Deed of Trust Between Fountain Powerboats And Brunswick

EXHIBIT 10.17


Satisfaction: The debt secured by this Deed of Trust together with the note(s) or other obligations secured thereby have been satisfied in full.

This the day of , .

FOR REGISTRATION REGISTER OF DEEDS

JENNIFER LEGGETT WHITEHURST

BEAUFORT COUNTY, NC

2003 Jul 17 11:26 24 AM

BK 1339 Pg 948-956 Fee $35.00

INSTRUMENT #2003006658 Signed: Brunswick Corporation

By: Recording Time, Book and Page

Name:

Title:

Tax Lot No. Parcel Identifier No. Verified By County on the day of , . by


Mail to: Ami G. Scott Prepared by: Ami G. Scott Mayer, Brown, Rowe & Maw LLP Mayer, Brown, Rowe & Maw LLP 190 S. LaSalle Street 190 S. LaSalle Street Chicago, IL 60603 Chicago, IL 60603


North Carolina Deed of Trust


This Deed of Trust made as of this 17 th day of July, 2003 by and between:

Grantor Trustee Beneficiary Fountain Powerboats, Inc. PRLAP, Inc. Brunswick Corporation, a Delaware Address: Address: corporation with its principal office in c/o Fountain Powerboat Industries, Inc. Portfolio Admin. Lake Forest, Lake County, Illinois. PO Drawer 457 1400 Best Plaza Drive Address: 1 North Field Court Wichard' s Beach Road P. O. Box 26865 Lake Forest, Illinois 60045-4811 Washington, NC 27889 Richmond, VA 23227 Attention: General Counsel Attention: Reginald M. Fountain, Jr. VA2-410-02-01


Enter in appropriate block for each party: name, address, and if appropriate, character of entity; e.g. corporation or partnership.


The terms Grantor, Borrower, Trustee and Beneficiary as used herein shall include said parties, their heirs, successors and assigns, and shall include singular, plural, masculine, feminine or neuter as required by context. The terms Grantor and Borrower shall have the same meaning.


Witness, That Whereas, Grantor is or may become obligated to Beneficiary in the principal sum of up to Eighteen Million Dollars ($18,000,000) as a result of certain payments which may be made by Beneficiary under a Guaranty dated as of the date hereof (the " Guaranty" ) issued by Beneficiary to Bank of America, N.A. (the " Bank" ) and/or as a result of the purchase by Beneficiary of certain loans made to Borrower pursuant to a Contingent Purchase Agreement dated as of the date hereof (the " Purchase Agreement" ) between Beneficiary and the Bank. All of the obligations of Grantor described above, together with all modifications, extensions, renewals or replacements thereof, are referred to as the " Obligation" ).


Now Therefore, for valuable consideration, receipt of which is hereby acknowledged, and as security for the payment of the Obligation, together with interest thereon and any other amount payable in connection therewith, Grantor has bargained, sold, given, granted and conveyed and does by these presents bargain, sell, give, grant and convey to said Trustee, Trustee' s heirs, successors, and assigns, the parcel(s) of land (the " Land" ) situated in Chocowinity Township, County of Beaufort, State of North Carolina, more particularly described as follows:


See Exhibit A attached hereto and incorporated herein by reference.


EXHIBIT A


(Fountain Powerboats Property)

TRACT I:

All that certain tract or parcel of land lying and being situate in Chocowinity Township, Beaufort County, North Carolina, and being more particularly described as follows:

