |  | 57517206 | PUP
118 | GREAT DANE | 45' | 1983 | HERMITAGE-LEBANON,TN | 29-Sep-02 | SAMPSON | JUN.2002 | GRAA9029ES055202 | SIDE DOOR
119 | COMET | 27' | 1978 | BRAKEFIELD/WHITE OAK,OK | 7-Mar-01 | KEEN |  | 57822440 | PUP
120 | COMET | 27' | 1975 | SEC PLANT EMPTY | 11-Oct-02 | MITCHELL |  | 57517202 | PUP
121 | TRAILMOBILE | 44' | 1973 | QUAPAW/DRUMRIGHT,OK | 25-Sep-02 | KEEN | MAR.2001 | J92766 |
122 | GREAT DANE | 45' | 1982 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL |  | 1GRAA9026CS102618 | SLIDER
123 | FRUEHUAF | 45' | 1982 | MT. VALLEY/ALLEN,KY | 12-Apr-02 | SAMPSON |  | 1H2V04522CC004407 |
124 | TRAILMOBILE | 45' | 1973 | AUSTIN/GEORGETOWN,TX | 1-Oct-02 | KEELING | JUN.2002 | J92733 |
125 | TRAILMOBILE | 45' | 1973 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | MAY.2002 | J92739 | SIDE DOOR
126 | TRAILMOBILE | 45' | 1973 | SHOP- JOPLIN | 13-Sep-02 | GODDARD | MAR.2002 | J92688 |
127 | GREAT DANE | 45' | 1981 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | MAY.2002 | 1GRAAC9022BB086703 | SIDE DOOR
128 | TRAILMOBILE | 45' | 1973 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | FEB.2002 | J92756 | SIDE DOOR
129 | COMET | 27' | 1977 | SEC PLANT EMPTY | 15-Mar-02 | MITCHELL | MAR.2001 | 57720496 | PUP
130 | TRAILMOBILE | 44' | 1973 | MT. VALLEY/ALLEN,KY | 8-Apr-02 | SAMPSON |  | J92690 | SIDE DOOR
131 | TRAILMOBILE | 45' | 1973 | AUSTIN/MIDLAND,AR | 23-May-02 | KEEN | AUG.2001 | J92701 |
132 | DORSEY | 45' | 1981 | SHOP- JOPLIN | 21-Oct-02 | GODDARD | OCT.2002 | 1DTV12W2XBW01140B | SIDE DOOR
133 | TRAILMOBILE | 45' | 1973 | ENERGETICS EQUIPMENT | 12-Nov-01 | BOLT | APR.2001 | 591706 | SIDE DOOR
134 | COMET | 27' | 1975 | SEC PLANT-EMPTY | 7-Mar-02 | MITCHELL | JUN.2000 | 57517506 | PUP
135 | COMET | 27' | 1975 | HALLOWELL/3" 430 | 17-Oct-02 | MITCHELL |  | 57517422 | PUP
136 | FRUEHUAF | 48' | 1986 | SHOP- JOPLIN | 26-Jul-02 | GODDARD |  | 1H2V04824GE021229 |
137 | FRUEHUAF | 44' | 1966 | INTER MT.WEST-VERNAL,UT | 22-Apr-02 | LOADER |  | MEG515003 | SIDE DOOR
138 | STOUGHTON | 48' | 1988 | APAC-TAHLEQUAH,OK | 21-Jun-01 | KEEN |  | 1DW1A4523JS5560002 | SIDE DOOR
139 | MILLER | 45' | 1981 | WESCO/GRANTS,NM | 7-Oct-02 | LOADER | AUG.2001 | N11027 | SIDE DOOR
140 | GREAT DANE | 45' | 1975 | AUSTIN/CRAWFORD,TX | 19-Aug-02 | KEELING | APR.2002 | 71457 |
141 | FRUEHUAF | 40' | 1968 | MT. VALLEY-ALLEN,KY | 13-Mar-01 | SAMPSON |  | FW124448 |
142 | UTILITY | 45' | 1981 | SEC/PRYOR,OK | 26-Aug-02 | KEEN | APR.2001 | 1UYV52450BC613210 |

4

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
143 | TRAILMOBILE | 45' | 1973 | WAMPUM-BARKLEY,PA | 1-Nov-01 | SAMPSON |  | J92752 |
144 | DORSEY | 45' | 1981 | EMPTY-PRYOR,OK | 12-Sep-02 | KEEN |  | 1DTV12W238A155508 |
145 | TRAILMOBILE | 45' | 1973 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | AUG.2002 | J92744 | SIDE DOOR
146 | BLACK DIAMOND | 45' | 1981 | AUSTIN/MIDLAND,AR | 25-Sep-02 | KEEN |  | 593371 |
147 | GREAT DANE | 45' | 1975 | KY.PWDR-MT.VERNON | 29-Oct-02 | SAMPSON | APR.2002 | 71956 |
148 | TRAILMOBILE | 45' | 1979 | EMPTY PRUF PLANT | 10-Sep-02 | BURTON | JUL.2002 | T39709 | SIDE DOOR
149 | TRAILMOBILE | 45' | 1973 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | APR.2002 | J92703 |
150 | TRAILMOBILE | 45' | 1973 | SEC PLANT EMPTY | 25-Jun-02 | MITCHELL | APR.2002 | J92734 | SIDE DOOR
151 | FRUEHUAF | 40' | 1969 | BRAKEFIELD-WHITE OAK,OK | 5-Feb-02 | KEEN |  | FWJ340845 |
152 | TRAILMOBILE | 45' | 1973 | M+S/SUSCON,PA | 15-Oct-02 | SAMPSON | SEPT.2002 | J92713 |
153 | TRAILMOBILE | 45' | 1973 | MT. VALLEY-ALLEN,KY | 17-May-02 | SAMPSON | APR.2002 | J92757 |
154 | TRAILMOBILE | 44' | 1973 | AUSTIN-MIDLAND,TX | 17-Dec-01 | KEELING |  | J92709 | SIDE DOOR
155 | STRICKLAND | 45' | 1970 | SHOP- JOPLIN | 17-Oct-02 | GODDARD | OCT.2002 | 78372 |
156 | TRAILMOBILE | 45' | 1973 | SHOP- JOPLIN | 23-Oct-02 | GODDARD |  | J92748 |
157 | LUFKIN | 48' | 1984 | SHOP- JOPLIN | 9-Aug-02 | GODDARD | MAR.2002 | 1L01A4823E1064079 |
158 | FRUEHUAF | 40' | 1980 | MT. VALLEY-ALLEN,KY | 1-Nov-01 | SAMPSON |  | HPT025559 |
159 | COMET | 27' | 1975 | QUAPAW-PAWNEE,OK | 10-Jul-02 | KEEN |  | 57517341 | PUP
160 | FRUEHUAF | 45' | 1976 | SEC PLANT EMPTY | 14-Aug-02 | MITCHELL | AUG.2002 | CHX229850 | SIDE DOOR
161 | STRICK |  | 1980 | EMPTY PRUF PLANT | 16-Sep-02 | BURTON | APR.2002 | 23B113 | SIDE DOOR
162 | LUFKIN | 45' | 1981 | FT WINGATE,NM | 14-Oct-02 | MITCHELL | APR.2002 | 1L01A4529B1059520 | SIDE DOOR
163 | LUFKIN |  | 1981 | SEC PLANT EMPTY | 12-Aug-02 | MITCHELL | MAY.2002 | 1L01A4525B1059515 | SIDE DOOR
164 | FRUEHUAF | 40' | 1969 | AUSTIN/MIDLAND,AR | 24-Sep-02 | KEEN |  | FWJ340844 |
165 | LUFKIN | 45' | 1987 | SHOP- JOPLIN | 26-Sep-02 | GODDARD | OCT.2002 | 1L01A4529J1077451 | SIDE DOOR
166 | DORSEY | 45' | 1980 | MT. VALLEY-ALLEN,KY | 16-May-02 | SAMPSON | DEC.2001 | 151401 |
167 | BLACK DIAMOND | 45' | 1981 | SHOP- JOPLIN | 18-Sep-02 | GODDARD | OCT.2002 | 1BDV22459BT000114 |
168 | FRUEHUAF | 45' | 1981 | SHOP- JOPLIN | 3-Oct-02 | GODDARD | JUL.2002 | 1H2V0452XBE019708 |
169 | FRUEHUAF | 45' | 1981 | BRAKEFIELD-WHITE OAK,OK | 16-May-02 | KEEN | MAR.2002 | 1H5V04524BM026999 |
170 | FRUEHUAF | 45' | 1981 | DYNO/NOLANVILLE,TX | 28-Aug-02 | KEELING | APR.2002 | 1H5V04522BM026998 | SIDE DOOR

5

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
171 | FRUEHUAF | 45' | 1981 | MT. VALLEY-ALLEN,KY | 13-Sep-01 | SAMPSON |  | 1H2V04526BA019549 |
172 | DORSEY | 45' | 1980 | SHOP- JOPLIN | 23-Oct-02 | GODDARD | AUG.2002 | 151296 | SIDE DOOR
173 | LUFKIN | 45' | 1979 | AUSTIN/GEORGETOWN,TX | 7-Aug-02 | KEELING | JUN.2002 | 55217 |
174 | FRUEHUAF | 45' | 1983 | SHOP- JOPLIN | 21-Aug-02 | GODDARD | MAY.2002 | 1H2V04522DE009497 |
175 | FRUEHUAF | 45' | 1980 | DYNO-EAST KY. | 5-Mar-02 | SAMPSON |  | HPT034113 |
176 | FRUEHUAF | 48' | 1984 | DYNO-NEW BLAINE,AR | 7-Jun-01 | CLANTON |  | 1PT01AAH6F9000208 |
177 | STRICKLAND | 48' | 1988 | WESCO/GRANTS,NM | 24-Oct-02 | LOADER | MAY.2002 | 1512E8488J0308420 | SIDE DOOR
178 | STRICKLAND | 48' | 1988 | AUSTIN-MIDLAND,AR | 29-Apr-02 | KEEN |  | 1S12E8489KO309207 | SIDE DOOR
179 | BUDD | 48' | 1985 | M+S/BLUE MTN. | 5-Jun-02 | SAMPSON | MAY.2002 | W923FE16907 |
180 | MONON | 48' | 1988 | AUSTIN/CHICO,TX | 22-Oct-02 | KEELING | JUL.2002 | 1NNVA4525JM112714 | SIDE DOOR
181 | GREAT DANE | 45' | 1979 | AUSTIN/N. LITTLE ROCK,AR | 15-Jul-02 | KEEN | MAY.2002 | 97776 |
182 | GREAT DANE | 45' | 1979 | FT.WINGATE/4-1/4 LOAD | 9-Sep-02 | MITCHELL | JAN.2001 | 97775 | NO TITLE
183 | FRUEHUAF | 40' | 1969 | DYNO/GARDEN CITY,TX | 17-Oct-02 | KEELING | MAY.2002 | FWJ340830 |
184 | FRUEHUAF | 40' | 1969 | AUSTIN/DABNEY,TX | 13-Aug-02 | KEELING | AUG.2002 | FWJ340833 |
185 | FRUEHUAF | 40' | 1968 | SHOP- JOPLIN | 26-Sep-02 | GODDARD | OCT.2002 | FWJ340803 |
186 | FRUEHUAF | 40' | 1969 | SHOP- JOPLIN | 10-Sep-02 | GODDARD | OCT.2002 | FWJ340832 |
187 | FRUEHUAF | 40' | 1969 | AUSTIN/MIDLAND,AR | 4-Oct-02 | KEEN | JUN.2002 | FWJ340814 |
188 | FRUEHUAF | 40' | 1969 | SEC PLANT EMPTY | 28-Aug-02 | MITCHELL | JAN.2002 | FWJ340813 |
189 | LUFKIN | 45' | 1987 | SEC PLANT boxes | 13-Aug-02 | BOLT | DEC.2001 | 4528H1076172 | SIDE DOOR
190 | LUFKIN | 45' | 1987 | HERMITAGE/LEBANON,TN | 21-Oct-02 | SAMPSON | OCT.2002 | 1L01A4524J1077454 |
191 | LUFKIN | 45' | 1987 | AUSTIN-GAINSVILLE,GA | 28-Mar-02 | SAMPSON |  | 1L01452XJ1077443 |
192 | LUFKIN | 45' | 1987 | FORT WINGATE,NM | 9-Sep-02 | MITCHELL | APR.2002 | 1L01A4521J1077444 | SIDE DOOR
193 | LUFKIN | 45' | 1987 | AUSTIN/NEW BRAUNFELS,TX | 16-Oct-02 | KEELING | MAR.2002 | 1L01A4524H1076176 | SIDE DOOR
194 | LUFKIN | 45' | 1986 | EMRICK+HILL-MEEKER,CO | 10-Apr-02 | LOADER |  | 1L01A4526H1073254 | SIDE DOOR
195 | LUFKIN | 45' | 1986 | WAMPUM-WINDBER,PA | 28-Aug-01 | SAMPSON |  | 1L01A4528H1073269 |
196 | LUFKIN | 45' | 1987 | EMPTY-PRYOR,OK | 29-May-02 | KEEN |  | 1L01A4526J1077455 |
197 | LUFKIN | 45' | 1987 | SHOP- JOPLIN | 21-Aug-02 | GODDARD |  | 1L01A452XJ1077460 |
198 | LUFKIN | 45' | 1987 | AUSTIN/KOSSE,TX | 20-Aug-02 | KEELING | AUG.2002 | 1L01A4526J1077441 |

6

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
199 | FRUEHUAF | 40' | 1978 | DENADEL-GRNWOOD,AR | 2-Mar-01 | CLANTON |  | MEZ573001 | OUT OF SERVICE
200 | FRUEHUAF | 40' | 1978 | EMPTY-PRYOR,OK | 18-Mar-02 | KEEN |  | MEZ573002 |
201 | FRUEHUAF | 48' | 1984 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | APR.2002 | 1H2V04826FH004392 |
202 | VANCO | 48' | 1984 | SEC PLANT EMPTY BARRELS | 10-Oct-02 | MITCHELL | MAY.2002 | 1VVV48203E1005296 |
203 | FRUEHUAF | 48' | 1984 | SEC PLANT EMPTY | 25-Jun-02 | MITCHELL | MAR.2002 | 1H2V04521EC015980 |
204 | TRAILMOBILE | 48' | 1988 | SEC PLANT EMPTY | 25-Jun-02 | MITCHELL | APR.2002 | 1PT011AH6J9009371 | 96' WIDE
205 | TRAILMOBILE | 48' | 1988 | INTER MTN- VERNAL,UT | 17-Apr-02 | LOADER |  | 1PT011AH4J9009367 |
206 | TRAILMOBILE | 48' | 1988 | AUSTIN/GEORGETOWN,TX | 6-Aug-02 | KEELING |  | 1PT011AH9J009364 |
207 | TRAILMOBILE | 48' | 1988 | WAMPUM-WINDBER,PA | 25-Sep-02 | SAMPSON |  | 1PT011AH4J9009370 | OUT OF SERVICE
208 | TRAILMOBILE | 48' | 1988 | AUSTIN/FINDLAY,OH | 18-Jul-02 | SAMPSON |  | 1PT011AH8J9009369 | 96' WIDE/SIDE DOOR
209 | TRAILMOBILE | 48' | 1988 | M+S/SUSCON | 25-Jun-02 | SAMPSON | JUN.2002 | 1PT011AH2J9009366 | 96' WIDE
210 | TRAILMOBILE | 48' | 1988 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | SEPT.2002 | 1PT011AH6J9009368 | 96' WIDE/SIDE DOOR
211 | TRAILMOBILE | 48' | 1988 | AUSTIN-MIDLAND,AR | 2-May-02 | KEEN | JAN.2002 | 1PT011AH8J9009372 | 96' WIDE/SIDE DOOR
212 | TRAILMOBILE | 48' | 1988 | CALDWELL-HAZARD,KY | 3-Jan-01 | SAMPSON |  | 1PT011AH7J9009362 | OUT OF SERVICE
213 | MONON | 45 | 1986 | SEC PLANT EMPTY | 23-Oct-02 | MITCHELL |  | 1NNVA4527HM108710 | SIDE DOOR
214 | FRUEHUAF | 45' | 1989 | SEC PLANT EMPTY | 25-Sep-02 | MITCHELL | MAR.2002 | 1H2V04529JH006610 | SIDE DOOR
215 | LUFKIN | 48' | 1987 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL |  | 1L0UA4523H1076175 | SIDE DOOR
216 | TRAILMOBILE | 48' | 1987 | KY.PWDR-MT.VERNON | 18-Oct-02 | SAMPSON | SEPT.2002 | 1PT02DAH9H9009230 | 102' WIDE
217 | TRAILMOBILE | 48' | 1987 | SEC PLANT EMPTY | 14-Aug-02 | MITCHELL | AUG.2002 | 1PT02DAH9H9008983 | 102' WIDE
218 | GREAT DANE | 48' | 1987 | SEC PLANT EMPTY | 8-Jul-02 | MITCHELL | APR.2002 | 1GRAA962XHB174307 | 102' WIDE
219 | LUFKIN | 48' | 1986 | SHOP- JOPLIN | 5-Sep-02 | GODDARD | SEPT.2002 | 1L01A4822H1074574 | 102' WIDE
220 | GREAT DANE | 45' | 1994 | SHOP- JOPLIN | 5-Aug-02 | GODDARD | APR.2002 | 1GRAA9024ES050201 | SIDE DOOR/102' WIDE
221 | FRUEHUAF | 48" | 1987 | M+S-BLUE MTN. | 26-Jul-02 | SAMPSON | JAN.2002 | 1H2V04827JC001852 | 102' WIDE
222 | TRAILMOBILE | 48" | 1987 | SEC PLANT EMPTY | 25-Jun-02 | MITCHELL | JUN.2002 | 1PT02DAH9H9004951 | 102' WIDE
223 | TRAILMOBILE | 48' | 1988 | EMPTY-PRYOR,OK | 30-May-02 | KEEN | FEB.2002 | 1PT02DAH1H9009142 | 102' WIDE
224 | GREAT DANE | 48' | 1987 | FT WINGATE,NM | 7-Oct-02 | MITCHELL | AUG.2002 | 1GRAA9620H8174235 | 102' WIDE
225 | TRAILMOBILE | 48' | 1987 | ENERGETICS EQUIPMENT | 3-Dec-01 | BOLT | NONE | 1PT02DAH0H+I239004949 | 102' WIDE
226 | HOBBS | 48' | 1986 | MT. VALLEY-ALLEN,KY | 2-Feb-02 | SAMPSON |  | 1H5V04822GM032514 | 102' WIDE

7

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
227 | TRAILMOBILE | 48' | 1987 | AHLGRIMM-MINERAL POINT,WI | 9-Jan-02 | CLANTON |  | 1PT02DAH2H9004919 | 102' WIDE
228 | TRAILMOBILE | 48' | 1986 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL | OCT.2002 | 1PT02DAH0H9001291 | 102' WIDE
229 | BUDD | 48' | 1985 | SHOP- JOPLIN | 23-Oct-02 | GODDARD | OCT.2002 | 1BK10W921FE216727 | 102' WIDE
230 | STOUGHTON | 48' | 1986 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL |  | 1DW1A4827GS507713 | 102" WIDE
231 | MONON | 48' | 1986 | SEC PLANT 5-1/2" | 29-Oct-02 | BURTON | DEC.2001 | 1NNVA82XGM107934 | 102' WIDE
232 | FRUEHUAF | 48' | 1986 | MT. VALLEY-ALLEN,KY | 9-Jul-00 | SAMPSON |  | 1H2V04823GC011206 | 102' WIDE
233 | TRAILMOBILE | 48' | 1984 | AUSTIN-GEORGETOWN,TX | 15-May-02 | KEELING |  | 1PT02DAH1H9004877 | 102' WIDE
234 | GREAT DANE | 48' | 1987 | AUSTIN/MIDLAND,AR | 23-Sep-02 | KEEN | MAY.2002 | 1GRAA9627HB174202 | 102' WIDE
235 | HOBBS | 48' | 1984 | EMPTY PRUF PLANT | 24-Oct-02 | BURTON | SEPT.2002 | 1H5V04827GM032508 | 102' WIDE
236 | TRAILMOBILE | 48' | 1987 | MT. VALLEY-ALLEN,KY | 30-Jun-00 | SAMPSON |  | 1PT02DAH9H9004934 | 102' WIDE
237 | GREAT DANE | 48' | 1987 | BRAKEFIELD/EMPTY BARRELS | 10-Oct-02 | KEEN | DEC.2001 | 1GRAA9621HS014512 | 102' WIDE
238 | LUFKIN | 48' | 1985 | WAMURPHY/HELENDALE,CA | 11-Oct-02 | LOADER | SEPT.2002 | 1L01A4827F1069707 | 102' WIDE
239 | GREAT DANE | 48' | 1987 | SEC PLANT EMPTY | 28-Aug-02 | MITCHELL | JUN.2002 | 1GRAA9629HS014645 | 102' WIDE
240 | GREAT DANE | 48' | 1986 | EMPTY PRUF PLANT | 27-Sep-02 | BURTON |  | 1GRAA9628GS128005 | 102' WIDE
241 | BUDD | 48' | 1984 | MT. VALLEY-ALLEN,KY | 23-Aug-01 | SAMPSON |  | 1BK10W928FE214540 | 102' WIDE
242 | TRAILMOBILE | 48' | 1987 | KESCO-BLOUNTVILLE, TN | 21-Sep-01 | SAMPSON |  | 1PT02DAH1H9004863 | 102' WIDE
243 | FRUEHUAF | 48' | 1986 | A.P.TO BOREN | 21-Oct-02 | MITCHELL | SEPT.2002 | 1H2V04820HH003729 | 102' WIDE
244 | FRUEHUAF | 48' | 1986 | AUSTIN/MIDLAND,AR | 25-Aug-02 | KEEN | MAY.2002 | 1H2V04821HH003478 | SLIDER
245 | FRUEHUAF | 40' | 1969 | SHOP- JOPLIN | 4-Oct-02 | GODDARD | OCT.2002 | FWJ340817 |
246 | FRUEHUAF | 45' | 1980 | SHOP- JOPLIN | 26-Sep-02 | GODDARD | SEPT.2002 | FRT004815 |
247 | FRUEHUAF | 40' | 1969 | MT. VALLEY-ALLEN,KY | 11-Oct-01 | SAMPSON |  | FWJ340826 |
248 | GREAT DANE | 48' | 1974 | MT. VALLEY-ALLEN,KY | 12-Oct-00 | SAMPSON |  | 69261 |
249 | FRUEHUAF | 48' | 1984 | SEC PLANT BOXES | 26-Sep-02 | BOLT |  | 1H2V04822EB010003 | OUT OF SERVICE
250 | FRUEHUAF | 40' | 1969 | SEC PLANT-boxes/tops | 13-Aug-02 | BOLT |  | FWJ340828 |
251 | FRUEHUAF | 40' | 1977 | EMPTY-PRYOR,OK | 29-May-02 | KEEN |  | MAY5322126 |
252 | STRICKLAND | 45' | 1980 | WESCO-GALLUP,NM | 5-Dec-01 | LOADER |  | 24630 |
253 | GREAT DANE | 45' | 1973 | BRIAN JORDAN/ PRO CANS | 16-Oct-02 | MITCHELL | OCT.2000 | 56435 | SIDE DOOR

