Secured Transactions

Assignment 19
Exceptions to the Filing
Requirement

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 1 of 97
 The Big Picture
Part Two: The Creditor Third Party Relationship
Chapter 6-7: Perfection
Assignment 16-18: Perfection by filing
Assignment 19: Perfection by other means
Chapters 8-9: Priority

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 2 of 97
 Basic Concepts: Possession
Possession: (1) Physical control of property or (2) the right
to physically control property.
Possession-gives-notice theory.
1. Searcher will look at the collateral
2. Possession will be visible (requirement in real property)
Two invisible means of possession:
Agent: One who acts on behalf of another, and subject to
the other’s control
§9-313(c)(1). “[A] secured party takes possession of
collateral . . . when the person in possession authenticates
a record acknowledging that it holds possession . . . for the
secured party’s benefit.” (This may not be an agency
0
relationship.)

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 3 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 4 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 5 of 97
 UCC §3-104. Negotiable Instrument
(a) “[N]egotiable instrument" means an unconditional promise or
order to pay a fixed amount of money, with or without interest or
other charges described in the promise or order, if it:
(1) is payable to bearer or to order at the time it is issued or
first comes into possession of a holder;
(2) is payable on demand or at a definite time; and
(3) does not state any other undertaking or instruction by the
person promising or ordering payment to do any act in
addition to the payment of money, but the promise or order
may contain (i) an undertaking or power to give, maintain, or
protect collateral to secure payment, (ii) an authorization or
power to the holder to confess judgment or realize on or
dispose of collateral, or (iii) a waiver of the benefit of any law
intended for the advantage or protection of an obligor.
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 6 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument

Promissory Check:
note:
I promise to pay $2 Bank --
million to the order of Pay $2 million to the
Lynn LoPucki order of Lynn LoPucki
Jon Doe Jon Doe

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 7 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation,

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 8 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease,

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 9 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease, and (3) is of a type that in the ordinary
course of business is transferred by delivery with any
necessary indorsement or assignment.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 10 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease, and (3) is of a type that in the ordinary
course of business is transferred by delivery with any
necessary indorsement or assignment.
9-102(a)(11). “Chattel Paper” means a record or records
that evidence both a monetary obligation and a security
interest in specific goods . . .

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 11 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease, and (3) is of a type that in the ordinary
course of business is transferred by delivery with any
necessary indorsement or assignment.
9-102(a)(11). “Chattel Paper” means a record or records
that evidence both a monetary obligation and a security
interest in specific goods . . .

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 12 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease, and (3) is of a type that in the ordinary
course of business is transferred by delivery with any
necessary indorsement or assignment.
9-102(a)(11). “Chattel Paper” means a record or records
that evidence both a monetary obligation and a security
interest in specific goods . . .

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 13 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease, and (3) is of a type that in the ordinary
course of business is transferred by delivery with any
necessary indorsement or assignment.
9-102(a)(11). “Chattel Paper” means a record or records
that evidence both a monetary obligation and a security
interest in specific goods . . . or a lease of specific goods.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 14 of 97
 Basic Concepts: Possession
1-201(24). “Money” is a government medium of exchange.
Cash, but not cash in a bank account.
9-102(a)(47). “Instrument” means a negotiable instrument
or any other writing that (1) evidences a right to payment
of a monetary obligation, (2) is not itself a security
agreement or lease, and (3) is of a type that in the ordinary
course of business is transferred by delivery with any
necessary indorsement or assignment.
9-102(a)(11). “Chattel Paper” means a record or records
that evidence both a monetary obligation and a security
interest in specific goods . . . or a lease of specific goods.
. . . Monetary obligation means a monetary obligation
secured by the goods or owed under a lease . . . .
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 15 of 97
 Characterizing Monetary Obligations
§9-102(a)(11). “Chattel paper” means . . . records that
evidence both a monetary obligation and a security
interest in specific goods . . . .”

Chattel
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 16 of 97
 Characterizing Monetary Obligations
§9-102(a)(47). “Instrument” means a . . . writing that [1]
evidences a right to the payment of a monetary obligation, [2]
is not itself a security agreement or lease and [3] is of a type
that in ordinary course of business is transferred by delivery
with any necessary indorsement . . .”

Chattel
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 17 of 97
 Characterizing Monetary Obligations
§9-102(a)(47). “Instrument” means a . . . writing that [1]
evidences a right to the payment of a monetary obligation, [2]
is not itself a security agreement or lease and [3] is of a type
that in ordinary course of business is transferred by delivery
with any necessary indorsement . . .”

Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 18 of 97
 Characterizing Monetary Obligations
§9-102(a)(2). “Account” means a right to payment of a
monetary obligation . . . (i) for property that has been . .
.sold, (ii) for services rendered . . .

Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 19 of 97
 Characterizing Monetary Obligations
§9-102(a)(2). “Account” means a right to payment of a
monetary obligation . . . (i) for property that has been . .
.sold, (ii) for services rendered . . . The term does not
include (i) rights . . . evidenced by chattel paper or an
instrument.

Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 20 of 97
 Characterizing Monetary Obligations
§9-102(a)(2). “Account” means a right to payment of a
monetary obligation . . . (i) for property that has been . .
.sold, (ii) for services rendered . . . The term does not
include (i) rights . . . evidenced by chattel paper or an
instrument.
An account is an account if it Accounts
is not an instrument or chattel
paper
Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 21 of 97
 Characterizing Monetary Obligations
§9-102(a)(61). “Payment intan-
gible” means a general intangible
[that is] a monetary obligation.

An account is an account if it Accounts

is not an instrument or chattel
paper
Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 22 of 97
 Characterizing Monetary Obligations
§9-102(a)(61). “Payment intan-
gible” means a general intangible
[that is] a monetary obligation.

An account is an account if it Accounts

is not an instrument or chattel
paper
Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

§9-102(a)(42). “General intangible” means personal property0

other than accounts, chattel paper . . . instruments . . .

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 23 of 97
 Characterizing Monetary Obligations
§9-102(a)(61). “Payment intan-
A payment intangible is a
gible” means a general intangible
payment intangible if it is
not an account, instrument, [that is] a monetary obligation.
or chattel paper
Payment intangibles
An account is an account if it Accounts
is not an instrument or chattel
paper
Instruments
An instrument is an instrument if Chattel
it is not chattel paper
Paper

Chattel paper is chattel paper

§9-102(a)(42). “General intangible” means personal property0

other than accounts, chattel paper . . . instruments . . .

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 24 of 97
 Basic Concepts: Control
§9-102(a)(29). “Deposit account” means [an] account
maintained with a bank. The term does not include . . .
accounts evidenced by an instrument. (Certificate of
deposit).
§9-312(b)(1). A security interest in . . . a deposit account
may be perfected only by control under Section 9-314
(§9-104).

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 25 of 97
 Basic Concepts: Control
§9-104. A secured party has control of a deposit account if:

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 26 of 97
 Basic Concepts: Control
§9-104. A secured party has control of a deposit account if:
(1) The secured party is the bank
with which the deposit is
maintained;

Secured
SI party
Customer
Account

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 27 of 97
 Basic Concepts: Control
§9-104. A secured party has control of a deposit account if:
(1) The secured party is the bank
with which the deposit is
maintained; Secured
party

SI

Customer
Account

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 28 of 97
 Basic Concepts: Control
§9-104. A secured party has control of a deposit account if:
(1) The secured party is the bank
with which the deposit is
maintained; Secured
party
(2) The debtor, secured party, and
Agreement
the bank have agreed in an SI
authenticated record that the
bank will comply with Customer
instructions originated by the Account
secured party (even if the debtor
retains the right to direct the
disposition of funds)

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 29 of 97
 Basic Concepts: Control
§9-104. A secured party has control of a deposit account if:
(1) The secured party is the bank
with which the deposit is
maintained; Secured
party
(2) The debtor, secured party, and
Agreement
the bank have agreed in an SI
authenticated record that the
bank will comply with Customer
instructions originated by the Account
secured party (even if the debtor §9-342. A bank that has
retains the right to direct the entered into such an
agreement is not required
disposition of funds) to confirm the existence of
the agreement . . . unless
requested to do so by its
customer 0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 30 of 97
 Basic Concepts: Control
§9-104. A secured party has control of a deposit account if:
(1) The secured party is the bank
with which the deposit is
maintained; Secured
party
(2) The debtor, secured party, and
Account
the bank have agreed in an SI
authenticated record that the
bank will comply with Debtor
instructions originated by the
secured party (even if the debtor
retains the right to direct the
disposition of funds)
(3) The secured party becomes
the bank’s customer (4-104(a)
0
(5))

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 31 of 97
 Securities Holding System
Stockholder

Share
certificate

Microsoft (“Issuer”) Stock 0

Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 32 of 97
 Securities Holding System
Stockholder

