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TRUSTEE'S SALE

CONSISTING OF

The “Burrus Tract” containing 45.8 acres more or less

(Tax Map No. 59-2-2)

The “Burrus Redbank” Tract

containing 268 acres more or less

(Tax Map No. 24-A-1)

The “Bridgeforth Tract”

containing 76.02 acres more or less

(Tax Map No. 60-A-31)

The “Harris-Airport Tract”

containing 58.18 and 65.6 acres more or less

(Tax Map Nos. 34-A-80 &

46-A-2)

The “Ogburn Tracts”

containing 0.5, 0.5 and 49.45 acres more or less

(Tax Map Nos 35A6-A-7,

35A6-A-8, 35A5-A-24 and 35A6-A-35)

The “Cordle Tract” containing 35 Acres more or less

(Tax Map No. 24-A-2)

and

The “Elden Tract” containing 30.86 acres more or less

(Tax Map No. 24-A-4)

In execution of a certain Credit Line Deed of Trust from Barnes Manufacturing Company, a Virginia corporation, to S. James Johnson, Jr. and Charles G. Butts, Jr., Trustees, dated September 10, 2007 (the Deed of Trust”), and recorded in the Clerk's Office, Circuit Court, Lunenburg County, Virginia (the “Clerk's Office), in Deed Book 329, page 757, default having been made in the payment of the debt thereby secured, and being required to do so by the noteholder, the undersigned Sole Acting Trustee will offer for sale at public auction at the entrance to the building housing the Circuit Court of Lunenburg County, Virginia, 11435 Courthouse Road, Lunenburg, Virginia 23952 on July 10, 2012, at 10:00 a.m., the real estate with improvements thereon, if any, known as:

(a) The “Burrus Tract” containing 45.8 acres as shown on Plat attached to the Deed recorded in the Clerk's Office in Deed Book 82, page 469.

(b) The “Burrus Redbank” Tract containing 268 acres shown on a Plat attached to a Deed recorded in the Clerk's Office in Deed Book 81, page 478-479.

(c) The “Bridgeforth Tract” containing 76.02 acres located on the west side of State Route 138.

(d) The “Harris-Airport Tract” consisting of two parcels totaling approximately 123.78 acres as shown on Plats attached to Deeds recorded in the Clerk's Office in Deed Book 113, page 407 and Deed Book 99, page 338 as shown on the J. L. Lynch Plat most recently dated March 12, 1979.

(e) The “Ogburn Tract” consisting of three (3) parcels containing approximately 49.45 acres on the south side of Route 40 and 49 as shown in part on the

Plat recorded in the Clerk's Office in Plat Cabinet 2 at Folder 375.

(f) The “Cordle Tract” containing approximately 35 acres as shown on a Plat recorded in the Clerk's Office in Plat Cabinet 4, Folder 8.

(g) The “Elden Tract” containing approximately 30.86 acres as shown on a Plat recorded in Plat Cabinet 1, Folder 284.

and which property is more particularly described in the Deed of Trust, to which referenced is hereby made.

Sale shall be made subject to all existing superior liens, easements and restrictive covenants, if any, as the same may lawfully affect the real estate. The Trustee reserves the right to sell these properties in bulk or individually, whichever method brings the highest price.

Terms of Sale: ALL CASH.

The successful bidder will be required to execute a Memorandum of Sale and Deposit Receipt concerning the purchase of the Property, a copy of which will be made available upon request to the information contact person below or immediately before announcing the sale of the Property on the Date of Sale. The Substitute Trustee was substituted by Deed of Appointment of Substitute Trustee dated May 2, 2012, and recorded in the Clerk's Office in Deed Book 361, page 924.

A bidders deposit will be required at the date of the sale in cash or by cashiers or certified check payable to the Substitute Trustee from the successful bidder in the amount of ten percent (10%) of the successful bid. The balance of the sales price shall be paid in cash, or by certified and cashiers check at settlement, which shall be held 21 days from the date of the sale at the office of the Substitute Trustee, time being of the essence. Additional terms will be announced at the sale.

PAUL S. BLILEY, JR.

SOLE ACTING TRUSTEE

For information contact:

Paul S. Bliley, Jr., Esquire

Williams Mullen

P.O. Box 1320

Richmond, VA 23218-1320

(804) 420-6448

6-13-3t(W)6-27