8

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
254 | GREAT DANE | 45' | 1980 | INDEPENDENCE/SEC-PRYOR | 18-Sep-02 | KEEN | AUG.2002 | B19415 | SIDE DOOR
255 | TRAILMOBILE | 45' | 1985 | SHOP- JOPLIN | 14-Jul-02 | GODDARD |  | 1PT014RH0F9001120 |
256 | TRAILMOBILE | 48' | 1990 | SEC PLANT EMPTY | 25-Jun-02 | MITCHELL | JUN.2002 | 1PT024AH4L9010567 | 96' WIDE
257 | TRAILMOBILE | 48' | 1990 | SEC/PRYOR,OK | 25-Sep-02 | KEEN |  | 1PT024AH6L9010571 | 96' WIDE
258 | TRAILMOBILE | 45' | 1980 | MT. VALLEY-ALLEN,KY | 10-Apr-02 | SAMPSON |  | T39835 |
259 | TRAILMOBILE | 45' | 1978 | KY. PWDR-MT. VERNON,KY | 16-Sep-02 | SAMPSON |  | 597304 |
260 | STRICKLAND | 45' | 1979 | SHOP- JOPLIN | 14-Oct-02 | GODDARD |  | 229190 |
261 | TRAILMOBILE | 48' | 1984 | TPL/FT.WINGATE,NM | 24-Oct-02 | MITCHELL | MAY.2001 | 1PT014RH4E9003628 |
262 | TRAILMOBILE | 48' | 1985 | SHOP- JOPLIN | 29-May-02 | GODDARD |  | 1PT014RH1F9001112 |
263 | TRAILMOBILE | 48' | 1985 | SHOP- JOPLIN | 24-Jun-02 | GODDARD |  | 1PT014RH4F9001119 | OUT OF SERVICE
264 | TRAILMOBILE | 48' | 1984 | MT. VALLEY-ALLEN,KY | 28-Jan-02 | SAMPSON |  | 1PT014RH1E9003621 |
265 | FRUEHUAF | 45' | 1974 | AUSTIN/MIDLAND,AR | 12-Sep-02 | KEELING | JUN.2002 | MAR437740 |
266 | FRUEHUAF | 40' | 1975 | SHOP- JOPLIN | 29-May-02 | GODDARD |  | MAW487331 |
267 | LUFKIN | 48' | 1988 | MT. VALLEY-ALLEN,KY | 21-Jan-02 | SAMPSON |  | 1L01A4825J1081430 |
268 | FRUEHUAF | 48' | 1983 | BIR.PWDR-BIRMINGHAM,AL | 6-Dec-01 | SAMPSON |  | 1H5V04B29EM000429 |
269 | LUFKIN | 48' | 1986 | BUCKLEY-GREENWOOD,MO | 3-Mar-02 | CLANTON |  | 1101A4820G1071879 |
270 | FRUEHUAF | 48' | 1984 | SHOP- JOPLIN | 20-Sep-02 | GODDARD |  | 1H5V0482XE023119 |
271 | THAYCO | 48' | 1986 | APAC-TALEQUAH,OK | 19-Apr-01 | KEEN |  | W922GF001666 |
272 | HOBBS | 48' | 1984 | SEC PLANT EMPTY | 25-Jun-02 | MITCHELL | FEB.2002 | 1H5V4820EM023145 |
273 | THEURER | 48' | 1988 | CALDWELL-HAZARD,KY | 10-Jan-01 | SAMPSON |  | 1TA114827KG213114 |
274 | HOBBS | 48' | 1984 | EMPTY-PRYOR,OK | 4-Sep-02 | KEEN | APR.2002 | 1H5V04820EM023131 |
275 | GREAT DANE | 48' | 1985 | SEC PLANT BOXES | 26-Sep-02 | BOLT |  | 1GRAA9627FS092340 | OUT OF SERVICE
276 | LUFKIN | 48' | 1987 | DYNO-MIDAM-THORTON,IL |  | CLANTON |  | 1L01A4825H1075363 |
277 | DORSEY | 48' | 1982 | SEC plant-2 component raw | 13-Aug-02 | BOLT | FEB.2000 | 1DTV12W28CA158776 |
278 | MONON | 48' | 1988 | QUAPAW/DRUMRIGHT,OK | 10-Jun-02 | KEEN | MAR.2002 | 1NNVA4829JM112386 |
279 | FRUEHUAF | 48' | 1987 | DEDICATED CAMDEN,AR | 13-Jun-02 | BURTON | JUN.2002 | 1H2V04828HA010923 |
280 | FRUEHUAF | 48' | 1988 | SEC PLANT EMPTY | 15-Oct-02 | BOLT |  |  | NO TITLE
281 | FRUEHUAF | 48' | 1984 | SHOP- JOPLIN | 24-Jun-02 | GODDARD |  | 1H2V04526EB009358 |

9

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
282 | MILLER | 48' | 1989 | JACK SEVERS/ITEC | 30-Apr-02 | MITCHELL |  | 1MLT14525KB249095 |
283 | DORSEY |  | 1988 | SEC PLANT EMPTY | 31-Oct-02 | MITCHELL |  | 1DTV22W23KA186240 |
284 | FRUEHUAF | 45' | 1988 | JACK SEVERS/ITEC | 30-Apr-02 | MITCHELL |  | 1H2V04520JE021370 |
285 | STOUGHTON | 45' | 1989 | SEC PLANT EMPTY | 29-Aug-02 | MITCHELL |  | 10W1W4529KS173097 |
286 | FRUEHUAF | 45' | 1988 | SEC PLANT EMPTY | 15-Oct-02 | BOLT |  | 1H2V04525JE002149 |
287 | STOUGHTON | 45' | 1989 | 4-1/2" 600-20 BAGS | 19-Sep-02 | BOLT |  | 1DW1A4523KS172169 |
288 | STOUGHTON | 45' | 1990 | 6" 600-20 BAGS | 19-Sep-02 | BOLT |  | 1DW1A4524LS661004 |
289 | FRUEHUAF | 45' | 1988 | 6-1/2",7",8" 600-20 BAGS | 19-Sep-02 | BOLT |  | 1H2V04521JA000583 |
290 | DORSEY | 45' | 1989 | SEC PLANT EMPTY | 31-Oct-02 | MITCHELL |  | 1DTV12W2XKW035238 |
291 | FRUEHUAF | 45' | 1988 | SEC PLANT EMPTY | 29-Oct-02 | BOLT |  | 1H2V04525JE021395 |
292 | STOUGHTON | 45' | 1988 | ENERGETICS EQUIPMENT | 16-Sep-02 | BOLT |  | 1DW1A4528JS835024 |
293 | DORSEY | 45' | 1989 | UTeC EQUIPMENT | 20-Sep-02 | BOLT |  | 1DTV22W0KA186003 |
294 | STOUGHTON | 45' | 1988 | HYDROMITE 415 BAGS | 19-Sep-02 | BOLT |  | 1DW1A4520JS947168 |
295 | FRUEHUAF | 45' | 1988 | JACK SEVERS/ITEC | 30-May-02 | MITCHELL |  | 1H2V04525JE002023 |
296 | FRUEHUAF | 45' | 1988 | 4"and 4-1/2" 600-20 BAGS | 19-Sep-02 | BOLT |  | 1H2V04527JA000779 |
297 | DORSEY | 45' | 1989 | PRUF PLANT-STORAGE | 11-Jul-02 | BURTON |  | 1DTV22W21KA186236 |
298 | STOUGHTON | 45' | 1988 | MT. VALLEY-ALLEN,KY | 8-Feb-02 | SAMPSON |  | 1DW1A4528JS947788 |
299 | MILLER | 45' | 1989 | 800 BAGS | 19-Sep-02 | BOLT |  | MAY537555 |
300 | FRUEHUAF | 45' | 1988 | UTC/GAYLORD BOXES | 6-Sep-02 | BOLT |  | 1H2V04521JA000499 |
301 | DORSEY | 45' | 1988 | SEC PLANT EMPTY | 19-Mar-02 | BOLT |  | 1DTV12W24JW030535 |
302 | STOUGHTON | 45' | 1988 | 5-1/2" 600-20 BAGS | 19-Sep-02 | BOLT |  | 1DW1A4521JS947566 |
303 | STOUGHTON | 45' | 1988 | MT. VALLEY-ALLEN,KY | 4-Dec-01 | SAMPSON |  | 1DW1A4522KS173183 |
304 | FRUEHUAF | 45' | 1988 | ORICA AMEX BAGS & PALLETS | 15-Apr-02 | BOLT |  | 1H2V04521JE021457 |
305 | MILLER | 45' | 1988 | QUAPAW-PAWNEE,OK | 10-Dec-01 | KEEN |  | 1MLT14529JE186081 |
306 | DORSEY | 45' | 1988 | JACK SEVERS/ITEC | 10-May-02 | MITCHELL |  | 1DTV12W2XKW033148 |
307 | STOUGHTON | 45' | 1989 | SEC ANFO BAGS & 600 MATS | 15-Apr-02 | BOLT |  | 1DW1A4523KS172186 |
308 | DORSEY | 45' | 1988 | 5"and 5"W/L 600-20 BAGS | 19-Sep-02 | BOLT |  | 1DTV12W29KW033061

10

TRAILER |  |  |  |  |  |  |  |  |
NUMBER | MAKE | LENGTH | YEAR | LOCATION | DATE | SALESMAN | INSPECTED | VIN | COMMENTS
309 | FRUEHUAF | 45' | 1988 | SEC PLANT EMPTY | 28-Mar-02 | MITCHELL |  | 1H2V04526JE021258 |
310 | STOUGHTON | 45' | 1988 | SEC PLANT EMPTY | 29-Oct-02 | MITCHELL |  | 1DW1A4521JS835270 |
311 | MILLER | 45' | 1989 | SEC B.A. TOPS | 6-Sep-02 | BOLT |  | 1MLT14521KB249255 |
312 | STOUGHTON | 45' | 1988 | PRUF PLANT/ A.P. STORAGE | 11-Jun-02 | BURTON |  | 1DW1A4521JS947793 |
313 | MILLER | 45' | 1989 | TYPE IV MAGAZINE | 20-Mar-02 | MITCHELL |  | 1MLT1452XKB249299 |
314 | MILLER | 45' | 1988 | TYPE IV MAGAZINE | 20-Mar-02 | MITCHELL |  | 1MLT1452XKB249190 |
315 | MILLER | 45' | 1988 | JACK SEVERS/ITEC | 3-May-02 | MITCHELL |  | 1MLT14524JB186036 |
316 | MONON | 45' | 1989 | SEC PLANT PROPELLANT | 29-Oct-02 | BOLT | JUN.2002 | 1NNVA4520KM130900 |
317 | STOUGHTON | 45' | 1988 | JACK SEVERS/ITEC | 15-May-02 | MITCHELL |  | 1DW1A4525JS947201 |
318 |  |  |  | TYPE IV MAGAZINE | 15-Mar-02 | MITCHELL |  | 1DW1A4525KS029000 |
319 | DORSEY | 45' | 1988 | JACK SEVERS/ITEC | 30-May-02 | MITCHELL |  | 1DTV12W24KW033114 |
320 | MILLER | 45' | 1989 | JACK SEVERS/ITEC | 9-May-02 | MITCHELL |  | 122954 |
321 | MILLER | 45' | 1988 | SEC PLANT EMPTY | 19-Mar-02 | MITCHELL |  | IMLT14525JB186031 |
322 | DORSEY | 45' | 1989 | UTC SHOT BAG STORAGE | 19-Mar-02 | BURTON |  | 1DTV12W26KW035155 |
323 | STOUGHTON | 45' | 1988 | BOX BOTTOMS | 6-Sep-02 | BOLT |  | 1DW1A4521JS947874 |
324 | FRUEHUAF | 45' | 1987 | ORICA AMEX BAGS | 12-Apr-02 | BOLT |  | 1H2V0452XJA000811 |
325 | DORSEY | 45' | 1988 | AUSTIN BOX TOPS | 6-Sep-02 | BOLT |  | 1DTV12W28KW033066 |
326 | STOUGHTON | 48' | 1989 | DYNO BOX TOPS | 6-Sep-02 | BOLT |  | 1DW1A4522KS173037 |
327 |  |  |  | TYPE IV MAGAZINE | 12-Apr-02 | MITCHELL |  | 1DTV12W27KW033219 |
328 | STOUGHTON | 45' | 1988 | SEC BOX TOPS | 6-Sep-02 | BOLT |  | 1DW1A4525KS029238 |
329 | MILLER | 44' | 1989 | ORICA BOX TOPS | 6-Sep-02 | BOLT |  | 122978 |

11

Part 3.10

SLURRY EXPLOSIVE CORPORATION
ACCOUNTS RECEIVABLE (AGED TRIAL BALANCE)
as of September 30, 2002
Cusno | Cname | Invno | Type | InvDat | DueDat | Amount | Current | A30to60 | A60to90 | Over90 | Cmpno | Cmpname | RptDate |
10 | ADAMS EXPLOSIVES | 120508 | INVOICE | 8/06/02 | 10/05/02 | $2,127.00 | $0.00 | $2,127.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
78 | ALASKA PACIFIC POWDER COM | 120472 | INVOICE | 7/31/02 | 9/29/02 | $15,665.06 | $0.00 | $0.00 | $15,665.06 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
78 | ALASKA PACIFIC POWDER COM | 120502 | INVOICE | 8/06/02 | 10/05/02 | $15,662.00 | $0.00 | $15,662.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
78 | ALASKA PACIFIC POWDER COM | 120512 | INVOICE | 8/06/02 | 10/05/02 | $313.00 | $0.00 | $313.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
78 | ALASKA PACIFIC POWDER COM | 120566 | INVOICE | 8/20/02 | 10/19/02 | $15,283.06 | $0.00 | $15,283.06 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
255 | ORICA USA, INC. | 120670 | INVOICE | 9/13/02 | 11/12/02 | $461.00 | $461.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
262 | INTERMOUNTAIN WEST ENERGY | 120700 | INVOICE | 9/20/02 | 10/20/02 | ($12,306.00) | ($12,306.00) | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
262 | INTERMOUNTAIN WEST ENERGY | 120701 | INVOICE | 9/20/02 | 10/20/02 | $11,750.40 | $11,750.40 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
275 | AUSTIN EXPLOSIVES | 120677 | INVOICE | 9/13/02 | 10/13/02 | $435.00 | $435.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
275 | AUSTIN EXPLOSIVES | 120678 | INVOICE | 9/13/02 | 10/13/02 | $1,867.00 | $1,867.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
280 | AUSTIN POWDER CO. | 120511 | INVOICE | 8/06/02 | 10/05/02 | $1,902.00 | $0.00 | $1,902.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
280 | AUSTIN POWDER CO. | 120693 | INVOICE | 9/20/02 | 11/19/02 | $423.00 | $423.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
280 | AUSTIN POWDER CO. | 120710 | INVOICE | 9/20/02 | 11/19/02 | $1,244.00 | $1,244.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
280 | AUSTIN POWDER CO. | 120729 | INVOICE | 9/26/02 | 11/25/02 | $647.00 | $647.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
280 | AUSTIN POWDER CO. | 120742 | INVOICE | 9/30/02 | 11/29/02 | $973.00 | $973.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
281 | AUSTIN POWDER COMPANY | 120499 | INVOICE | 8/06/02 | 10/05/02 | $9,242.10 | $0.00 | $9,242.10 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
281 | AUSTIN POWDER COMPANY | 120521 | INVOICE | 8/09/02 | 10/08/02 | $10,440.00 | $0.00 | $10,440.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
281 | AUSTIN POWDER COMPANY | 120593 | INVOICE | 8/23/02 | 10/22/02 | $10,440.00 | $0.00 | $10,440.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
282 | AUSTIN POWDER COMPANY | 120608 | INVOICE | 8/28/02 | 10/27/02 | $9,945.00 | $0.00 | $9,945.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
282 | AUSTIN POWDER COMPANY | 120661 | INVOICE | 9/13/02 | 11/12/02 | $9,725.05 | $9,725.05 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
285 | AUSTIN POWDER COMPANY | 120536 | INVOICE | 8/13/02 | 10/12/02 | $9,242.10 | $0.00 | $9,242.10 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
285 | AUSTIN POWDER COMPANY | 120571 | INVOICE | 8/20/02 | 10/19/02 | $9,648.00 | $0.00 | $9,648.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
440 | BINNS & STEVENS EXPL. INC | 120664 | INVOICE | 9/13/02 | 10/13/02 | $14,967.92 | $14,967.92 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
461 | BLUE CIRCLE INC | 120709 | INVOICE | 9/20/02 | 10/20/02 | $1,440.00 | $1,440.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120703 | INVOICE | 9/20/02 | 10/20/02 | $336.00 | $336.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120715 | INVOICE | 9/25/02 | 10/25/02 | $427.00 | $427.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120718 | INVOICE | 9/25/02 | 10/25/02 | $5,713.26 | $5,713.26 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120751 | INVOICE | 9/30/02 | 10/30/02 | $702.00 | $702.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120752 | INVOICE | 9/30/02 | 10/30/02 | $866.80 | $866.80 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120755 | INVOICE | 9/30/02 | 10/30/02 | $5,371.90 | $5,371.90 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
495 | BRAKEFIELD EQUIPMENT INC | 120756 | INVOICE | 9/30/02 | 10/30/02 | $4,792.65 | $4,792.65 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
610 | BUCKLEY POWDER CO. | 120619 | INVOICE | 8/29/02 | 9/28/02 | $4,524.22 | $0.00 | $4,524.22 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
610 | BUCKLEY POWDER CO. | 120620 | INVOICE | 8/29/02 | 9/28/02 | $4,369.12 | $0.00 | $4,369.12 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
610 | BUCKLEY POWDER CO. | 120650 | INVOICE | 9/06/02 | 10/06/02 | $4,482.00 | $4,482.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
610 | BUCKLEY POWDER CO. | 120667 | INVOICE | 9/13/02 | 10/13/02 | $4,395.44 | $4,395.44 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |
610 | BUCKLEY POWDER CO. | 120690 | INVOICE | 9/20/02 | 10/20/02 | $4,245.04 | $4,245.04 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02 |

Page 1

Cusno | Cname | Invno | Type | InvDat | DueDat | Amount | Current | A30to60 | A60to90 | Over90 | Cmpno | Cmpname | RptDate