Microsoft sells
10 million shares
Goldman to Goldman Sachs
Share Uncertificated
certificate securities

Microsoft (“Issuer”) Stock 0

Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 33 of 97
 Securities Holding System
Stockholder

Microsoft sells
10 million shares
Goldman to Goldman Sachs
Share Uncertificated Goldman sells
certificate securities 1 million shares to
Merrill Lynch
Microsoft (“Issuer”) Stock 0
Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 34 of 97
 Securities Holding System
Stockholder

Securities
entitlements /
Merrill Securities
Lynch accounts

Goldman

Share Uncertificated Goldman sells

certificate securities 1 million shares to
Merrill Lynch
Microsoft (“Issuer”) Stock 0
Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 35 of 97
 Securities Holding System
Stockholder

Entitlemen
t Securities
holders entitlements /
Merrill Securities
Lynch accounts
Securities
intermediaries

Goldman

Share Uncertificated Goldman sells

certificate securities 1 million shares to
Merrill Lynch
Microsoft (“Issuer”) Stock 0
Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 36 of 97
 Securities Holding System
Stockholder

Entitlemen
t Securities
holders entitlements /
Merrill Securities
Lynch accounts
Securities
intermediaries
Merrill owns the
Goldman shares; Goldman
Uncertificated holds them in trust;
Share
securities SIPC insures their
certificate
existence
Microsoft (“Issuer”) Stock 0
Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 37 of 97
 Securities Holding System
Stockholder Stockholder

Entitlemen
t Securities
holders entitlements /
Merrill Securities
Lynch accounts
Securities
intermediaries
Stockholder
Goldman buys 100 shares
Share Uncertificated
certificate securities

Microsoft (“Issuer”) Stock 0

Registry

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 38 of 97
 Securities Holding System
Stockholder Stockholder

Entitlemen
t Securities
holders entitlements /
Merrill Securities
Lynch accounts
Securities
intermediaries

Goldman
Certificated
Share Uncertificated securities
certificate securities
Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 39 of 97
 Securities Holding System
Stockholder Stockholder

Entitlemen
t
holders
Merrill
Lynch
Securities
1million
intermediaries

Goldman
Certificated
Share 10 million securities
certificate Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 40 of 97
 Securities Holding System
Stockholder Stockholder

Entitlemen
Goldman transfers
t
the Merrill shares
holders
Merrill to Merrill
Lynch
Securities
1million
intermediaries

Goldman
Certificated
Share 10 million securities
certificate Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 41 of 97
 Securities Holding System
Stockholder Stockholder

Entitlemen
Goldman transfers
t
the Merrill shares
holders
Merrill to Merrill
Lynch
Securities
1million
intermediaries
Securities
entitlement
Goldman

Share 9
certificate million Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 42 of 97
 Securities Holding System
Stockholder Stockholder

Entitlemen
DTC settled $1.88
t
quadrillion of
holders
Merrill shares in 2008.
Lynch
Securities
1million
intermediaries
Securities
entitlement
Goldman

Share 9
certificate million Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 43 of 97
 Perfection of Security Interests in Securities
Stockholder Stockholder Security
interest
Entitlemen
t
holders
Merrill Bank
Lynch
Securities
1million
intermediaries
Securities
entitlement
Goldman

Share Uncertificated 9
certificate securities million Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 44 of 97
 Perfection of Security Interests in Securities
Stockholder Stockholder Security
interest
Entitlemen
Merrill: “I will comply with
t
your orders re these
holders
Merrill securities.” Bank
Lynch
Securities
1million
intermediaries
Securities
entitlement
Goldman

Share Uncertificated 9
certificate securities million Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 45 of 97
 Perfection of Security Interests in Securities
Bank is perfected
Stockholder Stockholder against Stockholder’s
entitlement by control
Entitlemen
Merrill: “I will comply with
t
your orders re these
holders
Merrill securities.” Bank
Lynch
Securities
1million
intermediaries
Securities
entitlement
Goldman

Share Uncertificated 9
certificate securities million Depository
Microsoft (“Issuer”) Stock Share Trust
0
Registry certificates Company