Beginning at a point in the southern right-of-way line of NCSR 1166 (Whichard' s Beach Road- 60 ft. right-of-way); said point being located the following courses and distances from a concrete monument located at the southeasterly corner of the subdivision known as Harbor Estates, as shown on a plat thereof recorded in Plat Cabinet A, Slide 113A in the office of the Register of Deeds of Beaufort County, North Carolina (said concrete monument also being the southwesterly corner of Tract II described below): South 35b0 52' 54" East 62.93 feet to a point; thence South 36b0 20' 33" West 30.61 feet to a point; thence South 64b0 01' 09" East 16.66 feet to the point of beginning. THENCE FROM SAID POINT OF BEGINNING SO LOCATED, along and with the southern right-of-way line of NCSR 1166 South 64b0 01' 03" East 132.39 feet to a point; thence along and with the southern right-of-way line of NCSR 1166 the following courses and distances: South 64 00' 52" East 49.07 feet to a point; thence South 64 01' 18" East 50.66 feet to a point; thence South 64 01' 12" East 220.27 feet to a point; thence South 64 01' 09" East 45.61 feet to a point; thence in a southeastern direction along a curve to the right having a chord bearing and distance of South 57 55' 13" East 341.99 feet to a point; thence South 51 52' 17" East 22.40 feet to a point; thence South 51 52' 17" East 300.00 feet to a point; thence leaving NCSR 1166 South 38 00' 08" West 140.26 feet to a point; thence South 51 52' 37" East 31.00 feet to a point; thence South 51 52' 19" East 131.00 feet to a point; thence South 38 00' 08" West 50.00 feet to a point; thence North 51 59' 55" West 21.00 feet to a point; thence South 37 59' 26" West 137.56 feet to a point; thence South 52 57' 27" East 107.66 feet to a point; thence South 35 48' 31" West 49.16 feet to a point; thence South 37 39' 39" West 149.73 feet to a point; thence South 37 39' 39" West 18.38 feet to a point in a ditch; thence along and with said ditch the following courses and distances: North 56 10' 32" West 114.97 feet to a point; thence North 57 56' 27" West 120.08 feet to a point; thence North 59 09' 12" West 105.20 feet to a point; thence North 57 02' 11" West 105.33 feet to a point; thence North 64 27' 40" West 506.54 feet to a point; thence North 56b0 33' 24" West 99.24 feet to a point; thence North 48 59' 54" West 220.23 feet to a point; thence North 47 02' 51" West 145.55 feet to a point in the eastern right-of-way line of a private road; thence along and with the eastern right-of-way line of said private road the following courses and distances: North 36 19' 37" East 158.65 feet to a point; thence North 36 20' 38" East 20.00 feet to a point; thence North 36 19' 33" East 51.10 feet to a point; thence North 36 20' 24" East 24.66 feet to a point; thence North 36 20' 20" East 100.34 feet to a point; thence North 36 20' 41" East 166.95 feet to a point; thence in a northeastern direction along a curve to the right having a radius of 20.00 feet an arc distance of 27.78 feet (said curve having a chord bearing and distance of North 76 08' 47" East 25.60 feet) to the point of beginning.


1

The above described Tract I is delineated as Tract A and Tract B on a survey prepared for Fountain Power Boats, Inc. by Carolina Benchmark, P.A. dated October 12, 1987.


Together with a perpetual non-exclusive easement for ingress, egress and regress across a 60-foot wide private right-of-way running southwardly from NCSR 1166 at point (C) in the Ottis M. Crisp line as shown on the plat entitled " Plan of Land surveyed for Jennis M. Crisp" recorded in Plat Cabinet A, Slide 42A, in the Beaufort County Registry.

SAVING AND EXCEPTING FROM THE ABOVE DESCRIBED TRACT I THE FOLLOWING:


EXCEPTION 1: All that certain tract or parcel of land lying and being situate in Beaufort County, North Carolina and being more particularly described in that certain Deed from Fountain Powerboats, Inc., as Grantor, to the City of Washington, North Carolina, as Grantee, recorded in the Office of the Register of Deeds of Beaufort County, North Carolina, in Book 1145, at Page 127.


EXCEPTION 2: All that certain tract or parcel of land lying and being situate in Chocowinity Township, Beaufort County, North Carolina, and being more particularly described as follows: All of Tract 2B as shown and delineated on the map entitled " Subdivision Map, Fountain Power Boats, Inc., Tracts 2A & 2B," prepared by Thomas W. Harwell, dated May 22, 2001, recorded in the office of the Register of Deeds of Beaufort County, North Carolina, in Plat Cabinet F, at Slide 83-6 (the " Subdivision Map" ), reference to said map being hereby made for a more particular description of the property.


TRACT II:


All that certain tract or parcel of land lying and being situate in Chocowinity Township, Beaufort County, North Carolina, and being more particularly described as follows:


Beginning at an existing concrete monument in the northern right-of-way line of NCSR 1166 (Whichard' s Beach Road- 60 ft. right-of-way), said concrete monument also being the southeasterly corner of the subdivision known as Harbor Estates, as shown on a plat thereof recorded in Plat Cabinet A, Slide 113A in the office of the Register of Deeds of Beaufort County, North Carolina. THENCE FROM SAID POINT OF BEGINNING SO LOCATED, North 30 36' 00" East 375.64 feet to a point; thence North 30 36' 00" East 17.00 feet to a point in a canal; thence along and with the canal the following courses and distances: North 48 42' 00" East 23.43 feet to a point; thence North 30 26' 00" East 476.44 feet to a point; thence leaving said canal North 31 42' 00" East 427.85 feet to a point in the mean high water line of the Pamlico River; thence along and with the mean high ...