610 | BUCKLEY POWDER CO. | 120726 | INVOICE | 9/26/02 | 10/26/02 | $4,493.20 | $4,493.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
610 | BUCKLEY POWDER CO. | 120759 | INVOICE | 9/30/02 | 10/30/02 | $4,374.76 | $4,374.76 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
754 | CASH SALES-BINARY | 120606 | INVOICE | 8/27/02 | 8/27/02 | ($389.98) | $0.00 | ($389.98) | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
754 | CASH SALES-BINARY | 120617 | INVOICE | 8/29/02 | 8/29/02 | $2,377.34 | $0.00 | $2,377.34 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
754 | CASH SALES-BINARY | 120642 | INVOICE | 8/30/02 | 8/30/02 | $555.45 | $0.00 | $555.45 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
754 | CASH SALES-BINARY | 120674 | INVOICE | 9/13/02 | 9/13/02 | $999.58 | $999.58 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
756 | CASH SALES-PRYOR OK | 120643 | INVOICE | 9/04/02 | 9/10/02 | $3,648.70 | $3,648.70 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
756 | CASH SALES-PRYOR OK | 120643 | CR MEMO | 9/10/02 | 9/10/02 | ($775.35) | ($775.35) | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
756 | CASH SALES-PRYOR OK | 120746 | INVOICE | 9/30/02 | 9/30/02 | $433.06 | $433.06 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
935 | CITY OF WEST PLAINS | 120753 | INVOICE | 9/30/02 | 10/30/02 | $721.00 | $721.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
956 | CLEMENS COAL COMPANY | 106722 | INVOICE | 2/13/97 | 3/15/97 | $1,539.78 | $0.00 | $0.00 | $0.00 | $1,539.78 | 254 | Slurry Explosive Corp. | 9/30/02
956 | CLEMENS COAL COMPANY | 106838 | INVOICE | 3/10/97 | 4/09/97 | $704.24 | $0.00 | $0.00 | $0.00 | $704.24 | 254 | Slurry Explosive Corp. | 9/30/02
1071 | CONTROLLED ENERGY SERVICE | 115140 | INVOICE | 8/31/00 | 9/30/00 | $2,560.00 | $0.00 | $0.00 | $0.00 | $2,560.00 | 254 | Slurry Explosive Corp. | 9/30/02
1071 | CONTROLLED ENERGY SERVICE | 115140 | ADJMT | 1/10/01 | 9/30/00 | ($366.30) | $0.00 | $0.00 | $0.00 | ($366.30) | 254 | Slurry Explosive Corp. | 9/30/02
1071 | CONTROLLED ENERGY SERVICE | 115141 | INVOICE | 8/31/00 | 9/30/00 | $2,560.00 | $0.00 | $0.00 | $0.00 | $2,560.00 | 254 | Slurry Explosive Corp. | 9/30/02
1071 | CONTROLLED ENERGY SERVICE | 115486 | INVOICE | 10/09/00 | 11/08/00 | $2,638.00 | $0.00 | $0.00 | $0.00 | $2,638.00 | 254 | Slurry Explosive Corp. | 9/30/02
1445 | RIMROCK EXPLOSIVES | 120676 | INVOICE | 9/13/02 | 10/13/02 | $774.00 | $774.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1465 | DYNO MIDAMERICA - 1465 | 120666 | INVOICE | 9/13/02 | 10/13/02 | $17,179.00 | $17,179.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1560 | ENERGY ENTERPRISES | 120740 | INVOICE | 9/30/02 | 10/30/02 | $2,349.00 | $2,349.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120310 | INVOICE | 6/26/02 | 8/25/02 | $4,028.40 | $0.00 | $0.00 | $0.00 | $4,028.40 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120341 | INVOICE | 6/28/02 | 8/27/02 | $3,906.00 | $0.00 | $0.00 | $0.00 | $3,906.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120357 | INVOICE | 6/28/02 | 8/27/02 | $3,598.20 | $0.00 | $0.00 | $0.00 | $3,598.20 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120361 | INVOICE | 7/03/02 | 9/01/02 | $4,175.10 | $0.00 | $0.00 | $4,175.10 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120362 | INVOICE | 7/03/02 | 9/01/02 | $4,185.00 | $0.00 | $0.00 | $4,185.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120363 | INVOICE | 7/03/02 | 9/01/02 | $4,107.60 | $0.00 | $0.00 | $4,107.60 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120364 | INVOICE | 7/03/02 | 9/01/02 | $3,882.60 | $0.00 | $0.00 | $3,882.60 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120366 | INVOICE | 7/03/02 | 9/01/02 | $4,032.00 | $0.00 | $0.00 | $4,032.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120431 | INVOICE | 7/19/02 | 9/17/02 | $3,623.40 | $0.00 | $0.00 | $3,623.40 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120444 | INVOICE | 7/22/02 | 9/20/02 | $4,066.20 | $0.00 | $0.00 | $4,066.20 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120515 | INVOICE | 8/06/02 | 10/05/02 | $3,911.40 | $0.00 | $3,911.40 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120532 | INVOICE | 8/09/02 | 10/08/02 | $3,956.40 | $0.00 | $3,956.40 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120578 | INVOICE | 8/20/02 | 10/19/02 | $3,744.00 | $0.00 | $3,744.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1566 | E.E.I (MO) | 120579 | INVOICE | 8/20/02 | 10/19/02 | $3,718.80 | $0.00 | $3,718.80 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1650 | EXPLOSIVES PRODUCTS | 120602 | INVOICE | 8/27/02 | 9/28/02 | $3,366.00 | $0.00 | $3,366.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1650 | EXPLOSIVES PRODUCTS | 120602 | CR MEMO | 8/29/02 | 9/28/02 | ($140.00) | $0.00 | ($140.00) | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1650 | EXPLOSIVES PRODUCTS | 120603 | INVOICE | 8/27/02 | 9/26/02 | $6,329.00 | $0.00 | $6,329.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1650 | EXPLOSIVES PRODUCTS | 120672 | INVOICE | 9/13/02 | 10/13/02 | $6,329.00 | $6,329.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1937 | GREEN MOUNTAIN EXPLOSIVES | 120697 | INVOICE | 9/20/02 | 10/20/02 | $15,974.78 | $15,974.78 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1937 | GREEN MOUNTAIN EXPLOSIVES | 120705 | INVOICE | 9/20/02 | 10/20/02 | $15,937.61 | $15,937.61 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1940 | GREENSBORO MACH & WELDING | 120712 | INVOICE | 9/20/02 | 10/20/02 | $993.65 | $993.65 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
1975 | HALL EXPLOSIVES, INC. | 120722 | INVOICE | 9/26/02 | 10/26/02 | $4,741.00 | $4,741.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2000 | HEARTLAND CEMENT CO | 120567 | INVOICE | 8/20/02 | 9/19/02 | $9,970.50 | $0.00 | $9,970.50 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2000 | HEARTLAND CEMENT CO | 120655 | INVOICE | 9/10/02 | 10/10/02 | $6,142.50 | $6,142.50 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02

Page 2

Cusno | Cname | Invno | Type | InvDat | DueDat | Amount | Current | A30to60 | A60to90 | Over90 | Cmpno | Cmpname | RptDate

2000 | HEARTLAND CEMENT CO | 120707 | INVOICE | 9/20/02 | 10/20/02 | $13,555.20 | $13,555.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2000 | HEARTLAND CEMENT CO | 120760 | INVOICE | 9/30/02 | 10/30/02 | $432.00 | $432.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2025 | HERMITAGE EXPLOSIVES CORP | 120686 | INVOICE | 9/17/02 | 10/17/02 | $9,416.00 | $9,416.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2025 | HERMITAGE EXPLOSIVES CORP | 120748 | INVOICE | 9/30/02 | 10/30/02 | $9,416.00 | $9,416.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2045 | HILLTOP ENERGY | 120669 | INVOICE | 9/13/02 | 10/13/02 | $6,418.00 | $6,418.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2140 | HUGHES SUPPLY INC | 120711 | INVOICE | 9/20/02 | 10/20/02 | $125.00 | $125.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2225 | INTERSTATE TRANS EQ CO | 120533 | DR MEMO | 8/09/02 | 9/08/02 | $487.50 | $0.00 | $487.50 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2225 | INTERSTATE TRANS EQ CO | 120750 | DR MEMO | 9/30/02 | 10/30/02 | $450.00 | $450.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2231 | DYNO NOBEL INC. | 120539 | INVOICE | 8/13/02 | 10/12/02 | $18,082.76 | $0.00 | $18,082.76 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2231 | DYNO NOBEL INC. | 120568 | INVOICE | 8/20/02 | 10/19/02 | $9,900.00 | $0.00 | $9,900.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2505 | KENTUCKY POWDER COMPANY | 120681 | INVOICE | 9/17/02 | 10/17/02 | $7,120.00 | $7,120.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2505 | KENTUCKY POWDER COMPANY | 120685 | INVOICE | 9/17/02 | 10/17/02 | $8,148.00 | $8,148.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2505 | KENTUCKY POWDER COMPANY | 120704 | INVOICE | 9/20/02 | 10/20/02 | $6,258.00 | $6,258.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2505 | KENTUCKY POWDER COMPANY | 120749 | INVOICE | 9/30/02 | 10/30/02 | $6,258.00 | $6,258.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | INVOICE | 9/21/01 | 11/20/01 | $47,521.98 | $0.00 | $0.00 | $0.00 | $47,521.98 | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 1/29/02 | 11/20/01 | ($20,000.00) | $0.00 | $0.00 | $0.00 | ($20,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 2/27/02 | 11/20/01 | ($3,000.00) | $0.00 | $0.00 | $0.00 | ($3,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 4/29/02 | 11/20/01 | ($4,521.98) | $0.00 | $0.00 | $0.00 | ($4,521.98) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 5/17/02 | 11/20/01 | ($2,000.00) | $0.00 | $0.00 | $0.00 | ($2,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 7/22/02 | 11/20/01 | ($2,000.00) | $0.00 | $0.00 | $0.00 | ($2,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 8/12/02 | 11/20/01 | ($2,000.00) | $0.00 | $0.00 | $0.00 | ($2,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 8/23/02 | 11/20/01 | ($1,000.00) | $0.00 | $0.00 | $0.00 | ($1,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2511 | KESCO, INC. (SOUTHEAST) | 118457 | PAYMENT | 8/30/02 | 11/20/01 | ($1,000.00) | $0.00 | $0.00 | $0.00 | ($1,000.00) | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120654 | INVOICE | 9/10/02 | 10/10/02 | $4,203.21 | $4,203.21 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120665 | INVOICE | 9/13/02 | 10/13/02 | $5,837.04 | $5,837.04 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120695 | INVOICE | 9/20/02 | 10/20/02 | $3,891.36 | $3,891.36 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120696 | INVOICE | 9/20/02 | 10/20/02 | $6,098.40 | $6,098.40 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120717 | INVOICE | 9/25/02 | 10/25/02 | $3,081.90 | $3,081.90 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120745 | INVOICE | 9/30/02 | 10/30/02 | $11,764.83 | $11,764.83 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2750 | LONE STAR INDUSTRIES | 120761 | INVOICE | 9/30/02 | 10/30/02 | $6,541.59 | $6,541.59 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120645 | INVOICE | 9/04/02 | 10/19/02 | $9,682.20 | $9,682.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120646 | INVOICE | 9/04/02 | 10/19/02 | $9,680.00 | $9,680.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120687 | INVOICE | 9/17/02 | 11/01/02 | $9,680.00 | $9,680.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120688 | INVOICE | 9/17/02 | 11/01/02 | $9,682.20 | $9,682.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120698 | INVOICE | 9/20/02 | 11/04/02 | $9,680.00 | $9,680.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120699 | INVOICE | 9/20/02 | 11/04/02 | $10,419.08 | $10,419.08 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120702 | INVOICE | 9/20/02 | 11/04/02 | $9,682.20 | $9,682.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120706 | INVOICE | 9/20/02 | 11/04/02 | $9,678.90 | $9,678.90 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 16122 | CHGBACK | 9/30/02 | 11/14/02 | $23.10 | $23.10 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120747 | INVOICE | 9/30/02 | 11/14/02 | $10,668.00 | $10,668.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2820 | MAURER & SCOTT INC | 120754 | INVOICE | 9/30/02 | 11/14/02 | $9,682.20 | $9,682.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
2995 | INDEPENDENT SALT COMPANY | 120719 | INVOICE | 9/26/02 | 10/26/02 | $21,721.20 | $21,721.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3085 | NELSON BROTHERS, LLC | 120692 | INVOICE | 9/20/02 | 10/20/02 | $1,971.75 | $1,971.75 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02

Page 3

Cusno | Cname | Invno | Type | InvDat | DueDat | Amount | Current | A30to60 | A60to90 | Over90 | Cmpno | Cmpname | RptDate

3090 | NELSON BROTHERS QUARRY | 120587 | INVOICE | 8/23/02 | 9/22/02 | ($216.00) | $0.00 | ($216.00) | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3160 | NORTH AMERICAN IND. SERV | 120675 | INVOICE | 9/13/02 | 10/13/02 | $6,477.78 | $6,477.78 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3160 | NORTH AMERICAN IND. SERV | 120730 | INVOICE | 9/26/02 | 10/26/02 | $422.30 | $422.30 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3160 | NORTH AMERICAN IND. SERV | 120741 | INVOICE | 9/30/02 | 10/30/02 | $324.50 | $324.50 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3160 | NORTH AMERICAN IND. SERV | 120744 | INVOICE | 9/30/02 | 10/30/02 | $6,477.78 | $6,477.78 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3166 | NORTH COUNTRY EXPLOSIVES | 120493 | INVOICE | 7/31/02 | 8/30/02 | $7,236.41 | $0.00 | $0.00 | $7,236.41 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3166 | NORTH COUNTRY EXPLOSIVES | 120493 | PAYMENT | 9/20/02 | 8/30/02 | ($6,763.00) | $0.00 | $0.00 | ($6,763.00) | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3181 | OMNI DISTRIBUTING INC | 120166 | INVOICE | 5/24/02 | 6/23/02 | $10,954.30 | $0.00 | $0.00 | $0.00 | $10,954.30 | 254 | Slurry Explosive Corp. | 9/30/02
3359 | PHOENIX MINING COMPANY | 120629 | INVOICE | 8/29/02 | 9/28/02 | $4,783.60 | $0.00 | $4,783.60 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3410 | PRYOR STONE INC | 120648 | INVOICE | 9/06/02 | 10/06/02 | $1,735.96 | $1,735.96 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3410 | PRYOR STONE INC | 120662 | INVOICE | 9/13/02 | 10/13/02 | $983.29 | $983.29 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3410 | PRYOR STONE INC | 120689 | INVOICE | 9/17/02 | 10/17/02 | $2,409.46 | $2,409.46 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3410 | PRYOR STONE INC | 120714 | INVOICE | 9/25/02 | 10/25/02 | $515.35 | $515.35 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3410 | PRYOR STONE INC | 120758 | INVOICE | 9/30/02 | 10/30/02 | $3,413.70 | $3,413.70 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3450 | QUAPAW | 120653 | INVOICE | 9/10/02 | 11/09/02 | $5,109.07 | $5,109.07 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3450 | QUAPAW | 120682 | INVOICE | 9/17/02 | 11/16/02 | $13,055.63 | $13,055.63 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3450 | QUAPAW | 120684 | INVOICE | 9/17/02 | 11/16/02 | $1,226.44 | $1,226.44 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3450 | QUAPAW | 120708 | INVOICE | 9/20/02 | 11/19/02 | $202.75 | $202.75 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3450 | QUAPAW | 120720 | INVOICE | 9/26/02 | 11/25/02 | $17,091.00 | $17,091.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3450 | QUAPAW | 120724 | INVOICE | 9/26/02 | 11/25/02 | $10,403.14 | $10,403.14 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3599 | RICHARDSON WELL DRLG | 120680 | INVOICE | 9/17/02 | 10/17/02 | $936.78 | $936.78 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3675 | RONCO CONSULTING CORP | 119510 | INVOICE | 1/24/02 | 2/23/02 | $81.00 | $0.00 | $0.00 | $0.00 | $81.00 | 254 | Slurry Explosive Corp. | 9/30/02
3675 | RONCO CONSULTING CORP | 119511 | INVOICE | 1/24/02 | 2/23/02 | $81.00 | $0.00 | $0.00 | $0.00 | $81.00 | 254 | Slurry Explosive Corp. | 9/30/02
3675 | RONCO CONSULTING CORP | 119595 | INVOICE | 2/08/02 | 3/10/02 | $1,716.00 | $0.00 | $0.00 | $0.00 | $1,716.00 | 254 | Slurry Explosive Corp. | 9/30/02
3675 | RONCO CONSULTING CORP | 119663 | INVOICE | 2/22/02 | 3/24/02 | ($4,974.00) | $0.00 | $0.00 | $0.00 | ($4,974.00) | 254 | Slurry Explosive Corp. | 9/30/02
3675 | RONCO CONSULTING CORP | 119955 | INVOICE | 4/17/02 | 5/17/02 | $81.00 | $0.00 | $0.00 | $0.00 | $81.00 | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 120171 | INVOICE | 5/24/02 | 8/30/02 | $10,440.00 | $0.00 | $0.00 | $0.00 | $10,440.00 | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 120171 | CR MEMO | 5/31/02 | 8/30/02 | ($185.60) | $0.00 | $0.00 | $0.00 | ($185.60) | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 120171 | CR MEMO | 6/07/02 | 8/30/02 | ($185.60) | $0.00 | $0.00 | $0.00 | ($185.60) | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 120171 | DR MEMO | 7/01/02 | 8/30/02 | $185.60 | $0.00 | $0.00 | $0.00 | $185.60 | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 120171 | PAYMENT | 9/24/02 | 8/30/02 | ($10,440.00) | $0.00 | $0.00 | $0.00 | ($10,440.00) | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 29222 | CHGBACK | 9/24/02 | 11/23/02 | $278.40 | $278.40 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3810 | DYNO EAST KENTUCKY INC | 120723 | INVOICE | 9/26/02 | 11/25/02 | $1,686.40 | $1,686.40 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120471 | INVOICE | 7/31/02 | 9/29/02 | $9,452.10 | $0.00 | $0.00 | $9,452.10 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120474 | INVOICE | 7/31/02 | 9/29/02 | $10,440.00 | $0.00 | $0.00 | $10,440.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120503 | INVOICE | 8/06/02 | 10/05/02 | $9,450.00 | $0.00 | $9,450.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120589 | INVOICE | 8/23/02 | 10/22/02 | $9,452.10 | $0.00 | $9,452.10 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120600 | INVOICE | 8/27/02 | 10/26/02 | $10,440.00 | $0.00 | $10,440.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120601 | INVOICE | 8/27/02 | 10/26/02 | $9,450.00 | $0.00 | $9,450.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120683 | INVOICE | 9/17/02 | 11/16/02 | $10,440.00 | $10,440.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120716 | INVOICE | 9/25/02 | 11/24/02 | $9,450.00 | $9,450.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120725 | INVOICE | 9/26/02 | 11/25/02 | $9,452.10 | $9,452.10 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3870 | AUSTIN POWDER COMPANY | 120728 | INVOICE | 9/26/02 | 11/25/02 | $1,690.00 | $1,690.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02

Page 4

Cusno | Cname | Invno | Type | InvDat | DueDat | Amount | Current | A30to60 | A60to90 | Over90 | Cmpno | Cmpname | RptDate

3882 | HEARTLAND RURAL ELEC COOP | 120691 | INVOICE | 9/20/02 | 10/20/02 | $410.00 | $410.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3887 | PETE SAMS DBA SAMS EXPLOS | 120412 | INVOICE | 7/16/02 | 8/15/02 | $397.97 | $0.00 | $0.00 | $397.97 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3887 | PETE SAMS DBA SAMS EXPLOS | 120522 | INVOICE | 8/09/02 | 9/08/02 | $7,120.94 | $0.00 | $7,120.94 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3887 | PETE SAMS DBA SAMS EXPLOS | 120565 | INVOICE | 8/20/02 | 9/19/02 | $5,783.79 | $0.00 | $5,783.79 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3887 | PETE SAMS DBA SAMS EXPLOS | 120639 | INVOICE | 8/30/02 | 9/29/02 | $5,669.52 | $0.00 | $5,669.52 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3887 | PETE SAMS DBA SAMS EXPLOS | 120658 | INVOICE | 9/13/02 | 10/13/02 | $5,914.23 | $5,914.23 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
3887 | PETE SAMS DBA SAMS EXPLOS | 120757 | INVOICE | 9/30/02 | 10/30/02 | $5,723.90 | $5,723.90 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4079 | ST LAWRENCE EXPLOSIVES | 120721 | INVOICE | 9/26/02 | 10/26/02 | $7,939.82 | $7,939.82 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4125 | DYNO NOBEL MIDAMERICA | 120574 | INVOICE | 8/20/02 | 10/19/02 | $9,902.20 | $0.00 | $9,902.20 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4125 | DYNO NOBEL MIDAMERICA | 120630 | INVOICE | 8/29/02 | 10/28/02 | $9,900.00 | $0.00 | $9,900.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4125 | DYNO NOBEL MIDAMERICA | 120657 | INVOICE | 9/10/02 | 11/09/02 | $10,395.00 | $10,395.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 119614 | INVOICE | 2/12/02 | 9/20/02 | $23,714.56 | $0.00 | $0.00 | $0.00 | $23,714.56 | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 119614 | CR MEMO | 7/22/02 | 9/20/02 | ($11,783.80) | $0.00 | $0.00 | $0.00 | ($11,783.80) | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 119662 | INVOICE | 2/22/02 | 9/20/02 | $1,386.62 | $0.00 | $0.00 | $0.00 | $1,386.62 | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 119662 | CR MEMO | 7/22/02 | 9/20/02 | ($496.50) | $0.00 | $0.00 | $0.00 | ($496.50) | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 119851 | INVOICE | 3/28/02 | 5/27/02 | $24,811.92 | $0.00 | $0.00 | $0.00 | $24,811.92 | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 119928 | INVOICE | 4/12/02 | 6/11/02 | $19,673.85 | $0.00 | $0.00 | $0.00 | $19,673.85 | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 120194 | INVOICE | 5/30/02 | 7/29/02 | $2,001.90 | $0.00 | $0.00 | $0.00 | $2,001.90 | 254 | Slurry Explosive Corp. | 9/30/02
4395 | TPL INC. | 120443 | INVOICE | 7/22/02 | 9/20/02 | $786.50 | $0.00 | $0.00 | $786.50 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120594 | INVOICE | 8/23/02 | 9/22/02 | $3,850.50 | $0.00 | $3,850.50 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120595 | INVOICE | 8/23/02 | 9/22/02 | $3,150.10 | $0.00 | $3,150.10 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120596 | INVOICE | 8/23/02 | 9/22/02 | $5,888.00 | $0.00 | $5,888.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120597 | INVOICE | 8/23/02 | 9/22/02 | $6,000.64 | $0.00 | $6,000.64 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120604 | INVOICE | 8/27/02 | 9/26/02 | $5,380.31 | $0.00 | $5,380.31 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120607 | INVOICE | 8/27/02 | 9/26/02 | $4,221.10 | $0.00 | $4,221.10 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120611 | INVOICE | 8/28/02 | 9/27/02 | $5,939.20 | $0.00 | $5,939.20 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120612 | INVOICE | 8/28/02 | 9/27/02 | $4,156.97 | $0.00 | $4,156.97 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120615 | INVOICE | 8/29/02 | 9/28/02 | $4,867.20 | $0.00 | $4,867.20 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120616 | INVOICE | 8/29/02 | 9/28/02 | $5,875.20 | $0.00 | $5,875.20 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120621 | INVOICE | 8/29/02 | 9/28/02 | $4,377.50 | $0.00 | $4,377.50 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4521 | UNIVERSAL TECH CORPORATIO | 120652 | INVOICE | 9/10/02 | 10/10/02 | $5,859.43 | $5,859.43 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4590 | W. A. Murphy Inc. | 120656 | INVOICE | 9/10/02 | 10/10/02 | $13,729.20 | $13,729.20 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4590 | W. A. Murphy Inc. | 120668 | INVOICE | 9/13/02 | 10/13/02 | $4,227.00 | $4,227.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4636 | WAMPUM HARDWARE COMPANY | 120659 | INVOICE | 9/13/02 | 10/13/02 | $11,550.00 | $11,550.00 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4694 | WESCO, INC. | 120627 | INVOICE | 8/29/02 | 9/28/02 | $3,198.12 | $0.00 | $3,198.12 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4694 | WESCO, INC. | 120649 | INVOICE | 9/06/02 | 10/06/02 | $6,747.30 | $6,747.30 | $0.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
4798 | WORKIZER WORK PROD, INC. | 120507 | INVOICE | 8/06/02 | 9/05/02 | $455.00 | $0.00 | $455.00 | $0.00 | $0.00 | 254 | Slurry Explosive Corp. | 9/30/02
|  |  |  |  |  | $1,028,438.29 | $554,818.02 | $308,102.76 | $65,286.94 | $100,230.57 |  |  |

Page 5

Part 3.15(a)
EMPLOYEE PLANS
Slurry Explosive Corporation and Universal Tech Corporation contribute to the following Employee Benefit Plans (copies of which have been provided to Buyers):

1. | LSB Industries, Inc. and Designated Subsidiaries Medical, Dental, Vision and Behavioral Health Plan.