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 46 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 47 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 48 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 49 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 50 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 51 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 52 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 53 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 54 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 55 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 56 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods Optional Optional
Chattel paper, tangible Optional Preferred
Instruments Optional Preferred
Deposit accounts Exclusive
Electronic chattel paper Optional Optional
Money Exclusive
Certificated security Optional Optional Preferred
Uncertificated security Optional Preferred
Neg. bill of lading Optional Optional
Neg. warehouse receipt Optional Optional
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 57 of 97
 Perfection Methods
Filing Possession Control
§9-312 §9-313 §9-314
Goods 9-310(a) 9-313(a)
Chattel paper, tangible 9-312(a) 9-330
Instruments 9-312(a) 9-330
Deposit accounts 9-312(b)(1)
Electronic chattel paper 9-312(a) 9-314(a)
Money 9-312(b)(3)
Certificated security 9-312(a) 9-313(a) 9-328(1)
Uncertificated security 9-312(a) 9-328(1)
Neg. bill of lading 9-312(a) 9-313(a)
Neg. warehouse receipt 9-312(a) 9-313(a)
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 58 of 97
 Problem 19.1, page 342
How does a secured creditor perfect in:
Cash that comes into the cash register? 9-312(b)(3).
Inventory Money Deposit account Inventory
Possession by an agent who is not the debtor
Negotiable promissory note? 9-312(a), 9-313(a), 9-330(d)
Instrument. Possession is preferred
Money in a bank account? 9-312(b)(1), 9-314(a), 9-104
Authenticated agreement with the bank or put secured’s
name on the account.
General Motors share certificates? 9-312(a), 9-313(a), 9-
314(a), 9-328(1), 9-106, 8-106(b). Controlling secured
party is first.
Keep the indorsed certificate or register the transfer with 0
General Motors (preferred over a party without control)

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 59 of 97
 Problem 19.1, page 342
How does a secured creditor perfect in:
Promissory notes and security interests in cars?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 60 of 97
 Problem 19.1, page 342
How does a secured creditor perfect in:
Promissory notes and security interests in cars?
Chattel paper. 9-312(a), 9-313(a), or 9-314(a) and 9-105 if
we required the dealer to make the paper electronic.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 61 of 97
 Problem 19.1, page 342
How does a secured creditor perfect in:
Promissory notes and security interests in cars?
Chattel paper. 9-312(a), 9-313(a), or 9-314(a) and 9-105 if
we required the dealer to make the paper electronic.
Take possession

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 62 of 97
 Problem 19.2, page 342

$500K contract Watson Family

Canards
Franchise Restaurants

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 63 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K contract Watson Family
Canards
Franchise Restaurants

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 64 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K contract Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 65 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K contract Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?
Instrument? §9-102(a)(47).

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 66 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K contract Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?
Instrument? §9-102(a)(47). Take possession.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 67 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K contract Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?
Instrument? §9-102(a)(47). Take possession.
Account? §9-102(a)(2).

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 68 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K contract Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?
Instrument? §9-102(a)(47). Take possession.
Account? §9-102(a)(2). File financing statement.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 69 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K secured Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?
Instrument? §9-102(a)(47). Take possession.
Account? §9-102(a)(2). File financing statement.
b. Assume the Canards have a security interest in the
franchise. How does Casa Grande perfect in what the
Canards have?
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 70 of 97
 Problem 19.2, page 342
Casa
Grande
$300K $500K
loan contrac
t
$500K secured Watson Family
Canards
Franchise Restaurants
How should Casa Grande perfect? What is the nature of
the collateral?
Instrument? §9-102(a)(47). Take possession.
Account? §9-102(a)(2). File financing statement.
b. Assume the Canards have a security interest in the
franchise. How does Casa Grande perfect in what the
Canards have? Chattel paper? (If the franchise is
0
“goods.”) Take possession and file.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 71 of 97
 Problem 19.3, page 343
Garp
Associates
$60K
Instrumen loan
t
Instrument Watson Family
Canards
Franchise Restaurants

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 72 of 97
 Problem 19.3, page 343
Garp Casa
Associates Grande
$60K $300K
Instrumen loan loan
t
Instrumen Watson Family
Canards
tFranchise Restaurants

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 73 of 97
 Problem 19.3, page 343
Garp Casa
Associates Grande
$60K $300K
Instrumen loan loan
t
Instrumen Watson Family
Canards
tFranchise Restaurants
Can Casa Grande perfect in this instrument by filing?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 74 of 97
 Problem 19.3, page 343
Garp Casa
Associates Grande
$60K $300K
Instrumen loan loan
t
Instrumen Watson Family
Canards
tFranchise Restaurants
Can Casa Grande perfect in this instrument by filing?
Yes, but loses to a later SI perfect by possession

