PUEBLO SUZUKI, INC.

All personal property of Debtor, whether such property or Debtor's right , title or interest therein or thereto is now owned or existing or hereafter acquired or arising, and wherever located, including, without limitation, all Accounts, Inventory, Equipment, other Goods, General Intangibles (including, without limitation, Payment Intangibles), Chattel Paper (whether tangible or electronic), Instruments  (including, without limitation, Promissory Notes), Deposit Accounts, Investment Property, Letter-of-Credit Rights and Documents, and all Fixtures of Debtor, and all products and Proceeds (including, without limitation, insurance proceeds) of the foregoing, and all accessions to, substitutions for and all replacements of any of the foregoing. Without limiting the foregoing, Collateral includes Debtor's right to any price protection payments, rebates, discounts, credits, factory holdbacks, incentive payments, warranty service reimbursements or other amounts which at any time are due from a vendor. Similarly, Collateral includes, without limitation, all books and records, electronic or otherwise, which evidence or otherwise relate to any of the foregoing property, and all computers, disks, tapes, media, and other devices in which such records are stored. For purposes of this paragraph, capitalized terms have the meanings given to them in Division 9 of the California Uniform Commercial Code.