2. | LSB Industries, Inc. and Designated Subsidiaries Savings Incentive Plan (401k).

3. | LSB Industries, Inc. and Designated Subsidiaries Flexible Spending Account (Section 125 Cafeteria Plan).

4. | LSB Industries, Inc. and Designated Subsidiaries Base Life Insurance Plan.

5. | LSB Industries, Inc. and Designated Subsidiaries Voluntary Life Insurance Plan.

6. | LSB Industries, Inc. and Designated Subsidiaries Long Term Disability Base Plan.

7. | LSB Industries, Inc. and Designated Subsidiaries Long Term Disability Supplemental Plan.

8. | LSB Industries, Inc. and Designated Subsidiaries Short Term Disability/Weekly Income Benefit Plan.

9. | LSB Industries, Inc. and Designated Subsidiaries Employee Assistance Program.

ERISA affiliates include the following companies:
ACP International Limited
Cherokee Nitrogen Company
ClimaChem, Inc.
ClimaCool Corp.
Climate Master International Limited
Climate Master, Inc.
Climate Mate, Inc.
ClimateCraft Technologies, Inc.
ClimateCraft, Inc.
Clipmate Corporation
Crystal City Nitrogen Company
DSN Corporation
El Dorado Acid, L.L.C.

El Dorado Acid II, L.L.C.
El Dorado Chemical Company
El Dorado Nitric Company
El Dorado Nitrogen, L.P.
Hercules Energy Mfg. Corporation
International Environmental Corporation
Koax Corp.
L&S Automotive Technologies, Inc.
LSA Technologies Inc.
LSB Australia Pty. Ltd.
LSB Chemical Corp.
LSB Holdings, Inc.
LSB-Europa Limited
Northwest Capital Corporation
Northwest Financial Corporation
Prime Financial Corporation
Prime Holdings Corporation
Pryor Plant Chemical Company
Slurry Explosive Corporation
Summit Machine Tool Inc. Corp.
Summit Machine Tool Manufacturing Corp.
Summit Machinery Company
The Climate Control Group, Inc.
The Environmental Group International Limited
The Environmental Group, Inc.
ThermalClime, Inc.
Tower Land Development Corp.
TRISON Construction, Inc.
Universal Tech Corporation
2

Part 3.16(a)
EXCEPTIONS TO COMPLIANCE WITH LEGAL REQUIREMENTS
Due to certain alleged violations of explosives storage and related regulations, in February 2002, the government regulator of explosives companies, the Bureau of Alcohol, Tobacco and Firearms (“BATF”), issued an order revoking the manufacturing license of Slurry Explosive Corporation (“SEC”) for its Hallowell Facility to produce certain explosives products and confiscated certain high explosives inventory. The license revocation order was upheld by an administrative law judge after an administrative trial. SEC and LSB is currently reviewing its legal alternatives regarding the license revocation. In addition, SEC and LSB received a grand jury subpoena from the U.S. Attorney's office of Wichita, Kansas requesting business records of SEC. SEC has complied with such subpoena. On December 2, 2002, SEC and LSB received two additional Subpoenas from the U.S. Attorney’s office of Wichita, Kansas seeking additional business records of SEC. SEC and LSB will coordinate with the U.S. Attorney’s office concerning their timely compliance with these subpoenas.
UTeC filed an application with the BATF to obtain a manufacturing license for the Hallowell Facility. On September 30, 2002, Universal Tech Corporation (“UTeC”) obtained from the BATF the license to manufacture explosives at the Hallowell Facility.
As a result of a review by the BATF of SEC’s Pryor, Oklahoma facility on November 26, 2002, it was brought to SEC’s attention that BATF considered surrounding, offsite buildings to be inhabited dwellings which would substantially reduce allowable storage quantities for explosives and blasting agents at the facility from the approved storage quantities allowed as a result of the BATF’s inspection of the unchanged site conditions in July, 2002. On November 26, 2002, SEC reduced the on-site storage quantities so as to comply with the new requirements.
See also those matters disclosed in Part 3.17(a).

Part 3.16(b)
GOVERNMENTAL AUTHORIZATIONS; EXCEPTIONS TO COMPLIANCE

A. | The following is a list of Governmental Authorizations that are held by Slurry Explosive Corporation (“SEC”) (copies of which have been provided to Buyers):

1. | Bureau of Alcohol, Tobacco and Firearms (“BATF”) Explosives Licenses:

a. | Oklahoma City, Oklahoma - No license has been issued to-date. Status: SEC applied for a license in April, 2002. The BATF completed an inspection of the site, and the application is in the BATF regional office in Dallas, Texas for further review and final determination.

b. | Web City, Missouri - License #5-MO-050-20-2D-0414. License type: Manufacture of High Explosives. SEC submitted a renewal application to the BATF in March, 2002. The BATF conducted a site inspection in March, 2002. The license expired on April 1, 2002. The BATF issued a letter allowing the site to operate for twelve (12) months.

c. | Pryor, Oklahoma - License #5-OK-049-20-2F-04352. License type: Manufacture of High Explosives. SEC submitted a renewal application to the BATF in April, 2002. The BATF conducted a site inspection in May, 2002 and found no major violations. The license expired on June 1, 2002. The BATF issued a letter authorizing SEC to continue operation of the site with an expired license for six (6) months. Another extension will be issued if determination is not made by October 20, 2002.

2. | State of Kansas Boiler Inspections (all expire March 14, 2003):

a. | 45274H

b. | 45275

c. | 5065H

d. | 30740H

3. | Kansas Department of Health and Environment: Owner ID #43752; Facility ID #43752; Purpose: 8,800 gallon above ground diesel tank #A001.

4. | Acknowledgment letter dated January 23, 1995 from the Kansas Department of Health and Environment regarding receipt of Industrial Stormwater Permit Application for the Hallowell, Kansas facility.

5. | Oklahoma Department of Environmental Quality Authorization to Discharge Under the OPDES Storm Water Industrial General Permit - Authorization No. OKGP00370; expires October 2, 2005.

6. | Federal Communication Corporation Radio Station Authorization: Call sign WPUK805; File #0000761031.

7. | Defense Logistics Agency Central Contractor Registration No. 198451981 (permits export/import of propellant in explosive grade material).

8. | International Fuel Tax Association (“IFTA”) License #731330903; expires December 31, 2002. The IFTA License covers the following states and Canadian provinces: Alberta, Alabama, Arkansas, Arizona, British Columbia, California, Colorado, Connecticut, Delaware, Florida, Georgia, Iowa, Idaho, Illinois, Indiana, Kansas, Kentucky, Louisiana, Massachusetts, Manitoba, Maryland, Maine, Michigan, Minnesota, Missouri, Mississippi, Montana, New Brunswick, North Carolina, North Dakota, Nebraska, Newfoundland, New Hampshire, New Jersey, New Mexico, Nova Scotia, Nevada, New York, Ohio, Oklahoma, Ontario, Oregon, Pennsylvania, Prince Edward Island, Quebec, Rhode Island, South Carolina, South Dakota, Saskatchewan, Tennessee, Texas, Utah, Virginia, Vermont, Washington, Wisconsin, West Virginia, and Wyoming.

9. | New Mexico Hazardous Material Transportation Permit #00000840884; expires January 29, 2003.

10. | Colorado Hazardous Material Transportation Permit #HMP-02166; expires November 3, 2002.

11. | California Hazardous Material Transportation License - Control #151491; License #130394; CHP Carrier #CA-135088; expires February 28, 2003.

12. | Kansas Sales Tax Registration Certificate #10100290.

13. | Ohio Alliance for Uniform HazMat Transportation Procedures - Uniform Program ID #UPM-0343566-OH.

14. | Kansas Corporation Commission: KSMCID 112681; USDOT #343566; expires December 31, 2002.

15. | Arkansas Sales and Use Tax Permit #105669-76-001.

16. | Colorado Retailers Use License #09-78925-0000.

17. | Connecticut Sales and Use Tax Permit Registration #7279334-000; expires September 30, 2004.

18. | Florida Sales and Use Tax Registration Certificate #78-00-080522-63-6.

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19. | Georgia Sales and Use Tax Registration Certificate #154-79-02353-7; State Taxpayer Identifier #20006567258.

20. | Iowa Use Tax Registration #2-00-127156.

21. | Illinois Use Tax Registration Certificate #2152-1336; expires April, 2004.

22. | Kentucky Sales and Use Tax Permit, Account #088889.

23. | Louisiana Sales Tax Registration Certificate #6938575-001 X.

24. | Michigan Use Tax Registration Account #73-1330903.

25. | Minnesota Sales and Use Tax Permit #3587694.

26. | Nebraska Retailers Use Tax Permit ID #02-6670679; Serial #641706.

27. | New Mexico Registration Certificate ID #02-117466-00-0

28. | North Dakota Sales and Use Permit #126986.

29. | Oklahoma Sales Tax Permit #468543; expires February 26, 2004.

30. | Tennessee Sales and Use Tax Registration Account #101724332.

31. | Washington Tax Registration, Unified Business ID#601 196 131.

32. | Missouri Use Tax License ID #13669702.

33. | United States Department of Transportation (“DOT”) Registration #343566

34. | Hazardous Material Registration #060402 007 017K; expires June 30, 2003.

B. | The following is a list of Governmental Authorizations that are held by Universal Tech Corporation (copies of which have been provided to Buyers):

1. BATF Explosives Licenses:

a. | Riverton, Kansas - Jawhawk Lab: License #5-KS-021-20-4D-08787; License type: Manufacture of High Explosives; license expires April 1, 2004.

b. | Riverton, Kansas - Underwater Lab and PRUF Plant: License #5-KS-173-20-4D-08786; License type: Manufacture of High Explosives; license expires April 1, 2004.

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c. | Hallowell, Kansas: License #5-KS-021-20-5K-00109; License type: Manufacture of High Explosives; license expires October 1, 2005.

d. | Riverton, Kansas - PRUF Plant: License #5-KS-021-23-4K-10896; License Type: Importer of High Explosives; license expires October 1, 2005.

2. | DOT Registration #538045.

3. | Hazardous Material Registration #05 16 02 007 003K; expires June 30, 3003.

4. | Kansas State Fire Marshal Explosives Storage Site Permit #KSES0034; expires January 12, 2003.

5. | Acknowledgment letter dated November 20, 1995 from the Kansas Department of Health and Environment regarding receipt of Notice of Intent for Discharge of Stormwater Runoff from Industrial Activity R&D Lab.

6. | Kansas Department of Health and Environment Air Emission Source Construction Permit No. 0210027 for R&D Lab.

7. | Bureau of Political-Military Affairs - Office of Defense Trade Controls PM/DTC Code 030311586; expires March 2003 (munitions dealer license).

8. | United States/Canada Joint Certification Office of the Defense Logistics Information Service Militarily Critical Technical Data Agreement regarding low security clearance registration.

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Part 3.17(a)
LEGAL PROCEEDINGS
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are aware of those matters reflected in Part 2.1(j) and Part 2.1(k) which could give rise to potential claims by UTeC or SEC and which might relate to or affect the Assets or the Assumed Liabilities. UTeC and SEC are also aware of the following proceedings which might have a material adverse impact on UTeC or SEC, the Assets, the Assumed Liabilities, and/or the Contemplated Transactions:
1. Slurry Explosive Corporation (“Slurry”) - Department of the Treasury, Bureau of Alcohol, Tobacco and Firearms (“BATF”). Due to certain alleged violations of explosives storage and related regulations, in February 2002, the government regulator of explosives companies, Bureau of Alcohol, Tobacco and Firearms (“BATF”), issued an order revoking the manufacturing license of Slurry Explosive Corporation (“Slurry”) for its Hallowell, Kansas facility (“Hallowell Facility”) to produce certain explosives products and confiscated certain high explosives inventory. The license revocation order was upheld by an administrative law judge after an administrative trial.
In addition, Slurry and the Company have received a grand jury subpoena from the U.S. Attorney’s office of Wichita, Kansas requesting business records of Slurry. Slurry has complied with the subpoena. On December 2, 2002, SEC and LSB received two additional Subpoenas from the U.S. Attorney’s office of Wichita, Kansas seeking additional business records of SEC. SEC and LSB will coordinate with the U.S. Attorney’s office concerning their timely compliance with these subpoenas.
Universal Tech Corporation (“UTeC”) has acquired the assets associated with the Hallowell Facility. UTeC has received an ATF license to manufacture explosives at the Hallowell Facility.
2. Slurry Explosive Corporation (“SEC”) - Kansas Department of Environmental Quality (KDHE). On March 29, 2002, Slurry Explosive Corporation (“Slurry”) signed a consent administrative order (“Slurry Consent Order”) with the Kansas Department of Health and Environment (“KDHE”), regarding Slurry’s Hallowell, Kansas manufacturing facility (“Hallowell Facility”) which was effective April 22, 2002. The Slurry Consent Order states that there exists soil and groundwater contamination, and there exists surface water contamination in the strip adjacent to the Hallowell Facility. There are no known users of the groundwater in the area. The adjacent pit is used for fishing. Under the terms of the Slurry Consent Order, Slurry is required to a) submit an environmental assessment work plan to the KDHE for review and approval, b) agree with the KDHE as to any required corrective actions to be performed at the Hallowell Facility, and c) provide reports to the KDHE, all of the preceding in accordance with the time frames and formats required in the Slurry Consent Order. The draft work plan was submitted to the KDHE on June 20, 2002. The KDHE has commented on the work plan, and

Slurry is in the process of preparing a response thereto. Slurry has also received a request by the KDHE to accelerate the investigation of the strip pit due to its public access. All documents related to this Slurry Consent Order have been provided to Buyer.
3. Universal Tech Corporation - Claim by Dyno Nobel under the Underwater Lab Lease. Dyno Nobel, landlord of the lease to Universal Tech Corporation (“UTeC”) on the Underwater Lab has notified UTeC that DYNO Nobel considers production of explosives at the PRUF Plant to be a violation of the provisions of the Lease, which limits permissible activities at the property. Dyno Nobel is aware of Slurry Explosive Corporation’s (“SEC”) license revocation at the Hallowell, Kansas facility, and Dyno Nobel is aware that the PRUF Plant was the only available production site of product for SEC during the period between the revocation of SEC’s license and the recent receipt by UTeC of the license to manufacture explosives at the Hallowell, Kansas facility. Dyno Nobel appears to be more concerned with future manufacture of product rather than with the past manufacture of product. Dyno Nobel is also concerned that no environmental contamination results from production at the PRUF plant. UTeC has assured Dyno Nobel that production of explosives is being transferred to the Hallowell, Kansas facility, and that no environmental impact has resulted from such production. For this reason, no litigation has commenced and none is expected.
4. Consent Agreement in The Matter of Pollution at Former Gulf Oil Company Jayhawk Plant, Galena, Kansas, Case No. 98-E-0109, Kansas Department of Health and Environment, last signed June 16, 1999, termination upon KDHE’s notice that the terms have been satisfactorily completed.
5. Consent Order entered in The Matter of Pollution at Slurry Explosive Corporation, Hallowell, Kansas, Case No. 02-E-0049, Kansas Department of Health and Environment (“KDHE”), dated April 22, 2002, terminating upon KDHE’s notice that terms have been satisfactorily completed.
6. Stipulation for Compromise Settlement in United States of America v. 1.5 Blasting Agents, et al., Civil Case No. 0201096-WEB, U.S.D.C., District of Kansas dated October, 2002, consenting to the forfeiture of product seized by the ATF.
7. See also those matters disclosed in Part 3.16(a).
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Part 3.17(b)
ORDERS
Except as disclosed in Part 3.17(a), which Part is incorporated herein by reference, Universal Tech Corporation and Slurry Explosive Corporation are aware of no other exceptions required to be disclosed in this Part 3.17(b).

Part 3.19(a)
SELLER CONTRACTS
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) are parties to and/or subject to those real property-related agreements and documents referenced in Part 3.6, Part 3.7 and Part 3.8(a) (which Parts are incorporated herein by reference). UTeC and SEC are also parties to or subject to the following personal property leases and/or other contracts (copies of which have been provided to Buyers):
UTeC

1. | Rights and obligations of UTeC under assignment of Lease Agreement, dated as of April 11, 2001, for seventy monthly payments commencing on October 20, 2001, by and between U.S. Bancorp Leasing & Financial and SEC, regarding certain equipment associated with the Hallowell, Kansas Facility, pursuant to assignment in May 14, 2002 Asset Purchase and Sale Agreement in the section of this list entitled “Agreement between SEC and UTeC” below.

2. | Equipment Lease between G.E. Capital Modular Space and UTeC, dated March 29, 1995, expiring March 29, 1995 but continuing on a month to month basis thereafter, regarding office trailer at Underwater Lab, Hallowell, Kansas.

3. | Equipment Lease between United Leasing, Inc. and UTeC, commencing March 16, 2000, and continuing for 60 months, regarding G25E Daewoo Forklift.

4. | Equipment Lease between United Leasing, Inc. and UTeC, commencing February 16, 2001, and continuing for 36 months, regarding 2001 Chevy Silverado pickup.

5. | Equipment Lease between Sharp Financial Company and UTeC, commencing August 19, 2002, and continuing for 60 months, regarding Canon copier at R&D Lab, Riverton, Kansas.

6. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 17, 1999, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at the Pruf Plant, Hallowell, Kansas.

7. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated May 1, 1995, continuing on a quarterly by quarterly basis until terminated, regarding water cooler at UTeC’s Underwater Lab, Hallowell, Kansas.

8. | Drinking Water Cooler Rental Contract between UTeC and Robert Howland, d/b/a Beverage Distributing Co., dated September 27, 1985, continuing on a 6 months by 6 months basis until terminated, regarding water cooler at UTeC’s R&D Lab, Riverton, Kansas.

9. | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, dated June 28, 1995, renewed through June, 2003, regarding two (2) tieing machines at UTeC’s Pruf Plant, Hallowell, Kansas.

10. | Lease Agreement between Tipper Tie, a Dover Industries Company, and UTeC, renewed through January, 2003, regarding a tieing machine at UTeC’s Underwater Lab, Hallowell, Kansas.

11. | Month to month Q.C. Testing Fee Agreement between UTeC and Ireco (now Dyno Nobel, Inc.), dated October 14, 1991, regarding quality control testing by UTeC at UTeC’s Underwater Lab, Hallowell, Kansas.

12. | Testing Fee Agreement between UTeC and Nelson Brothers LLC, dated September 27, 2002, regarding specifically delineated testing by UTeC at UTeC’s Underwater Lab, Hallowell, Kansas.

13. | Irrevocable $178,597.12 (US) Letter of Credit from Banco Ganadero as issuing bank confirmed by Banco Bilbao Vizcaya Argentaria for the benefit of UTeC, issued September 5, 2002, and with expiry date of December 4, 2002, regarding sales to Industria Militar.

14. | Quote from UTeC to Industria Militar for $453,717.51 (US) in sales of raw materials during first half of 2003.

15. | Technology and Know-How License Agreement between UTeC and Explosivos de Norteamerica S.A. de C.V., dated January 1, 1997, terminating on January 1, 2007, regarding use of UTeC technology and know-how to manufacture and sell product in Mexico on an exclusive basis so long as a 2,000 metric tons per year volume is sustained.

16. | License and Processing Agreement between SEC and TPL, Inc., dated December 9, 1999, for continuing one year terms until 12 months notice is given, regarding the use of SEC’s Technical Information to produce product solely for SEC.

17. | Proprietary Information Disclosure Agreement between SEC and TPL, Inc., dated October 3, 1999, terminating October 3, 2004, regarding each party’s Proprietary Information.

