0001193125-05-003454 Sample Contracts

STOCK PURCHASE AGREEMENT AMONG GENERAL WILLIAM LYON AND THE VARIOUS SELLERS NAMED HEREIN
Stock Purchase Agreement • January 10th, 2005 • William Harwell Lyon Separate Property Trust • Operative builders • California

This Agreement is made as of January 7, 2005 (the “Effective Date”), by and among General William Lyon, an individual (the “Buyer”), and each of the entities listed on Schedule 1 hereto (individually, a “Seller” and collectively, the “Sellers”).

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LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • January 10th, 2005 • William Harwell Lyon Separate Property Trust • Operative builders

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of January 3, 2005, is made by and between FREMONT INVESTMENT & LOAN, a California industrial bank (“Lender”), and WILLIAM LYON, an individual, WILLA DEAN LYON, an Individual and WILLIAM HARWELL LYON SEPARATE PROPERTY TRUST (the “Trust”) (jointly and severally, “Borrower”).

PLEDGE AGREEMENT
Pledge Agreement • January 10th, 2005 • William Harwell Lyon Separate Property Trust • Operative builders • California

THIS PLEDGE AGREEMENT (the “Pledge Agreement”) is made and dated as of January 3, 2005, by and between WILLIAM LYON, an individual, WILLA DEAN LYON, an individual and WILLIAM HARWELL LYON SEPARATE PROPERTY TRUST (the “Trust”) (collectively referred to as the “Pledgors”), and FREMONT INVESTMENT & LOAN (“Secured Party”).

AGREEMENT REGARDING JOINT FILING OF STATEMENT ON SCHEDULE 13D
Joint Filing Agreement • January 10th, 2005 • William Harwell Lyon Separate Property Trust • Operative builders

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $.01 per share, of William Lyon Homes, a Delaware corporation, and further agrees that this Joint Filing Agreement be included as an exhibit to such filings provided that, as contemplated by Section 13d-1(k)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • January 10th, 2005 • William Harwell Lyon Separate Property Trust • Operative builders

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), dated as of January 3, 2005, is made by and between FREMONT INVESTMENT & LOAN, a California industrial bank (“Lender”), and WILLIAM LYON, an individual, WILLA DEAN LYON, an Individual and WILLIAM HARWELL LYON SEPARATE PROPERTY TRUST (the “Trust”) (jointly and severally, “Borrower”).

STOCK PURCHASE AGREEMENT AMONG WILLIAM HARWELL LYON SEPARATE PROPERTY TRUST AND THE VARIOUS SELLERS NAMED HEREIN
Stock Purchase Agreement • January 10th, 2005 • William Harwell Lyon Separate Property Trust • Operative builders • California

This Agreement is made as of January 7, 2005 (the “Effective Date”), by and among the William Harwell Lyon Separate Property Trust, a revocable trust (the “Buyer”), and each of the entities listed on Schedule 1 hereto (individually, a “Seller” and collectively, the “Sellers”).

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