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 75 of 97
 Problem 19.3, page 343
Garp Casa
Associates Grande
$60K $300K
Instrumen loan loan
t
Instrumen Watson Family
Canards
tFranchise Restaurants
Can Casa Grande perfect in this instrument by filing?
Yes, but loses to a later SI perfect by possession
Can Casa Grande perfect in this instrument by possession?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 76 of 97
 Problem 19.3, page 343
Garp Casa
Associates Grande
$60K $300K
Instrumen loan loan
t
Instrumen Watson Family
Canards
tFranchise Restaurants
Can Casa Grande perfect in this instrument by filing?
Yes, but loses to a later SI perfect by possession
Can Casa Grande perfect in this instrument by possession?
Garp becomes an agent of Casa Grande (agrees to act on
Casa Grande’s behalf). §9-313 Comment 3
Garp authenticates a record acknowledging that it holds on
Casa Grande’s behalf. §9-313(c)
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 77 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 78 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 79 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 80 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 81 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 82 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 83 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 84 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 85 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.
Mercedes-Benz? §9-309(1)?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 86 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.
Mercedes-Benz? §9-309(1)? Possession?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 87 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.
Mercedes-Benz? §9-309(1)? Possession? No, §9-
313(b)

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 88 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.
Mercedes-Benz? §9-309(1)? Possession? No, §9-
313(b)
Solid gold ingot and 20 unset diamonds worth $20
million? §9-309(1)?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 89 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.
Mercedes-Benz? §9-309(1)? Possession? No, §9-
313(b)
Solid gold ingot and 20 unset diamonds worth $20
million? §9-309(1)?
Computer equipment used to review stock quotations?
§9-309(1)? 0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 90 of 97
 Problem 19.4, page 343
Savings is lending to Kettering against this collateral. How
could the collateral still be encumbered, despite clean
searches and viewings?
$40,000 mobile home? §9-309(1)? How do we check
that?
$2.5 million rare book collection on display in library of
Congress? §9-309(1)? Possession? How do we check
for possession? §9-313(g)? §9-210? Neither works.
Mercedes-Benz? §9-309(1)? Possession? No, §9-
313(b)
Solid gold ingot and 20 unset diamonds worth $20
million? §9-309(1)?
Computer equipment used to review stock quotations?
§9-309(1)? How do we check what it was bought for? 0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 91 of 97
 Problem 19.5, page 344
Sally and Joe enter into an
oral security agreement. Sally
Sally takes possession of $5K Security
the collateral. loan interest

Joe

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 92 of 97
 Problem 19.5, page 344
Sally and Joe enter into an
oral security agreement. Sally
Sally takes possession of $5K Security
the collateral. loan interest
Can Sally be perfected with Joe
nothing in writing? §9-
310(b), §9-203(b)(3)(B).

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 93 of 97
 Problem 19.5, page 344
Sally and Joe enter into an
oral security agreement. Sally
Sally takes possession of $5K Security
the collateral. loan interest
Can Sally be perfected with Joe
nothing in writing? §9-
310(b), §9-203(b)(3)(B). Yes

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 94 of 97
 Problem 19.5, page 344
Sally and Joe enter into an
oral security agreement. Sally
Sally takes possession of $5K Security
the collateral. loan interest
Can Sally be perfected with Joe Trustee
nothing in writing? §9-
310(b), §9-203(b)(3)(B). Yes
a. Is Sally in possession if the collateral is in her apartment and
Sally is a thousand miles away?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 95 of 97
 Problem 19.5, page 344
Sally and Joe enter into an
oral security agreement. Sally
Sally takes possession of $5K Security
the collateral. loan interest
Can Sally be perfected with Joe Trustee
nothing in writing? §9-
310(b), §9-203(b)(3)(B). Yes
a. Is Sally in possession if the collateral is in her apartment and
Sally is a thousand miles away?
If Joe’s mother is staying in the apartment?

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 96 of 97
 Problem 19.5, page 344
Sally and Joe enter into an
oral security agreement. Sally
Sally takes possession of $5K Security
the collateral. loan interest
Can Sally be perfected with Joe Trustee
nothing in writing? §9-
310(b), §9-203(b)(3)(B). Yes
a. Is Sally in possession if the collateral is in her apartment and
Sally is a thousand miles away?
If Joe’s mother is staying in the apartment?
b. Sally and Joe want to claim perfection by possession in the
bankruptcy you are about to file. What’s your advice? See
Rules accompanying problems 3.3 and 8.4.
0

http://jay.law.ou.edu/faculty/McCall/Secured%20Transactions/Slides/Assignment%2019%20Possession.ppt 1/7/21, 11:56 PM

Page 97 of 97