18. | Service Agreement between UTeC and LSB Industries, Inc., (“LSB”) dated December 23, 1992, terminable (with notice) on December 23, 2004, or upon LSB giving 90 days notice to terminate at any time, regarding LSB’s performance of certain administrative services for UTeC or terminable at any time upon written agreement of the parties.

19. | Listing of UTeC employees and their repayment obligations who have received advances made by UTeC.

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20. | Employment Agreement between UTeC and Oldrich Machacek dated June 5, 1990, terminating upon 60 days notice.

21. | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated April 22, 1998, expiring on April 22, 2008, regarding option on 5,000 shares of LSB stock.

22. | Non-Qualified Stock Option Agreement – 1998 between LSB and Oldrich Machacek, dated April 22, 1998, expiring on April 22, 2008 regarding option on 5,000 shares of LSB stock.

23. | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated July 8, 1999, expiring July 8, 2009, regarding option on 5,000 shares of LSB stock.

24. | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated November 29, 2001, expiring on November 29, 2011, regarding option on 5,000 shares of LSB stock.

25. | Postage Meter Rental Agreement between UTeC and Pitney Bowes, dated September 23, 2002, continuing for one year, regard UTeC’s assumption of SEC’s obligations for a postage meter at the Hallowell, Kansas Facility.

26. | Consulting Agreement between UTeC and Pieter de Wit, dated January 1, 1996, as orally amended and extended to December 31, 2002, regarding the providing of consulting services related to demilitarization projects.

27. | Consent Agreement in The Matter of Pollution at Former Gulf Oil Company Jayhawk Plant, Galena, Kansas, Case No. 98-E-0109, Kansas Department of Health and Environment, last signed June 16, 1999, termination upon KDHE’s notice that the terms have been satisfactorily completed.

28. | Phase IV Agreement, dated June 16, 1999, by and among Inspec USA, Inc., Chevron Chemical Company LLC, Chevron USA, Inc., Koch Chemical Company and UTeC, regarding UTeC’s R&D Lab, Riverton, Kansas.

29. | Confidentiality Agreement, last signed October 16,2001, and continuing for five (5) years, by and between UTeC and Aliachem a.s., regarding confidential information provided for discussion of the possible sale of a business owned by Aliachem a.s.

30. | Mortgage, Assignment of Rents and Security Agreement executed by UTeC in favor of Guggenheim Investment Management, LLC, et al. (“Guggenheim”), dated May 24, 2002, filed June 6, 2002 at 3:15 PM in Book 290 of Mortgages at Pages 217-243 in the office of the Register of Deeds, Cherokee County, Kansas.

31. | Mortgage, Assignment of Rents and Security Agreement executed by UTeC, in favor of Foothill Capital Corporation, et al. (“Foothill”), dated May 24, 2002,

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| filed June 6, 2002 at 3:25 PM in Book 290 of Mortgages at Pages 244-272 in the office of the Register of Deeds, Cherokee County, Kansas.

32. | Mortgage Subordination and Standstill Agreement in favor of Guggenheim, executed by Foothill, Guggenheim and UTeC, filed June 6, 2002 at 3:35 PM in Book 92 of Miscellaneous at Pages 673-686 in the office of the Register of Deeds, Cherokee County, Kansas.

SEC

1. | Confidential Rail Transportation Contract between SEC and Union Pacific Railroad Company ,dated effective January 1, 2002, expiring July 31, 2002 but informally continuing, regarding line-haul transportation.

2. | Equipment Lease #8 between United Leasing, Inc. and SEC last signed on December 9, 1999 and commencing on November 15, 1999, and continuing for 60 months, regarding a Plastic Tube Filling and Scaling Machine.

3. | Master Rental Agreement between Associates Leasing, Inc. and SEC, commencing on December 30, 1998, and continuing for 60 months, regarding a new Daewoo Model G20S/LPS.

4. | O.S.P. Program Sales Agreement between American Business Systems and SEC, dated September 25, 1998, and continuing for five years, regarding a copier machine.

5. | Standard Uniform Rental Service Agreement between Cintas Corporation and SEC, dated November 16, 2001, and continuing for 60 months with automatic renewals for like periods unless terminated 60 days before end of any term, regarding garment services for employee uniforms.

6. | Equipment Lease between G.W. Van Keppel Company/Associates Leasing, Inc. (assigned to Citicapital Commercial Leasing Corporation) and SEC, commencing September 22, 2000, and continuing 66 months, regarding Svadala hydraulic track drill.

7. | Equipment Lease between Midwest Leasing Co. and SEC, dated May 6, 2002, and continuing for 12 months (at which time SEC becomes owner), regarding 1986 Tempe Reefer Cooling Unit for Kinepak Plant located at Hallowell, Kansas Facility.

8. | Equipment Lease between Citicapital Commercial Leasing Corporation and SEC, commencing December 28, 2001, and continuing 60 months, regarding Svadala hydraulic track drill.

9. | Equipment Lease #6 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Hallowell, Kansas Facility.

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10. | Equipment Lease #7 between United Leasing, Inc. and SEC, commencing February 15, 2001, and continuing 24 months, regarding 1995 International Tractor at Pryor, Oklahoma Facility.

11. | Conditional Sale Agreement between Transport International Tool, Inc. and SEC, dated July 17, 2001, commencing October 1, 2001 and continuing 48 months, regarding the purchase of 49 over-the-road trailers.

12. | Purchase Agreement between General Dynamics Ordinance and Tactical Systems and SEC, dated March 11, 2002, final payment due October 15, 2002, regarding watergel slurry production equipment purchased from Marion, Illinois.

13. | Equipment Lease #1 between United Leasing, Inc. and SEC, commencing February 26, 2001, and continuing 36 months, regarding 2001 Chevy Silverado pickup at Pryor, Oklahoma Facility.

14. | Equipment Lease #10 between United Leasing, Inc. and SEC, commencing January 15, 2002, and continuing 36 months, regarding 1999 Ford F-250 pickup at Hallowell, Kansas Facility.

15. | Equipment Lease #2 between United Leasing, Inc. and SEC, commencing February 15, 1998, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

16. | Equipment Lease #5 between United Leasing, Inc. and SEC, commencing March 15, 1999, and continuing 60 months, regarding semi-tank trailer at Pryor, Oklahoma Facility.

17. | Equipment Lease #3 between United Leasing, Inc. and SEC, commencing September 15, 1998, and continuing 60 months, regarding 1998 Mack pumper truck at Pryor, Oklahoma Facility.

18. | Emergency Response Telecommunication Service Agreement between Chem-Tel, Inc. and SEC dated March 25, 1997, renewed through December 31, 2002, regarding 24-hour emergency phone answering services.

19. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated May 2, 1997, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0049, 1995 Kenworth.

20. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated September 18, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0055, 1999 Peterbilt.

21. | Contract Service Agreement between Midwest Leasing Co. and SEC, dated June 25, 1999, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0058, 2000 Peterbilt.

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22. | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 23, 1998, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0053, 1999 Peterbilt.

23. | Contract Service Agreement between Explo-Transport Co. and SEC, dated September 14, 2000, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0059, 2001 Peterbilt.

24. | Contract Service Agreement between Explo-Transport Co. and SEC, dated July 13, 2001, and renewed on annual basis until terminated with 60 days notice, regarding use of Truck No. 0060, 2000 Peterbilt.

25. | Lease between R.K. Black, Inc. and SEC, commencing February 23, 1998, and continuing for 60 months, regarding two (2) Lanier copiers for SEC’s Oklahoma City, Oklahoma office.

26. | Rental Agreement between Pitney Bowes, Inc. and SEC, dated April 4, 1989, expired April 4, 1989, but now paid quarterly, in advance, regarding postage meter for SEC’s Oklahoma City, Oklahoma office.

27. | Quarterly (i.e. requires 90 day notice to terminate) Security and/or Patrol Services Agreement dated April 9, 2002, regarding security patrol at Hallowell, Kansas Facility.

28. | Quarterly (i.e. requires 90 day notice to terminate) Security and/or Patrol Services Agreement dated April 22, 2002, regarding telephone for security patrol at Hallowell, Kansas Facility.

29. | Cleaning Service Contract between SEC and Safety-Kleen Systems, Inc., dated May 2, 2002, expires May 2, 2003, regarding cleaning/services provided to SEC at Hallowell, Kansas Facility.

30. | Construction Agreement between SEC and Mid Central Contract Services, Inc., dated August 7, 2002, regarding construction efforts at Hallowell, Kansas Facility for $208,721.00.

31. | Service Agreement between SEC and U.S. Cellular dated September 23, 2002, expiring September 23, 2003, for cell phone services at Pryor, Oklahoma Facility.

32. | Pricing Agreement between SEC and Heartland Cement through January 31, 2003, regarding turnkey drilling and blasting services by SEC’s Pryor, Oklahoma Facility.

33. | Pricing Agreement between SEC and Lone Star Industries through January 1, 2003, regarding turnkey drilling and blasting services by SEC’s Pryor, Oklahoma Facility.

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34. | Wireless Services Agreement between SEC and AT&T Wireless, expiring April, May (two phones) and December, 2003, regarding four cell phone services at Hallowell, Kansas Facility.

35. | Marketing and Supply Agreement between SEC and Austin Powder Company dated October 5, 1994, terminated as to exclusivity only effective October 5, 1997, but otherwise terminable upon sixty days notice prior to the October 5 automatic annual renewal, regarding Austin Powder Company’s marketing and distributing efforts of watergel products for forest fire fighting and timber boundary demarcation applications.

36. | Non-exclusive License Agreement between SEC and Total Energy Systems Limited (“TES”), dated October 1, 1996, as amended and assigned in that Assignment and Amendment of the Slurry Explosive Corporation License Agreement between SEC, TES and Quantum Explosives Pty. Ltd., dated August 2, 1999, continuing through end of use or breach, regarding use of SEC’s patent rights or technical information to manufacture and sell specific products in plants in Australia, New Zealand, New Guinea, Fiji, Myanmar and Soloman Islands.

37. | Master Services Agreement dated March 14, 2002 for SCS Engineers to perform Comprehensive Investigation/Corrective Action Study for SEC and its counsel, Shook Hardy & Bacon LLP.

38. | Service Agreement, between SEC and LSB, dated January 1, 1992, terminating upon notice on January 1, 2004, or upon LSB giving 90 days notice of termination at anytime, regarding LSB’s performance of certain administrative service for SEC.

39. | Asset Sale and Purchase agreement between SEC and ICI Explosives USA, Inc. (“ICI”), dated as of November 30, 2000, regarding SEC’s acquisition of ICI’s Kinepak Business and Kinepak Assets.

40. | Letter reflecting SEC’s November 6, 2000, offer of employment to Bob Le Blanc, commencing January 1, 2001, including commissions, with expectations of a one to two year employment period.

41. | Listing of SEC employees and their repayment obligations who have received advances made by SEC.

42. | SEC Employees signature pages exhibiting their agreement to the Assignment of Invention, Confidentiality and Non-Compete provisions of the SEC Employee Handbook.

43. | Confidential Disclosure Agreement between SEC and Boyd J. Wathen (“Wathen”), dated October 8, 2002, with no expiration date, regarding the protection of Wathen’s information and ideas related to explosives/blasting agents which incorporate perchlorate and the formulations and methods of making same.

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44. | Agreement between SEC and Oil, Chemical and Atomic Workers International Union, AFL-CIO, Local 5-508, dated March 31, 1997, ending February 5, 1999, regarding terms and conditions of employment.

45. | Last, Best & Final Package Proposal of SEC for Agreement with Paper, Allied Industrial, Chemical and Energy Workers International Union Local 5-508 AFL-CIO (“PACE”), dated February 3, 1999, regarding changes and renewal of March 31, 1997 Agreement reflected above.

46. | Final Offer – SEC’s Final Proposal on “Effects” Related to the Company’s Inability to Continue to Manufacture Explosives because of Los of License, dated February 13, 2002, amended February 18, 2002, regarding effects on SEC’s inability to manufacture on bargaining unit personnel.

47. | Consent Order entered in The Matter of Pollution at Slurry Explosive Corporation, Hallowell, Kansas, Case No. 02-E-0049, Kansas Department of Health and Environment (“KDHE”), dated April 22, 2002, terminating upon KDHE’s notice that terms have been satisfactorily completed.

48. | Confidentiality Agreement between SEC and KESCO, Inc. (“KESCO”), dated September 19, 1994, with no expiration date, regarding information received from KESCO for purposes of evaluating the possible acquisition of KESCO by SEC.

49. | Confidentiality Agreement between SEC and Union Espanola de Explosivos, S.A. (“UEE”), dated May 10, 2002, expiring May 10, 2007, regarding SEC’s information provided to UEE for purposes of evaluating the possible acquisition of SEC’s Hallowell, Kansas Facility.

50. | Confidentiality Agreement between SEC and Wimase Limited (“Wimase”), dated June 18, 2002, expiring June 18, 2004, regarding SEC’s information provided to Wimase for purpose of evaluating the possible acquisition of SEC’s Hallowell, Kansas Facility.

51. | Premium Financing Agreement between SEC and Premier Financing Specialists, Inc., dated effective April 1, 2002, ending January 1, 2003, regarding the premium financing on liability policy from Sorema North America Reins Co.

52. | Workers Compensation monthly insurance premiums to be paid to Berkley Risk, dated April 1, 2002, expiring April 1, 2003, regarding monthly payments for premiums.

53. | Incentive Stock Option Agreement between LSB and Paul Keeling, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

54. | Non-Qualified Stock Option Agreement – 1998 between LSB and Paul Keeling, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

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55. | Incentive Stock Option Agreement between LSB and Paul Keeling, dated July 8, 1999, expiring on July 8, 2009, regarding option on 10,000 shares of LSB stock.

56. | Incentive Stock Option Agreement between LSB and Paul Keeling, dated November 29, 2001, expiring on November 29, 2011, regarding option on 10,000 shares of LSB stock.

57. | Incentive Stock Option Agreement between LSB and William Manion, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

58. | Non-Qualified Stock Option Agreement - 1998, between LSB and William Manion, dated April 22, 1998, expiring on April 22, 2008, regarding option on 5,000 shares of LSB stock.

59. | Incentive Stock Option Agreement between LSB and William Manion, dated July 8, 1999, expiring on July 8, 2009, regarding option on 15,000 shares of LSB stock.

60. | Incentive Stock Option Agreement between LSB and William Manion, dated November 29, 2001, expiring on November 29, 2011, regarding option on 10,000 shares of LSB stock.

61. | 1993 Severance Agreement between LSB and Bill Manion, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

62. | 1993 Severance Agreement between LSB and Paul Keeling, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

63. | Lease Agreement between SEC and Conseco Finance Vendor Services Corporation, dated December 22, 2000, continuing for 24 months, with $1.00 purchase option, regarding computers at SEC’s Oklahoma City, Oklahoma office.

64. | Stipulation for Compromise Settlement in United States of America v. 1.5 Blasting Agents, et al., Civil Case No. 0201096-WEB, U.S.D.C., District of Kansas dated October, 2002, consenting to the forfeiture of product seized by the ATF.

65. | Trademark Security Agreement between Foothill and SEC, et al., dated April 13, 2001, regarding the pledge of certain trademarks (to be released at closing).

66. | Patent Security Agreement between Foothill and SEC, et al., dated April 13, 2001, regarding the pledge of certain patents (to be released at closing).

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Both UTeC and SEC are Parties

1. | Loan and Security Agreement between Foothill and UTeC and SEC, et al., dated April 13, 2001, regarding working capital line of credit (the “Foothill Loan”).

2. | First Amendment to Loan and Security Agreement, dated August 3, 2001, amending the Foothill Loan.

3. | Second Amendment to Loan and Security Agreement, dated May 24, 2002, amending the Foothill Loan (the “Foothill Second Amendment”).

4. | Lockbox Operating Procedural Agreement between Foothill and UTeC and SEC, et al., dated April 13, 2001, regarding operation of lockbox for receivables.

5. | Securities Purchase Agreement between Guggenheim and UTeC and SEC, et al., dated May 24, 2002, regarding the purchase by Guggenheim of certain Notes (the “Securities Purchase Agreement”).

6. | Guaranty by SEC and UTeC, et al. to Guggenheim, dated May 24, 2002, regarding debt created by Securities Purchase Agreement.

7. | Intercreditor Agreement between Foothill, Guggenheim, UTeC and SEC, et al., regarding priorities of security interests of Guggenheim and Foothill.

8. | Indenture between ClimaChem, Inc. (“CCI”), Bank One, NA (“BankOne”), UTeC and SEC, et al., as Guarantors, dated November 26, 1997, regarding the issuance of Senior Notes (the “Indenture”).

9. | Guaranty by UTeC and SEC and other affiliates with respect to the Indenture.

10. | First Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated February 8, 1999, amending and supplementing the Indenture.

11. | Second Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated June 25, 1999, amending and supplementing the Indenture.

12. | Third Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated August 10, 2000, amending and supplementing the Indenture.

13. | Fourth Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated May 30, 2001, amending and supplementing the Indenture.

14. | Fifth Supplemental Indenture between CCI, BankOne and UTeC and SEC, et al., as Guarantors, dated May 24, 2002, amending and supplementing the Indenture.

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Agreements Between SEC & UTeC

1. | Asset Purchase and Sale Agreement between SEC and UTeC, dated May 14, 2002, regarding UTeC’s purchase of SEC’s assets related to Hallowell, Kansas Facility.

2. | Services Agreement between SEC and UTeC, dated August 23, 2002, expiring August 23, 2005, upon thirty days notice, regarding SEC providing certain administrative and human resource services.

3. | Supply Agreement between SEC and UTeC, dated August 30, 2002, terminating August 30, 2003, upon thirty day notice, regarding UTeC’s manufacture of certain product for SEC.

4. | $5,000.00 monthly fee paid by SEC to UTeC for Research, Development and Quality Control work for SEC’s Kinepak plant business, effective March, 2002, and continuing until terminated.

5. | Contribution Agreement between UTeC, SEC and other affiliates, dated April 13, 2001, addressing contribution relating to the obligations under the Foothill Second Amendment.

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Part 3.19(c)
EXCEPTIONS TO COMPLIANCE WITH SELLERS CONTRACTS
Except as may be reflected in Part 3.17(a), which is incorporated herein by reference, Universal Tech Corporation and Slurry Explosive Corporation are aware of no other exceptions required to be disclosed in this Part 3.19(c).

Part 3.20(a)
Universal Tech Corporation (“UTeC”) and Slurry Explosive Corporation (“SEC”) disclose that UTeC and or SEC are parties or are covered by the following insurance policies in effect after January 1, 2001 (copies of which have been provided to Buyers):

Insurer | Policy Period | Coverage | Limit | Policy Number | Premiums
National Union Fire Ins Co (AIG) | 10/1/98-10/1/01 | Directors' & Officers' | 10,000,000 | 8569768 | $ 236,250
Birmingham Fire Insurance | 11/1/00-11/1/01 | Property - 75% - Chemical Group | 75,000,000 | ST 2606115 | $ 573,318
JLT Risk Solutions | 11/1/00-11/1/01 | Property - 25% - Chemical Group | 25,000,000 | LU0029587 | $ 192,665
National Union Fire Ins Co | 11/1/00-11/1/01 | Umbrella | 50,000,000 | BE 7401557 | $ 235,243
Westchester Fire Ins Co | 11/1/00-11/1/01 | Excess Liability | 25,000,000 | HXA 6477500 | $ 35,000
Continental Western Ins Co | 4/1/01-4/1/02 | Workers Compensation - Slurry Explosives - Kansas | 500,000/500,000/500,000 | WC151500194600 | $ 32,992
Oklahoma State Ins Fund | 4/1/01-4/1/02 | Workers Compensation - Slurry Explosives - Oklahoma | 500,000/500,000/500,000 | 00662855011 | $ 12,800
Federal Insurance Co (Chubb) | 4/1/01-4/1/02 | Crime/ Fiduciary Coverage | 5,000,000 Fid / 10,000,000 Crime | 8151 59 65 D | $ 30,312
Sorema NA Reinsurance | 4/1/01-4/1/02 | Package - Slurry Explosives | 1,000,000 / 5,000,000 | 12035-EX-2001 | $ 44,723
Sorema NA Reinsurance | 4/1/01-4/1-02 | Automobile - Slurry Explosives | 1,000,000 | 12036-EX-2001 | $ 48,605
Sorema NA Reinsurance | 4/1/01-4/1/02 | Excess Liability - Slurry Explosives | 5,000,000 | 12037-EX-2001 | $ 28,700
Legion Indemnity Company | 4/18/01-4/18/02 | E&O - Universal Tech | 1,000,000 | LP50640713 | $ 14,368
Companion Life Assurance Co. | 1/1/01-12/31/01 | Stop-Loss Group Policy | 100,000 per person | CLI7362 | $552.83/empl/mo
National Union Fire Ins Co (AIG) | 10/1/01-10/1/02 | Directors' & Officers' | 10,000,000 | 008744308 | $ 114,400
Birmingham Fire Insurance | 11/1/01-11/1/02 | Property - 75% - Chemical Group | 75,000,000 | ST 2606115 | $ 1,025,356
Liberty Insurance Underwriters | 11/1/01-11/1/02 | Property - 25% - Chemical Group | 25,000,000 | 8M0015730011 | $ 341,785
National Union Fire Ins Co | 11/1/01-11/1/02 | Umbrella | 50,000,000 | BE-871-89-68 | $ 334,096
Starr Excess (AIG) | 11/1/01-11/1/02 | Excess Liability | 25,000,000 | 6394199 | $ 66,000
Continental Western Ins Co | 4/1/02-4/1/03 | Workers Compensation - Slurry Explosives - Kansas | 500,000/500,000/500,000 | WC151500194601 | $ 56,620
Oklahoma State Ins Fund | 4/1/02-4/1/03 | Workers Compensation - Slurry Explosives - Oklahoma | 500,000/500,000/500,000 | 662855002 | $ 16,174
Federal Insurance Co (Chubb) | 4/1/02-4/1/03 | Crime/ Fiduciary Coverage | 5,000,000 Fid / 10,000,000 Crime | 8151 59 65 | $ 35,164
Sorema NA Reinsurance | 4/1/02-4/1/03 | Package - Slurry Explosives | 1,000,000 / 5,000,000 | 12035-EX-2002 | $ 73,524
Sorema NA Reinsurance | 4/1/02-4/1/03 | Automobile - Slurry Explosives | 1,000,000 | 12036-EX-2002 | $ 64,784
Sorema NA Reinsurance | 4/1/02-4/1/03 | Excess Liability - Slurry Explosives | 5,000,000 | 12037-EX-2002 | $ 46,000
Underwriters at Lloyds | 4/18/02-4/18/03 | E&O - Universal Tech | 1,000,000 | MEO01757900 | $ 17,250
Sun Life Assurance Co. of Canada | 1/01/02-1/01/03 | Stop-Loss Group Policy | 125,000 per person | 68715 | $435.21/empl/mo

Part 3.20(b)
SELF INSURANCE ARANGEMENTS
Universal Tech Corporation and Slurry Explosives Corporation have the following self-insurance arrangements:
The Dental, Vision, and Weekly Income Benefits are self-insured. The Medical and Behavioral Health are self-insured, with a $125,000 per claim specific stop loss limit. After that amount, the company has a Reinsurance Policy that pays the remainder of the claim up to a designated limit of $1,000,000 per covered person under the Plan. A Third-Party Administrator processes the claims. Under the self-insured benefit plan, reserves do not apply. The company accrual is based on claims paid and administrative fees.

Part 3.21
EXCEPTIONS TO REPRESENTATIONS ON ENVIRONMENTAL MATTERS
In February 2002, Slurry Explosive Corporation (“SEC”) received a proposed consent administrative order (“Consent Order”) from the Kansas Department of Health and Environment (“KDHE”), regarding SEC’s Hallowell, Kansas manufacturing facility (“Hallowell Facility”). The proposed Consent Order states that there exists soil and groundwater contamination, and there exists surface water contamination in the strip pit adjacent to the Hallowell Facility. There are no known users of the groundwater in the area. The adjacent strip pit is used for fishing. The Consent Order was subsequently signed and become effective on April 22, 2002. Under the terms of the Consent Order, SEC will be required a) to submit an environmental assessment work plan to the KDHE for review and approval, b) to agree with the KDHE as to any required corrective actions to be performed at the Hallowell Facility, and c) to provide reports to the KDHE, all of the preceding in accordance with the time frames and formats required in the Consent Order. The draft work plan was submitted to the KDHE on June 20, 2002. The KDHE has commented on the draft Work Plan and SEC is in the process of preparing a response thereto. SEC has also received a request by the KDHE to accelerate the investigation of the strip pit due to its public access.
On August 7, 2002 the KDHE took samples of surface water and soil samples at the underwater laboratory site in Hallowell, Kansas of Universal Tech Corporation (“UTeC”). The KDHE has indicated that it will test the samples for nitrates and perchlorates
On August 1, 2002, there was an NOx release at the SEC Hallowell, Kansas site. SEC notified the required regulatory agencies in a timely manner and submitted follow-up reports to the same agencies. No negative impact to SEC and the facility is expected from this release incident, such as a fine by the KDHE or the Environmental Protection Agency. Although certainly unusual for SEC, CERCLA/EPCRA reportable releases are quite common throughout the country and seldom result in any regulatory enforcement action unless they are unusually severe with respect to off-site impacts or the frequency of release represents a pattern. Neither was the case in this release incident.

Part 3.21(g)
LIST OF ENVIRONMENTAL REPORTS, STUDIES, ANALYSES,
TESTS AND MONITORING DATA

1. | Consent Agreement 98-E-0109 and related documents:

a. | January 19, 1996 letter from William Potter, Jayhawk Site Group, to Robert Elder, KDHE.

b. | Phase IV Agreement and Related Documents

c. | July 22, 1999 fax from Donald Schrag, attorney, to David Shear and others.

d. | Declaration of Restrictive Covenants Regarding Groundwater, dated November 11, 1999.

2. | Stormwater Pollution Prevention Plans (3-ring binder) for Pryor, Oklahoma, Hallowell, Kansas, Pruf Plant, including: Certification, Notice of Intent, Pollution Plan, Quarterly Inspections, Quarterly Visual Quality Checks, Annual Inspections/Comprehensive Site Compliance Evaluation Reports, Employee Training Records.

3. | Environmental Assessment Findings for Slurry Explosive Corporation (“SEC”) (3-ring binder) presented to Household Commercial, submitted by Maecorp Incorporated, October 21, 1991, Report No. KS-2427

4. | Comprehensive Investigation Corrective Action Study Work Plan (3-ring binder) for SEC, prepared by SCS Engineers, June 2002.

5. | Preliminary Assessment/Screening Site Inspection, SEC, Hallowell, Kansas, prepared by KDHE, August, 1995.

6. | Preliminary Review/Visual Site Inspection Report, Thermex Energy Corporation, Columbus, Kansas, prepared for EPA by A.T. Kearney, Inc., March 1988.

7. | Inspection Report dated August 23, 2002 from Lynn Slugantz, EPA, to John Carver, SEC.

8. | NOX Release at Hallowell, Kansas Plant August 1, 2002, including:

a. | Form A Release Report submitted August 2, 2002

b. | Follow-up Report from John Carver, SEC, to Kansas Emergency Management dated August 6, 2002

9. | Real Estate Audit/Compliance Checklist for Pryor, Oklahoma location, from John Carver to David Shear and Ann Muise, dated October 12, 1994.

10. | Disposal of Non-Hazardous Wastewater by Reddi Root’r of Wichita, Kansas, including Manifest 23089 and 24582, and wastewater analysis by M.D. Chemical and Testing.

11. | Disposal of Waste at Jayhawk Lab, including Memos from John Carver to Gary Eck, dated May 12, 2002 and May 30, 2000, and copies of four (4) waste manifests.

12. | Memorandum to file by John Carver dated September 14, 1998 regarding purchase of forty (40) acres at Hallowell, Kansas location.

13. | Air Permit Application for Universal Tech Corporation (“UTeC”) Pruf Plant, including:

a. | KDHE Report of New or Altered Source of Potential Air Pollutants, dated July 18, 1994.

b. | Construction Permit with cover letter from Eugene Sallee, KDHE, to Oldrich Machacek, UTeC, dated October 31, 1994.

c. | Air Emission Inventory for SEC Hallowell Plant prepared by Bentley Environmental, dated May 1995, faxed to Carl Christiansen.

d. | KDHE Report of New or Altered Source of Potential Air Pollutants, dated November 29, 1995.

e. | Draft letter from Oldrich Machacek, UTeC, to KDHE dated August, 1995.

f. | Notice on Title V air permits from KDHE.

g. | Letter from John Carver, UTeC, to KDHE dated March 10, 1998 regarding air permit modification.

h. | Letter from Daizy Dondass, KDHE, to John Carver, UTeC, dated April 10, 1998 responding to air permit modification.

14. | KDHE Consent Order 02-E-0049 for Hallowell, Kansas plant, including:

a. | Consent Order, dated March 28, 2002.

b. | Letter from David Shear, SEC, to Dave Walsh, KDHE, noting change of ownership from SEC to UTeC.

c. | Memorandum from John Carver, dated September 10, 2002 on initial sampling results on water from strip pit.

15. | Air Emission Inventory for SEC, Hallowell, Kansas, dated May 1995, by Bentley Environmental, including cover letter to John Carver, dated May 3, 1995.

16. | ECS Risk Assessment Survey of SEC, Hallowell, Kansas location, including:

a. | Letter from Allen Barron, ECS, to Bill Manion, SEC, dated July 5, 2001.

b. | Letter from Allen Barron, ECS, to Bill Manion, SEC, dated July 23, 2001.

c. | Letter from Allen Barron, ECS, to Bill Manion, SEC, dated August 14, 2001.

d. | Letter from Bill Manion, SEC, to Allen Barron, ECS, dated August 22, 2001.

17. | Title II Reports, SEC Hallowell Plant, 1994 through 2001.

18. | Form R Reports, SEC Hallowell Plant, 1994 through 2001.

19. | ECS Application for Pollution Liability Insurance for SEC Hallowell Plant, April 2001.

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20. | Dyno-Nobel Closure of Burn Area near UTeC Pruf Plant, including:

a. | Closure Plan, Thermex Energy Burning Area, Hallowell, Kansas, by Rust Environment, dated July 1995.

b. | Summary of Non-Hazardous Waste Removal, Thermex Energy Burning Area, Hallowell, Kansas, by Rust Environment, dated March 1996.

c. | Closure Sampling Results, Thermex Energy Burning Area, Hallowell, Kansas, by Rust Environment, dated March 1996.

d. | Letter dated May 8, 1995 from Neal Olsen, Dyno-Nobel, to John Carver, LSB.

e. | Letter dated May 18, 1995 from John Carver, LSB to Neal Olsen, Dyno Nobel.

f. | Letter dated June 16, 1995 from Neal Olsen, Dyno-Nobel to John Carver, LSB.

g. | Letter dated September 20, 1995 from Andrea Austin, KDHE, to Neal Olsen, Dyno Nobel.

h. | Letter dated October 4, 1995 from Neal Olsen, Dyno Nobel to John Carver, LSB.

i. | Memorandum dated January 31, 1996 from John Carver, LSB, to Gary Eck, UTeC, regarding closure of old process sump.

j. | Letter dated March 13, 1996 from Jon Hoogenboom, Rust Environment, to Andrea Austin, KDHE, certifying closure of burn area.

21. | Baseline Monitoring Well Installation, Soil Overburden Sampling, and Laboratory Analyses, UTeC Pruf Plant, prepared by Triad Environmental Services dated September 6, 1995.

22. | EPA Inspection, SEC, Pryor, Oklahoma, Tier II Violation, including:

a. | Letter dated December 18, 1995 from Steve Mason, EPA, to Jim Keen, SEC.

b. | Letter dated January 16, 1996 from John Carver, SEC, to Steve Mason, EPA.

23. | UTeC Form R - Memorandum dated June 16, 2000 from Gary Eck to John Carver on Form R Exemption.

24. | Tier II Reports, UTeC Pruf Plant and Underwater Lab, 1994 through 2001.

25. | Tier II Reports, SEC Pryor, Oklahoma, 1994 through 2001.

26. | RMP Applicability - memorandum dated February 9, 1998 from John Carver to Mark Stowell, SEC.

27. | Report on Phase I Environmental Risk Assessment, Thermex Energy Corporation, prepared by Allgeier, Martin & Assoc., dated April 1990.

28. | Interim Status Compliance Plans for Thermex Energy prepared by Radian Corporation, dated July 1987.

29. | Closure Plan for Surface Impoundments at Thermex Energy prepared by Radian Corporation dated June 1987.

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30. | Letter dated April 27, 1970 from Leonard Imhof, KDHE, to W.B. Macomber, Gulf Oil, regarding complaint received in connection with industrial wastes being dumped into a strip pit.

31. | Letter dated July 19, 1974 from Darrel Shumake, Office of the Cherokee County Attorney, to Melville Grey, KDHE, regarding discharge of acid and other pollutants by Gulf Oil at Hallowell, Kansas facility.

32. | Letter dated November 6, 1974 from William Towery, KDHE, to B.G. Yoakam, Gulf Oil, regarding appraisal on wastewater facilities serving Hallowell, Kansas facility.

33. | Letter dated July 10, 1975 from Kent Lynch, Office of the Cherokee County Attorney, to Melville Grey , KDHE, requesting copies of test results.

34. | Letter dated July 15, 1975 from Jack Burris, KDHE, to Kent Lynch, Office of Cherokee County Attorney, transmitting an analysis report and a copy of a map showing sampling locations.

35. | Deposition Subpoena, dated December 30, 1976, issued by the U.S. District Court for the District of Kansas to Gerald Stoltenberg in connection with Raymond & Maude Griffitt v. Pittsburg & Midway Coal Mining Co., et al., Civil Action File No. 75-45-C6.

36. | KDHE Report of Investigation dated February 5, 1992.

37. | Memorandum dated April 9, 1993 from Bill Thornton to Paul Belt, regarding complaining through EPA that environmental laws were being violated at SEC Hallowell, Kansas facility.

38. | Telephone Conversation Memo of a call placed by Stan Harter on April 9, 1993 to Marian Massoth, regarding a complaint received from a private citizen regarding discharge occurring from SEC Hallowell, Kansas facility.

39. | Telephone Conversation Memo of a call placed by Marian Massoth to Terry Wright, SEC, on April 12, 1993, regarding discharge during deactivation of a pond at the SEC Hallowell, Kansas facility.

40. | Telephone Conversation Memo of a call placed by Kelly Finn to Stan Harter on April 12, 1993, regarding lagoon closure at SEC Hallowell, Kansas facility.

41. | Telephone Conversation Memo of a call placed by Emily McGuire to Marian Massoth on April 14, 1993, regarding discharge from SEC Hallowell, Kansas facility.

42. | Letter dated April 14, 1993 from Randall Rathbun, Depew, Gillen & Rathbun, to Rick Bean, KDHE, requesting authorization to review records of SEC.

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43. | Memorandum dated July 20, 1993 from Bill Thornton, KDHE, to Eric Staab, documenting KDHE activity concerning SEC since March 5, 1993.

44. | Memorandum dated October 4, 1993 from Ed Alvis, Kansas Department of Wildlife and Parks, to Roger Brazier, legal counsel, regarding request from Randall Rathbun to review records of SEC.

45. | Kenneth A. Griffitt, et ux. v. Slurry Explosive Corporation, Case No. 94C2514, filed in the Eighteenth Judicial District, District Court of Sedgwick County, Kansas, Civil Department (the “Griffitt Action”).

a. | Memorandum dated December 5, 1994 from Bill Manion, SEC, to David Shear, SEC, regarding the Griffitt Action.

b. | Summons and Petition served on SEC in connection with the Griffitt Action.

c. | Journal Entry of Judgement filed by SEC in connection with the Griffitt Action.

d. | Answer filed by SEC in connection with the Griffitt Action.

e. | Stipulation of Dismissal with Prejudice filed by Griffitt in connection with the Griffitt Action.

f. | Order of Dismissal with Prejudice as to Defendant Slurry Explosive Corporation filed in connection with the Griffitt Action.

g. | General and Final Release, dated October 24, 1996, by Kenneth A. Griffitt and Linda L. Griffitt.

46. | Letter dated May 11, 1970 from R.W. Barth, Gulf Oil, to Howard Duncan, KDHE, regarding the registration of the Hallowell, Kansas facility.

47. | Memorandum dated May 26, 1970 from Howard Stoltenberg, KDHE, to Leonard Imhof, regarding strip pit water wastes from Gulf Chem Co. blasting powder mix plant.

48. | Letter dated June 22, 1970 from Howard Duncan, KDHE, to W.R. Barth, Gulf Oil, regarding water pollution control at the Gulf Hallowell, Kansas facility.

49. | Sewarage and Sewage Disposal Application dated July 17, 1970 from Gulf Oil Company to KDHE.

50. | Letter dated July 17, 1970 from B.G. Yoakam, Gulf Oil, to Howard Duncan, KDHE, regarding sanitary waste discharge from the Gulf Hallowell, Kansas facility.

51. | Memorandum dated August 10, 1970 from Howard Duncan, KDHE, to Leonard Imhof, regarding proposal for water pollution control facilities to serve the Gulf Hallowell, Kansas facility.

52. | Memorandum dated September 24, 1970 from Leonard Imhof, KDHE, to Howard Duncan, KDHE, regarding proposal for water pollution control facilities to serve the Gulf Hallowell, Kansas facility.

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53. | Letter dated November 17, 1970 from B.G. Yoakam, Gulf Oil, to Howard Duncan, KDHE, requesting expediting of approval of water pollution control proposal at Gulf Hallowell, Kansas facility.

54. | Letter dated March 18, 1971 from B.G. Yoakam, Gulf Oil, to Howard Duncan, KDHE, regarding approval of construction of water pollution control proposal at Gulf Hallowell, Kansas facility.

55. | Memorandum (undated) from Leonard Imhof, KDHE, to N.J. Burris, regarding approval of construction of water pollution control proposal at Gulf Hallowell, Kansas facility.

56. | Letter dated March 23, 1971 from George Moore, Kansas Forestry, Fish and Game Commission, to Howard Duncan, KDHE, requesting approval of the construction of water pollution control proposal at Gulf Hallowell, Kansas facility.

57. | Letter dated June 29, 1971 from Gyula Kovach, KDHE, to B.G. Yoakam, Gulf Oil, requesting additional information in connection with the water pollution control proposal at Gulf Hallowell, Kansas facility.

58. | Letter dated July 28, 1971 from B.G. Yoakam, Gulf Oil, to Gyula Kovach, KDHE, providing additional information in connection with the water pollution control proposal at Gulf Hallowell, Kansas facility.

59. | Letter dated August 11, 1971 from Gyula Kovach, KDHE, to B.G. Yoakam, Gulf Oil, acknowledging receipt of additional information provided by Gulf Oil in connection with the water pollution control proposal at Gulf Hallowell, Kansas facility.

60. | Letter dated September 29, 1971 from B.G. Yoakam, Gulf Oil, to Gyula Kovach, KDHE, transmitting engineering construction drawings and specifications in connection with the water pollution control proposal at Gulf Hallowell, Kansas facility.

61. | Letter dated October 26, 1971 from Gyula Kovach, KDHE, to B.G. Yoakam, Gulf Oil, approving the plans in connection with the water pollution control proposal at the Gulf Hallowell, Kansas facility.

62. | Letter dated May 9, 1972 from Gyula Kovach, KDHE, to B.G. Yoakam, Gulf Oil, requesting completion status of construction of wastewater treatment facilities at Gulf Hallowell, Kansas facility.

63. | Letter dated May 24, 1972 from B.G. Yoakam, Gulf Oil, to Gyula Kovach, KDHE, notifying of completion of wastewater treatment facilities at Gulf Hallowell, Kansas facility.

64. | Letter dated November 29, 1972 from Robert Hartmann, Kansas Forestry, Fish and Game Commission, to Richard Duty, KDHE, regarding discharge of effluent at Gulf Hallowell,

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| Kansas facility, and attached memorandum dated June 12, 1972 from Gyula Kovach, KDHE, to Leonard Imhof, KDHE, requesting final inspection of wastewater treatment facilities at Gulf Hallowell, Kansas facility.

65. | Letter dated December 15, 1972 from Gyula Kovach, KDHE, to B.G. Yoakam, Gulf Oil, transmitting letter dated November 29, 1972 from Robert Hartmann, Kansas Forestry, Fish and Game Commission.

66. | Letter dated December 20, 1972 from B.G. Yoakam, Gulf Oil, to Gyula Kovach, KDHE, proposing erection of dikes to alleviate effluent discharge at Gulf Hallowell, Kansas facility.

67. | Letter dated February 27, 1973 from Gyula Kovach, KDHE, to B.G. Yoakam, Gulf Oil, requesting notification upon completion of dike erection at Gulf Hallowell, Kansas facility.

68. | Letter dated March 8, 1973 from B.G. Yoakam, Gulf Oil, to Gyula Kovach, KDHE, informing of completion of dike erection at Gulf Hallowell, Kansas facility.

69. | Memorandums dated September 10, 1974 from Bill Towery, KDHE to:

a. | H.A. Stoltenberg, KDHE, requesting chemical analysis of a sample taken at Gulf Hallowell, Kansas facility.

b. | Jack Burris in connection with complaint made by Raymond Griffitt regarding discharge at Gulf Hallowell, Kansas facility.

70. | Memorandum dated October 10, 1974 from Stoltenberg, KDHE, to W.T. Towery, KDHE, regarding samples collected at Gulf Hallowell, Kansas facility.

71. | Letter dated November 20, 1974 from Steven Rogers, KDHE, to B.G. Yoakam, Gulf Oil, transmitting short form C in connection with Permit No. I-NE75-NP01.

72. | Letter dated June 23, 1975 from Kent Lynch, Office of the Cherokee County Attorney, to Melville Grey, KDHE, requesting test results.

73. | Memorandum dated July 1, 1975 from Bill Towery, KDHE, to N.J. Burris, regarding review of Gulf Hallowell, Kansas facility.

74. | KDHE Non-Discharging Wastewater Facility Inspection Form for Gulf Hallowell, Kansas facility inspection performed by William Towery, KDHE, on December 16, 1975.

75. | Memorandum dated December 22, 1975 from Bill Towery, KDHE, to Don Carlson, KDHE, regarding inspection of Gulf Hallowell, Kansas facility.

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76. | Memorandum dated February 12, 1976 from Bill Towery, KDHE, to Don Carlson, KDHE, transmitting wastewater plans and specifications for Gulf Hallowell, Kansas facility (proposal attached thereto).

77. | Letter dated November 15, 1976 from William Towery, KDHE, to B.G. Yoakam, Gulf Oil, in connection with site visit of November 9, 1976 to the Gulf Hallowell, Kansas facility.

78. | Letter dated February 8, 1979 from John Goetz, KDHE, to Sherill Cantrell, Gulf Oil, regarding issuance of NPDES Permit I-NE75-NP01.

79. | Letter dated March 5, 1979 from R.D. Benjamin, Gulf Oil, to John Goetz, KDHE, regarding submission of the NPDES Permit I-NE75-NP01.

80. | NPDES Permit No. I-NE75-NP01 Application from Gulf Oil dated March 30, 1979.

81. | Letter dated April 2, 1979 from R.D. Benjamin, Gulf Oil, to John Goetz, KDHE, transmitting NPDES Permit Application.

82. | Memorandum from Joel Rife, KDHE, to File, regarding site visitation on July 11, 1979.

83. | Letter dated July 25, 1979 from Joel Rife, KDHE, to W.L. Jacobberger, Gulf Oil, regarding results of July 11, 1979 site visitation.

84. | Telephone Conversation Record of call placed on September 27, 1979 from Bruce Taggert to Joel Rife, KDHE, regarding levee construction by Gulf Oil and Gulf Hallowell, Kansas facility.

85. | Letter dated December 21, 1979 from Barbara Bowerman, KDHE, to Dick Benjamin, Gulf Oil, requesting documentation of construction of wastewater treatment facility in order to issue NPDES permit.

86. | Letter dated January 3, 1980 from R.D. Benjamin, Gulf Oil, to Joel Rife, KDHE, providing status of construction of wastewater treatment facility at Gulf Hallowell, Kansas facility.

87. | KDHE Facility Inspection Form in connection with inspection of Gulf Hallowell, Kansas facility performed by Joel Rife on April 17, 1980.

88. | Letter dated May 5, 1980 from Gerald Stoltenberg, KDHE, to Gulf Oil transmitting approved NPDES permit.

89. | Letter dated June 5, 1981 from D.L. Caputo, Gulf Oil, to EPA, providing notification of hazardous waste activities at three (3) Gulf Oil facilities.

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90. | Application for Kansas Hazardous Waste Storage, Treatment, and Disposal Facility Permit, dated June 15, 1981, submitted to KDHE by Gulf Oil for Gulf Hallowell, Kansas facility.

91. | Internal Correspondence dated October 29, 1981 from N.E. Gehrig. Gulf Oil, to J.M. Jones, Gulf Oil, regarding delisting of underwater laboratory testing facility.

92. | Letter (not dated) from EPA to Gulf Oil returning Part A of a permit application, due to facility being non-regulated.

93. | Letter from J.M. Jones, Gulf Oil to John Goetz, KDHE, transmitting Gulf Oil’s federal application for a hazardous waste storage permit for Gulf Hallowell, Kansas facility.

94. | Memorandum dated December 1, 1982 from Vivek Kamath, Gulf Oil, to File, regarding site inspection performed on November 9, 1982.

95. | Memorandum dated January 7, 1983 from Donald Carlson, KDHE, to File, regarding notification by Vivek Kamath, Gulf Oil, of discharge by Gulf Oil of high levels of aluminum to waste stabilization ponds and response thereto.

96. | Letter dated January 11, 1983 from M. J. Hilton, Gulf Oil, to John Goetz, KDHE, notifying of future transmission of 1981 and 1982 annual report for non-regulated material.

97. | Letter dated January 24, 1983 from Vivek Kamath, KDHE, to Chet McLaughlin, EPA, regarding delisting by EPA of two (2) Gulf Oil facilities.

98. | Letter dated August 1, 1983 from Bill Towery, KDHE, and KDHE Waste Stabilization Pond Inspection Form to James Carter, Gulf Oil, regarding site inspection performed by Bill Towery on July 22, 1983 of Gulf Hallowell, Kansas facility.

99. | Letter dated August 18, 1983 from John Mitchell, KDHE, to W.L. Jacobberger, Gulf Oil, informing of non-regulated status of Gulf Hallowell, Kansas facility.

100. | Letter dated September 14, 1983 from J.L. Carter, Gulf Oil, to William Towery, KDHE, regarding corrective measures taken and to be taken in connection with July 22, 1983 site inspection of Gulf Hallowell, Kansas facility performed by KDHE.

101. | Letter dated September 16, 1983 from William Towery, KDHE, to J.L. Carter, Gulf Oil, regarding follow-up inspection of the Gulf Hallowell, Kansas facility to be made by KDHE after implementation of corrective measures.

102. | Memorandum dated October 10, 1983 from Donald Carlson, KDHE, to File, regarding land disposal of wastewater at Gulf Hallowell, Kansas facility.

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103. | Letter dated February 7, 1984 from Allan Abramson, KDHE, to Gulf Oil, transmitting status report on Gulf Hallowell, Kansas facility and requesting corrections thereto and additional information.

104. | Letter dated October 24, 1984 from Marla Noak, KDHE, to Jane Ratcliffe, EPA, responding to Gulf Oil’s request to withdraw Part A application for two (2) facilities.

105. | Letter dated March 30, 1987 from Janel Rogers, KDHE, to Sheila Hoover, Thermex, responding to Thermex’s request for delisting petition for two (2) facilities (formerly owned by Gulf Oil).

106. | Letter dated April 24, 1987 from Janel Rogers, KDHE, to Sheila Hoover, Thermex, regarding submission by Thermex of Part A Hazardous Waste Permit Application for two (2) Thermex facilities.

107. | Letter dated July 31, 1987 from Dwight Burroughs, Thermex, to John Goetz, KDHE, transmitting revised Part A permit application for Thermex Underwater Lab.

108. | Memorandum dated August 7, 1987, to Michael Sanderson, EPA, from Suzanne Rudzinski, EPA regarding Thermex/Radian’s request for guidance on compliance dates for submitting Part B permit application, issuing or denying a RCRA permit, and complying with minimum technological requirements for surface impoundments.

109. | Letter dated August 24, 1987 from John Mitchell, KDHE, to Dwight Burroughs, Thermex, informing of amendment of status of Thermex Hallowell, Kansas facility to a hazardous waste transporter.

110. | Letter dated October 14, 1987 from Dwight Burroughs, Thermex, to Bill Towery, KDHE, regarding site inspection performed by KDHE of Thermex Hallowell, Kansas facility on September 3, 1987.

111. | Letter dated November 4, 1987 from William Towery, KDHE, to Dwight Burroughs, Thermex, regarding correction of deficiencies noted during June 24, 1987 site inspection performed by KDHE of Thermex Hallowell, Kansas facility.

112. | Memorandum dated November 30, 1987 from Donald Carlson, KDHE to John Goetz, KDHE, regarding resolution of problems at Thermex Hallowell, Kansas facility.

113. | Letter of Warning dated December 7, 1987 from John Goetz, KDHE, to Dwight Burroughs, Thermex, regarding deadline of implementation of activities outlined in hydrogeologic investigation prepared by Radian Corporation.

114. | Memorandum dated December 9, 1987 from Bill Towery, KDHE, to John Goetz, KDHE, regarding November 30, 1987 site inspection of Thermex Hallowell, Kansas facility.

10

115. | Letter dated December 16, 1987 from Donald Carlson, KDHE, to Dwight Burroughs, Thermex, granting of permission for remedial action in connection with Thermex Hallowell, Kansas facility.

116. | Letter dated December 17, 1987 from Dwight Burroughs, Thermex, to John Goetz, KDHE, regarding implementation of hydrogeologic investigation plan.

117. | Letter dated April 4, 1988 from Oldrich Machacek, Thermex, to John Goetz, KDHE, regarding re-evaluation by Thermex of regulatory status of Thermex Hallowell, Kansas facility.

118. | Letter dated January 26, 1989 from Oldrich Machacek, Thermex, to Steve Broslavick, KDHE, submitting information to enable the KDHE to make a ruling on a waste exemption request by Thermex for the Thermex Hallowell, Kansas facility

119. | Letter dated August 2, 1989 from Oldrich Machacek, Thermex, to Steve Broslavick, KDHE, regarding chromium crosslinkers and generation and disposal of waste explosives at the Thermex Hallowell, Kansas facility.

120. | Attendance Record dated August 15, 1990.

121. | Special Report by Gulf Oil dated April 27, 1970 regarding washdown water sample taken at Gulf Hallowell, Kansas facility.

122. | Letter dated March 17, 1971 from Nicholas Duffett and Howard Stoltenberg, KDHE, to Myrl Rennie, and Memorandum dated March 17, 1971 from Howard Stoltenberg, KDHE, to Leonard Imhof, KDHE, regarding results of water samples collected February 28, 1971 and March 6, 1971 from strip pit near Gulf Hallowell, Kansas facility.

123. | Memorandum dated November 14, 1974 from Howard Stoltenberg, KDHE, to W.T. Towery, KDHE, regarding samples collected November 1, 1974 from streams in Cherokee County which may possibly be contaminated by mine wastes from Gulf Hallowell, Kansas facility.

124. | Memorandum dated November 22, 1974 from Howard Stoltenberg, KDHE, to W.T. Towery, KDHE, regarding sample survey (collected November 15, 1974) of the Cherry Creek Basin in Cherokee County below the discharge from the Pittsburg and Midway Mining Co.

125. | Letter dated October 28, 1986 from Clifford Baker, Wilson Laboratories, to Sheila Hoover, Thermex, regarding additional information on analysis performed on behalf as a subcontractor of QWAL Laboratories.

126. | Letter dated November 19, 1985 from Thermex to Steve Broslavick, KDHE, regarding analysis of holding ponds by QWAL Laboratories.

11

127. | Letter dated November 24, 1987 from Dwight Burroughs, Thermex, to John Goetz, KDHE, requesting permission for land application of wastewater at Thermex Hallowell, Kansas facility.

128. | Letter dated December 11, 1987 from Dwight Burroughs, Thermex, to John Goetz, KDHE, transmitting lab report on wastewater from surface impoundments at Thermex Hallowell, Kansas facility.

129. | Letter dated June 27, 1989 from Dale Kennedy, Aptus Environmental Services, to Gary Eck, Thermex, transmitting laboratory analysis report for sample received from Thermex on June 7, 1989.

130. | Letter dated August 13, 1990 from Gary Eck, Thermex, to Mike Sanderson, EPA, regarding proper classification of sludge materials from wastewater pond located at Thermex Hallowell, Kansas facility.

131. | Memorandum from Stan Harter, Mined Land Wildlife Area, to John Silovsky, in connection with detail of events regarding plan of SEC for cleanup of SEC Hallowell, Kansas facility.

132. | Letter dated September 8, 1995 from Travis Kogl, KDHE, to Stan Harder, Mined Land Wildlife Area, regarding analytical results for surface water and soil samples collected by the KDHE from the Mined Land Wildlife Area.

133. | Conversation Record dated March 22, 2000 regarding site visit for purpose of sample collection at SEC Hallowell, Kansas facility.

134. | Letter dated February 25, 2002 from Christopher McDonald, Shook, Hardy and Bacon, to John Carver, LSB Chemical Corp., and Dave Hempelman, SCS Engineers, transmitting materials received from the Department of Wildlife & Parks on SEC.

a. | Letter dated February 20, 2002 from Rob Riggin Kansas Department of Wildlife & Parks to Chris McDonald, Shook, Hardy, Bacon, transmitting water quality tests and correspondence relating to water quality issues associated with SEC.

135. | Letter dated February 8, 2001 from Christopher McDonald, Shook, Hardy & Bacon, to Ronald Hammerschmidt, KDHE, requesting access to and copies of all documents and information relating to SEC located in Hallowell, Kansas.

136. | Letter dated February 21, 2000 from Gene Curtis, Thiokol Propulsion, to Ron Hammerschmidt, KDHE, regarding FOIA request to review environmental records for the UTeC Hallowell, Kansas facility.

137. | Letter dated March 5, 1999 from Rick Bean, KDHE, to Terry Wright, SEC, regarding nitrate contamination in the soil and ground water at the SEC Hallowell, Kansas facility.

12

138. | Letter dated September 14, 1995 from KDHE to Peter Culver, EPA, regarding screening site inspection of SEC Hallowell, Kansas facility.

139. | Letter dated September 19, 1995 from Travis Kogl, KDHE, to Terry Wright, SEC, transmitting results for samples collected at SEC Hallowell, Kansas facility by the KDHE as part of a Preliminary Assessment/Screening Site Inspection.

140. | Latitude and Longitude Calculation Worksheet #1 for SEC Hallowell, Kansas facility performed by Angela Babbit on July 11, 1995.

141. | Part of a memorandum from Steve Broslavick, KDHE, regarding an August 15, 1993 meeting.

142. | Letter dated August 18, 1993 from Kelly Fin, KDHE, to Terry Wright, SEC, regarding dewatering of a pit adjacent to SEC Hallowell, Kansas facility.

143. | Conversation Record dated August 17, 1993 of telephone calls between Kelly Finn, KDHE, and (a) Chuck Getchell, SEDO, regarding approval to dewater; (b) Rex Heape, SEDO, regarding land application; (c) Terry Wright, SEC, regarding dewatering of stormwater pond; and (d) Rex Heape, SEDO, regarding land application.

144. | Conversation Record dated August 16, 1993 of telephone calls between Kelly Finn, KDHE, and (a) Rod Geisler, KDHE, regarding irrigation with stormwater from a pond; and (b) Terry Wright, SEC, regarding dewatering.

145. | Memorandum dated August 4, 1993 from Stan Harter, Mined Land Wildlife Area, to Ed Alvis, transmitting memorandum of agreement to establish responsibilities for the cleanup of the settling ponds and grounds at SEC Hallowell, Kansas facility.

146. | Letter dated July 19, 1993 from Kelly Finn, KDHE, to Terry Wright, SEC, regarding discharge to a stream from a detention pond at SEC Hallowell, Kansas facility.

147. | Memorandum from Kelly Finn, KDHE, to Marian Massoth, KDHE, regarding inspection of SEC Hallowell, Kansas facility by SEDO staff.

148. | Memorandum dated November 2, 1992 from Steve Broslavick, KDHE, to Don Carlson, KDHE, transferring oversight of the closure of the SEC Hallowell, Kansas facility’s lagoon system to the Bureau of Water.

149. | Letter dated October 22, 1992 from Terry Wright, SEC, to Steve Broslavick, KDHE, regarding closure plan for EPA.

150. | Letter dated December 3, 1991 from Terry Wright, SEC, to Steve Broslavick, KDHE, regarding closure plan for EPA.

13

151. | Letter dated October 16, 1991 from Steve Broslavick, KDHE, to Terry Wright, SEC, regarding closure plan for EPA.

152. | Letter dated August 5, 1991 from Terry Wright, SEC, to Steve Broslavick, KDHE, regarding final test on sludge.

153. | Letter dated March 20, 1991 from Terry Wright, SEC, to Steve Broslavick, KDHE, regarding purchase by SEC from Thermex of Hallowell, Kansas facility.

14

Part 3.22(a)
EXECUTIVE INFORMATION

|  |  |  |  |  |  | Date Last |  | Eligibility |  |  |
|  |  | Hire | H(ourly)/ | Current | Previous | Rate | Car | Hire | Accum | Accum |
Employee Name | Employer | Job Title | Date | S(alaried) | Rate* | Rate | Change | Allowance* | Date | Vacation** | Sick Leave**
|  |  |  |  | ($) | ($) |  | ($) |  | (days) | (days) |
Daniel D Clanton | SEC | Sr. Technical Sales Representative | 1/28/1989 | S | 2,307.70 | 1,888.47 | 2/10/2000 | 265.39 | 1/28/1989 | 6 | N/A |
Deanna Jean Cox | SEC | Marketing Assistant | 11/1/2000 | H | 11.00 | 10.00 | 11/13/2001 |  | 11/1/2000 | 5 | 48 |
Terri L Davis | SEC | Administrative Services Manager | 3/6/1989 | S | 1,230.77 | 1,153.85 | 9/19/2000 |  | 3/6/1989 | 12 | N/A |
Jason Eric Herron | SEC | Driller | 7/16/2001 | H | 10.00 | 9.00 | 10/2/2001 |  | 7/16/2001 | 5 | 16 |
Travis R Holt | SEC | Driller | 9/9/2002 | H | 10.00 |  |  |  | 9/9/2002 | 0 | 0 |
Paul S Keeling | SEC | Vice President/Marketing | 1/28/1989 | S | 3,692.31 | 3,538.47 | 11/13/2001 | 230.77 | 1/28/1989 | 8 | N/A |
James W Keen | SEC | Mine Services & Retail Sales Manager | 1/28/1989 | S | 2,500.00 | 2,384.62 | 2/10/2000 | 265.39 | 1/28/1989 | 12 | N/A |
Janice E Keen | SEC | Mine Services & Retail Sales Office Manager | 1/28/1989 | S | 863.47 | 9.75 | 2/4/2002 |  | 1/28/1989 | 9 | N/A |
Jonathan P Keen | SEC | Blaster/Driller | 9/9/2002 | H | 12.00 |  |  |  | 9/9/2002 | 0 | 0 |
Lori M Keen | SEC | Mine Service & Retail Sales Office Assistant | 1/10/1994 | H | 9.25 | 8.50 | 1/28/2002 |  | 1/10/1994 | 9 | 16 |
Robert Kenneth Le Blanc | SEC | Kinepak Product Manager | 12/29/2000 | S | 2,884.64 |  |  | 265.39 | 12/29/2000 | 1 | N/A |
Brian F Loader | SEC | Technical Sales Representative | 9/15/1997 | S | 2,115.39 | 1,807.70 | 2/10/2000 | 265.39 | 9/15/1997 | 10 | N/A |
William Manion | SEC | President | 1/28/1989 | S | 4,423.08 | 3,653.85 | 2/10/2000 | 230.77 | 1/28/1989 | 10 | N/A |
Houston L McCarty | SEC | Blaster/Driller | 11/4/1992 | H | 14.50 | 12.25 | 1/28/2002 |  | 11/4/1992 | 8 | 16 |
Alfred J Mitchell III | SEC | Logistics Manager | 8/31/2002 | S | 1,576.93 | 1,386.54 | 8/31/2002 | 115.39 | 1/31/2000 | 0 | N/A |
Danny W Osburn | SEC | Drilling & Blasing Supervisor | 1/30/1989 | S | 1,538.47 | 1,496.16 | 2/10/2000 |  | 1/30/1989 | 8 | N/A |
Kent Allen Sampson | SEC | Technical Sales Representative | 9/9/1996 | S | 1,923.08 | 1,615.39 | 2/10/2000 | 265.39 | 9/9/1996 | 15 | N/A |
Roger L Spence | SEC | Blaster/Driller | 8/11/1998 | H | 12.00 | 11.00 | 4/4/2001 |  | 8/11/1998 | 5 | 40 |
Jerry E Standlee | SEC | Field Service Representative | 1/28/1989 | H | 12.00 | 11.00 | 5/5/2000 |  | 1/28/1989 | 8 | 0 |
Paul V Sterk | SEC | Technical Sales Representative | 12/31/2001 | S | 1,846.16 |  |  | 230.77 | 12/31/2001 | 0 | N/A |
Lawrence D Tappana | SEC | Technical Sales Representative | 1/28/1989 | S | 1,511.54 | 1,434.63 | 10/13/1998 | 265.39 | 1/28/1989 | 10 | N/A |
Tommy W Tipton | SEC | Blaster/Driller | 1/3/1992 | H | 12.25 | 11.25 | 5/5/2000 |  | 1/3/1992 | 1 | 0 |
Darrell G Williams | SEC | Field Service Representative | 8/31/2002 | S | 1,461.54 | 1,384.62 | 1/21/2002 |  | 12/31/1995 | 0 | N/A |
Ronald Kent Allen | UTC | Mixer | 8/31/2002 | H | 12.00 | 9.25 | 10/14/2002 |  | 10/2/1989 | 1.68 | 4 |
Larry G Andrews | UTC | Mixer/Leadman | 10/2/1989 | H | 12.50 | 11.20 | 10/14/2002 |  | 10/2/1989 | 0.37 | 32 |
Michael A Ash | UTC | Production Worker | 7/28/1998 | H | 9.50 | 9.00 | 12/11/2001 |  | 7/28/1998 | 2.05 | 96 |
Scot E Ash | UTC | Mixer/Leadman | 3/17/1997 | H | 12.50 | 11.50 | 10/14/2002 |  | 3/17/1997 | 8.55 | 96 |
Michael Allen Bolt | UTC | Nitrate Logistics Supervisor | 8/31/2002 | S | 1,538.47 | 1,522.31 | 1/7/2002 |  | 8/31/1998 | 1.12 | N/A |
Tana Kay Bolt | UTC | Administrative Assistant | 8/19/2002 | S | 923.08 | 9.50 | 8/19/2002 |  | 12/24/1999 | 7.29 | N/A |
Darrell Wayne Boyes | UTC | Kinepak Production Manager | 8/31/2002 | S | 1,500.00 | 1,403.85 | 3/18/2002 |  | 1/15/2001 | 11.05 | N/A |
Rernest Ray Brumback | UTC | Plant Superintendent | 8/31/2002 | S | 1,480.77 | 1,355.00 | 10/14/2002 |  | 10/2/1989 | 0.37 | N/A |
Kenneth E Burton | UTC | Plant Manager - PRUF Plant | 10/2/1989 | S | 1,615.39 | 1,461.54 | 4/19/2000 |  | 10/2/1989 | 15.37 | N/A |
Robert D Burton | UTC | Kinepak Lead Operator | 8/31/2002 | H | 11.50 | 10.00 | 10/14/2002 |  | 12/8/1997 | 1.68 | 4 |
Rocky D Burton | UTC | Packaging Machine Operator | 4/15/1997 | H | 11.50 | 10.90 | 10/22/2002 |  | 4/15/1997 | 4.9 | 28 |
Ronald Dean Dowling | UTC | Packaging Machine Operator | 10/7/2002 | H | 11.50 | 10.50 | 10/16/2002 |  | 10/7/2002 | 0.11 | 0 |
Cathliene Dunn | UTC | Production Utility | 5/26/1998 | H | 9.25 | 8.70 | 10/7/2002 |  | 5/26/1998 | 0.16 | 0 |
Gary R Eck | UTC | Lab Manager | 9/30/1991 | S | 2,692.31 | 2,567.70 | 4/19/2000 |  | 9/30/1991 | 140 | N/A |
Therese A Eck | UTC | Temporary Lab Technician | 5/22/2000 | H | 6.25 | 6.00 | 5/21/2001 |  | 5/22/2000 | N/A | N/A |
Forrest D Fox | UTC | Mixer - Leadman | 8/31/2002 | H | 12.50 | 11.20 | 8/31/2002 |  | 4/8/1991 | 1.68 | 4 |
Carl Lawrence Jones | UTC | Production Utility | 8/31/2002 | H | 9.25 | 9.75 | 8/31/2002 |  | 10/2/1989 | 1.68 | 4 |
Michael Alan Jones | UTC | Compliance Manager | 8/31/2002 | S | 2,000.00 | 1,634.62 | 3/18/2002 | 115.39 | 1/3/2001 | 11.55 | N/A |

1

|  |  |  |  |  |  | Date Last |  | Eligibility |  |  |
|  |  | Hire | H(ourly)/ | Current | Previous | Rate | Car | Hire | Accum | Accum |
Employee Name | Employer | Job Title | Date | S(alaried) | Rate* | Rate | Change | Allowance* | Date | Vacation** | Sick Leave**
|  |  |  |  | ($) | ($) |  | ($) |  | (days) | (days) |

Joan R Lee | UTC | Office Manager | 9/30/1991 | S | 1,057.70 | 980.77 | 4/19/2000 |  | 9/30/1991 | 7.5 | N/A |
Bobby Gene Little | UTC | Production Utility | 8/31/2002 | H | 9.25 | 9.75 | 8/31/2002 |  | 3/29/1996 | 1.12 | 4 |
Wallace Long | UTC | Production Supervisor | 8/31/2002 | S | 1,375.00 | 1,334.62 | 6/2/2000 |  | 1/28/1989 | 10.56 | N/A |
Oldrich Machacek | UTC | President | 6/6/1990 | S | 3,846.16 | 3,644.62 | 4/4/2001 | 161.54 | 6/6/1990 | 14 | N/A |
Wade Messer | UTC | Production Utility | 5/8/2000 | H | 9.25 | 8.70 | 10/7/2002 |  | 5/8/2000 | 0.11 | 0 |
Petra Niegisch | UTC | Production Utility | 5/31/2000 | H | 9.25 | 8.70 | 10/7/2002 |  | 5/31/2000 | 0.11 | 0 |
Mike J Pace | UTC | Testing Technician | 10/21/1991 | S | 1,307.70 | 1,192.31 | 4/19/2000 |  | 10/21/1991 | 5 | N/A |
Dino Parise | UTC | Production Worker | 3/10/2000 | H | 9.50 | 9.00 | 12/11/2001 |  | 3/10/2000 | 5.89 | 88 |
Edward M Piatrowski | UTC | Analytical Chemist | 4/18/1994 | S | 1,230.77 | 1,115.39 | 4/19/2000 |  | 4/18/1994 | 6 | N/A |
Nick L Rainey | UTC | Test Site Supervisor/Scientist | 9/30/1991 | S | 1,653.85 | 1,584.62 | 4/19/2000 |  | 9/30/1991 | 14 | N/A |
Curtis D Shoemaker | UTC | Logistics Driver | 10/2/2002 | S | 1,200.00 | 15.00 | 10/7/2002 |  | 8/1/2001 | 0.25 | N/A |
Alan T Smith | UTC | Mixer | 5/18/1998 | H | 12.00 | 10.50 | 10/14/2002 |  | 5/18/1998 | 4.05 | 32 |
Franklin D Stark | UTC | Maintenance Mechanic | 8/31/2002 | H | 11.50 | 11.00 | 8/31/2002 |  | 12/9/1996 | 1.68 | 4 |
Kevin D Tallent | UTC | Physicist/Project Scientist | 2/13/1995 | S | 1,346.16 | 1,269.24 | 4/19/2002 |  | 2/13/1995 | 15 | N/A |
Michelle Terry | UTC | Production Utility | 7/25/2001 | H | 9.25 | 9.75 |  |  | 7/25/2001 | 0.11 | 0 |
Timothy K Terry | UTC | Mixer | 8/31/1998 | H | 12.00 | 10.10 | 10/14/2002 |  | 8/31/1998 | 1.12 | 24 |
Darin S Wall | UTC | Testing Technician | 12/5/1994 | S | 980.77 | 884.62 | 4/19/2002 |  | 12/5/1994 | 0 | N/A |
Harse Waters | UTC | Warehouse Operator | 10/7/2002 | H | 10.00 |  |  |  | 10/7/2002 | 0.11 | 0 |
Troy White | UTC | Warehouse Operator | 8/1/1996 | H | 10.00 | 10.90 | 10/7/2002 |  | 8/1/1996 | 0.16 | 0 |
Clive Charles Whiteside | UTC | Plant Manager | 7/8/2002 | S | 3,269.24 |  |  | 161.54 | 7/8/2002 | 2.6 | N/A |
Cody Robert Zook | UTC | Production Worker | 5/2/2002 | H | 9.25 | 8.00 | 10/14/2002 |  | 5/2/2002 | 6.66 | 12 |
Jose Acosta | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
Maria D Acosta | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
John David Clifton | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
Steven Lee Cook | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
David H Hadley | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
Tommy Allen Long | UTC | Quality Control Technician | 10/23/2002 | H | 13.00 |  |  |  | 10/23/2002 |  |  |
Sandra K Martorana | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
Joyce Yvonne Smith | UTC | Utility Worker | 11/4/2002 | H | 7.50 |  |  |  | 11/4/2002 |  |  |
Parttime - hasn't been paid since 2/24/02 |  |  |  |  |  |  |  |  |  |
Kenny Campbell | UTC |  | 10/11/1999 | H | 8.50 |  |  |  |  |  |  |
*bi-weekly |  |  |  |  |  |  |  |  |  |  |  |
**as of 10/11/02 |  |  |  |  |  |  |  |  |  |  |  |

2

Part 3.23(b)
EXCEPTIONS TO REPRESENTATIONS CONCERNING
LABOR DISPUTES
On February 8, 2002, a Collective Bargaining Agreement between Slurry Explosive Corporation (“SEC”) and Paper, Allied Industrial, Chemical and Energy Workers International Union Local 5-508 AFL-CIO (the “Union”) expired by its own terms. The parties were in process of negotiating a renewal agreement immediately before the Bureau of Alcohol, Tobacco and Firearms rescinded SEC’s license to manufacture explosives. The negotiations are now on hold, indefinitely.
As a result of SEC’s loss of its license to manufacture explosives, the Union filed an unfair labor practice charge claiming SEC failed to bargain in good faith over “effects”. Unfair Labor Practice Charge Case No. 17-CA-21548-1 has been settled through the process of negotiations. Accordingly, the National Labor Relation Board has closed the case.
On November 25, 2002, Universal Tech Corporation (“UTeC”) received a Notice of Charge of Discrimination from the Equal Employment Opportunity Commission in connection with a Charge of Discrimination by Ms. Jama R. White (a former employee of SEC) wherein Ms. White alleges against UTeC her belief that she was not recently hired by UTeC because of a sexual harassment complaint she asserted with SEC in September, 2001. This charge is under investigation and a timely response will be filed.

Part 3.24(d)
PATENTS; EXCEPTIONS TO REPRESENTATIONS;
ASSIGNMENT OF INVENTIONS BY EMPLOYEES/FORMER EMPLOYEES

A. | The following employees, by signing a “Personnel Policies Manual Acknowledgment” in connection with their receipt of the Slurry Explosive Corporation (“SEC”) Handbook (copies of which have been provided to Buyers), have agreed to assignment of any inventions, improvements, discoveries or information relating to the business of the Seller:

Terri Davis Alfred Mitchell
Jason Herron Mark Hamilton
Travis Holt Jack Muller
Paul Keeling Danny Osburn
Janice Keen Kent Sampson
Jonathan Keen Roger Spence
Jim Keen Jerry Standlee
Lori Keen Paul Sterk
Bob LeBlanc Larry Lappana
Brian Loader Tom Tipton
William Manion Darrell Williams
Houston McCarty

B. | In addition to the foregoing, the following employees/former employees executed Assignments (copies, or evidence thereof, have been provided to Buyers) in connection with the specific patents listed below:

Employee/ United States
Former Employee Assignee Serial/Reg No.
Oldrich Machacek SEC (as assigned) 4,718,954
Gary Eck
Neil Gehrig
Paul Keeling SEC 5,763,816
Paul Keeling SEC 09/638,131
Brian Loader
Oldrich Machacek Universal Tech Corporation 5,608,184
Gary Eck (“UTeC”)
Brent Gilion

Employee/ United States
Former Employee Assignee Serial/Reg No.
Oldrich Machacek UTeC 6,214,140
Gary Eck

C. | The following patents are registered in the name of SEC:

Place of Issue
Patent Serial/Reg. No. Registration Date
“Explosive Compositions” 4,718,954 United States 01/12/88
“Improved Explosive Primer” 5,763,816 United States 06/09/98
“Continuous Explosive Charge 09/638,131 1 United States Pending
Assembly and Method for 2,341,9421 Canada Pending
Loading Same in an Elongated
Cavity”

| These patents were to be assigned to UTeC pursuant to that certain Asset Purchase Agreement, dated May 14, 2002, between SEC and UTeC.

License: License Agreement, dated October 1, 1996, between Slurry Explosive Corporation and Total Energy Systems Limited, as amended and assigned to Quantum Explosives Pty. Ltd., pursuant to an Assignment and Amendment of the Slurry Explosive Corporation License Agreement, dated August 2, 1999.

D. | The following patents are registered in the name of UTeC:

Place of Issue
Patent Serial/Reg. No. Registration Date
“Alternative Use of Military 5,608,184 United States 03/04/97
Propellants as Novel Blasting PCT/US96/01284 Europe pending
Agents”
“Development of New High 6,214,140 United States 04/10/01
Energy Blasting Products
Using Demilitarized Ammonium
Picrate”

1 This patent was initially rejected by the U.S. Patent and Trademark Office (“USPTO”). An Amendment to the application was filed on February 13, 2002. On June 17, 2002, a Response to Restriction Requirement was filed with the USPTO. SEC received a Final Office Action Notice from the USPTO dated September 23, 2002. The deadline for responding to the Final Office Action Notice is December 23, 2002. The deadline can be extended up to three months, or until March 23, 2003, upon the payment of additional fees. Under no circumstance can the response deadline be extended beyond March 23, 2003.
2

Place of Issue
Patent Serial/Reg. No. Registration Date
“Beneficial Use of Energy- 5,536,897 United States 07/16/96
Containing Wastes”2
“Beneficial Use of Energy- 5,612,507 United States 03/18/97
Containing Wastes”2

2 Fifty percent (50%) owned with United Technologies Corporation.
3

Part 3.24(e)
MARKS; EXCEPTIONS TO REPRESENTATIONS

A. | The following Marks are registered in the name of Slurry Explosive Corporation (“SEC”):

Place of Issue
Patent Serial/Reg. No. Registration Date
“Slurran” 904,559 United States 12/22/70
936,412 United States 06/27/82
344634 Australia 04/02/80
“Detagel” 1,081,629 United States 01/10/78
344632 Australia 02/04/80
“TOPrime” 2,078,089 United States 07/08/97
“XPAK” 2,243,373 United States 05/04/99
“Kinepak” 936410 United States 06/27/72
199650 Canada 06/07/74
“Kinepouch” 1114751 United States 03/13/79
437922 Canada 01/06/95
“Kinestik” 1077342 United States 11/15/77
“Perimex” 76291486 United States Pending
All of these Marks were to be assigned to Universal Tech Corporation (“UTeC”) pursuant to that certain Asset Purchase Agreement, dated May 14, 2002, between SEC and UTeC. No assignment was filed with the U.S. Patent and Trademark office.

B. | There are no marks registered under the name of UTeC.

Part 3.24(h)
NET NAMES; EXCEPTIONS TO REPRESENTATIONS
The following net name has been registered in the name of Seller:
slurryexplosive.com
The following net names have been assigned to Seller by the company who originally registered the names:
xpak.biz
slurran.biz
perimex.biz
kinestik.biz
kinepak.biz
kinepouch.biz
detagel.biz

Part 3.25
RELATED PERSON TRANSACTIONS

1. | The following Seller Contracts referenced in Part 3.19(a) (which Part is incorporated herein by reference) could constitute transactions between either of the Sellers and a Related Person:

(a) | Rights and obligations of Universal Tech Corporation (“UTeC”) under assignment of Lease Agreement, dated as of April 11, 2001, for seventy monthly payments commencing on October 20, 2001, by and between U.S. Bancorp Leasing & Financial and Slurry Explosive Corporation (“SEC”), regarding certain equipment associated with the Hallowell, Kansas Facility, pursuant to assignment in May 14, 2002 Asset Purchase and Sale Agreement in the section of this list entitled “Agreement between SEC and UTeC” below.

(b) | Service Agreement between UTeC and LSB Industries, Inc., (“LSB”) dated December 23, 1992, terminable (with notice) on December 23, 2004, or upon LSB giving 90 days notice to terminate at any time, regarding LSB’s performance of certain administrative services for UTeC.

(c) | Listing of UTeC employees and their repayment obligations who have received advances made by UTeC.

(d) | Employment Agreement between UTeC and Oldrich Machacek dated June 5, 1990, terminating upon 60 days notice.

(e) | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated April 22, 1998, expiring on April 22, 2008, regarding option on 5,000 shares of LSB stock.

(f) | Non-Qualified Stock Option Agreement – 1998 between LSB and Oldrich Machacek, dated April 22, 1998, expiring on April 22, 2008 regarding option on 5,000 shares of LSB stock.

(g) | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated July 8, 1999, expiring July 8, 2009, regarding option on 5,000 shares of LSB stock.

(h) | Incentive Stock Option Agreement between LSB and Oldrich Machacek dated November 29, 2001, expiring on November 29, 2011, regarding option on 5,000 shares of LSB stock.

(i) | Non-exclusive License Agreement between SEC and Total Energy Systems Limited (“TES”), dated October 1, 1996, as amended and assigned in that Assignment and Amendment of the Slurry Explosive Corporation License Agreement between SEC, TES and Quantum Explosives Pty. Ltd., dated August 2, 1999, continuing through end of use or breach, regarding use of SEC’s patent rights or technical information to manufacture and sell specific products in plants in Australia, New Zealand, New Guinea, Fiji, Myanmar and Soloman Islands.

(j) | Service Agreement, between SEC and LSB, dated January 1, 1992, terminating upon notice on January 1, 2004, or upon LSB giving 90 days notice of termination at anytime, regarding LSB’s performance of certain administrative service for SEC.

(k) | Letter reflecting SEC’s November 6, 2000, offer of employment to Bob Le Blanc, commencing January 1, 2001, including commissions, with expectations of a one to two year employment period.

(l) | Listing of SEC employees and their repayment obligations who have received advances made by SEC.

(m) | SEC Employees signature pages exhibiting their agreement to the Assignment of Invention, Confidentiality and Non-Compete provisions of the SEC Employee Handbook.

(n) | Incentive Stock Option Agreement between LSB Industries, Inc., (“LSB”) and Paul Keeling, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

(o) | Non-Qualified Stock Option Agreement – 1998 between LSB and Paul Keeling, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

(p) | Incentive Stock Option Agreement between LSB Industries, Inc., (“LSB”) and Paul Keeling, dated July 8, 1999, expiring on July 8, 2009, regarding option on 10,000 shares of LSB stock.

(q) | Incentive Stock Option Agreement between LSB Industries, Inc., (“LSB”) and Paul Keeling, dated November 29, 2001, expiring on November 29, 2011, regarding option on 10,000 shares of LSB stock.

(r) | Incentive Stock Option Agreement between LSB Industries, Inc., (“LSB”) and William Manion, dated April 22, 1998, expiring on April 22, 2008, regarding option on 3,000 shares of LSB stock.

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(s) | Non-Qualified Stock Option Agreement - 1998, between LSB and William Manion, dated April 22, 1998, expiring on April 22, 2008, regarding option on 5,000 shares of LSB stock.

(t) | Incentive Stock Option Agreement between LSB Industries, Inc., (“LSB”) and William Manion, dated July 8, 1999, expiring on July 8, 2009, regarding option on 15,000 shares of LSB stock.

(u) | Incentive Stock Option Agreement between LSB Industries, Inc., (“LSB”) and William Manion, dated November 29, 2001, expiring on November 29, 2011, regarding option on 10,000 shares of LSB stock.

(v) | 1993 Severance Agreement between LSB and Bill Manion, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

(w) | 1993 Severance Agreement between LSB and Paul Keeling, dated March 26, 1993, expiring March 26, 2003, with automatic three year renewals unless terminated with 60 days notice.

(x) | Asset Purchase and Sale Agreement between SEC and UTeC, dated May 14, 2002, regarding UTeC’s purchase of SEC’s assets related to Hallowell, Kansas Facility.

(y) | Services Agreement between SEC and UTeC, dated August 23, 2002, expiring August 23, 2005, upon thirty days notice, regarding SEC providing certain administrative and human resource services.

(z) | Supply Agreement between SEC and UTeC, dated August 30, 2002, terminating August 30, 2003, upon thirty day notice, regarding UTeC’s manufacture of certain product for SEC.

(aa) | $5,000.00 monthly fee paid by SEC to UTeC for Research, Development and Quality Control work for SEC’s Kinepak plant business, effective March, 2002, and continuing until terminated.

2. | The following Real Property leases referenced n Part 3.7 (which Part is incorporated herein by reference) could constitute transactions between either of the Sellers and a Related Person:

(a) | Industrial Lease from UTeC to SEC, dated May 14, 2002, regarding the Hallowell, Kansas Facility.

(b) | Lease from Prime to SEC, dated February 15, 1995, regarding SEC’s Pryor, Oklahoma Facility.

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3. | The following real property deeds referenced in Part 3.6 (which Part is incorporated herein by reference) could constitute transactions between either of the Sellers and a Related Person:

(a) | Corrective Warranty Deed from Slurry Explosive Corporation (“SEC”) to Universal Tech Corporation (“UTeC”) dated May 31, 2002, recorded June 6, 2002 in Book 253, Page 604, regarding Hallowell, Kansas Facility.

(b) | Warranty Deed from James W. Keen and Janice E. Keen to Prime Financial Corporation (“Prime”), dated January 6, 1995, recorded January 9, 1995 in Book 789, Page 459 (Mayes County, Oklahoma), regarding SEC’s Pryor, Oklahoma Facility.

4. | The following Employee Benefit Plans referenced in Part 3.15(a) (which Part is incorporated herein by reference) could constitute transactions between either of the Sellers and a Related Person:

(a) | LSB Industries, Inc. and Designated Subsidiaries Medical, Dental, Vision and Behavioral Health Plan.

(b) | LSB Industries, Inc. and Designated Subsidiaries Savings Incentive Plan (401k).

(c) | LSB Industries, Inc. and Designated Subsidiaries Flexible Spending Account (Section 125 Cafeteria Plan).

(d) | LSB Industries, Inc. and Designated Subsidiaries Base Life Insurance Plan.

(e) | LSB Industries, Inc. and Designated Subsidiaries Voluntary Life Insurance Plan.

(f) | LSB Industries, Inc. and Designated Subsidiaries Long Term Disability Base Plan.

(g) | LSB Industries, Inc. and Designated Subsidiaries Long Term Disability Supplemental Plan.

(h) | LSB Industries, Inc. and Designated Subsidiaries Short Term Disability/Weekly Income Benefit Plan.

(i) | LSB Industries, Inc. and Designated Subsidiaries Employee Assistance Program.

5. | As referenced in Section A of Part 3.24(d) (which Part is incorporated herein by reference), the following employees, by signing a “Personnel Policy Manual Acknowledgment” in connection with their receipt of the Slurry Explosive Corporation Handbook, have agreed to assignment of any inventions, improvements, discoveries or

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| information relating to the business of the Seller and such could constitute transactions between either of the Sellers and a Related Person:

Terri Davis Alfred Mitchell
Jason Herron Mark Hamilton
Travis Holt Jack Muller
Paul Keeling Danny Osburn
Janice Keen Kent Sampson
Jonathan Keen Roger Spence
Jim Keen Jerry Standlee
Lori Keen Paul Sterk
Bob LeBlanc Larry Lappana
Brian Loader Tom Tipton
William Manion Darrell Williams
Houston McCarty

6. | The following employees/former employees have executed Assignments in connection with specific patents referenced in Section B of Part 3.24 (which Part is incorporated herein by reference), and such could constitute transactions between either of the Sellers and a Related Person:

United States
Employee/Former Employee Assignee Serial/Reg. No.
Oldrich Machacek Slurry Explosive Corporation 4,718,954
Gary Eck (as assigned)
Neil Gehrig
Paul Keeling Slurry Explosive Corporation 5,763,816
Paul Keeling Slurry Explosive Corporation 09/638,131,
Brian Loader
Oldrich Machacek Universal Tech Corporation 5,608,184
Gary Eck
Brent Gilion
Oldrich Machacek Universal Tech Corporation 6,214,140
Gary Eck

7. | Other transactions as may be reflected on the Balance Sheet and Interim Balance Sheet previously provided to Buyer, including, without limitation, intercompany notes and employee accounts receivables, could constitute transactions between either of the Sellers and a Related Person, which Balance Sheet and Interim Balance Sheet are incorporated herein by reference.

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8. | The self-insurance arrangements disclosed as part 3.20(b) (which Part is incorporated herein by reference) could constitute transactions between either of the Sellers and a Related Person.

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