HARRY HUGHES, Governor                                      2715

(B) THE SECURITY IS UNCERTIFICATED AND A NOTATION OF
THE RIGHT OF THE ISSUER TO THE LIEN IS CONTAINED IN THE INITIAL
TRANSACTION STATEMENT SENT TO THE PURCHASER OR, IF HIS INTEREST
IS TRANSFERRED TO HIM OTHER THAN BY REGISTRATION OF TRANSFER,
PLEDGE OR RELEASE, THE INITIAL TRANSACTION STATEMENT SENT TO THE
REGISTERED OWNER OR THE REGISTERED PLEDGEE.

8-104.

(1)  The provisions of this title which validate a security
or compel its issue or reissue do not apply to the extent that
validation, issue or reissue would result in overissue; but IF:

(a)   [If an] AN identical security which does not
constitute an overissue is reasonably available for purchase, the
person entitled to issue or validation may compel the issuer to
purchase [and deliver such a] THE security [to] FOR him AND
EITHER TO DELIVER A CERTIFICATED SECURITY OR TO REGISTER THE
TRANSFER OF AN UNCERTIFICATED SECURITY TO HIM, against surrender
of [the] ANY CERTIFICATED security[, if any, which] he holds; or

(b)   [If a] A security is not so available for
purchase, the person entitled to issue or validation may recover
from the issuer the price he or the last purchaser for value paid
for it with interest from the date of his demand.

(2)  "Overissue" means the issue of securities in excess of
the amount [which] the issuer has corporate power to issue.

8-105.

(1)   [Securities] CERTIFICATED SECURITIES governed by this
title are negotiable instruments.

(2)  STATEMENTS (§ 8-408), NOTICES, OR THE LIKE, SENT BY THE
ISSUER OF UNCERTIFICATED SECURITIES AND INSTRUCTIONS (§ 8-308)
ARE NEITHER NEGOTIABLE INSTRUMENTS NOR CERTIFICATED SECURITIES.

[(2)] (3) In any action on a security:

(a)  Unless specifically denied in the pleadings, each
signature on [the] A CERTIFICATED security [or] in a necessary
indorsement, ON AN INITIAL TRANSACTION STATEMENT OR ON AN
INSTRUCTION is admitted;

(b)   [When] IF the effectiveness of a signature is put
in issue the burden of establishing it is on the party claiming
under the signature but the signature is presumed to be genuine
or authorized;

(c)   [When] IF signatures ON A CERTIFICATED SECURITY
are admitted or established production of the [instrument]
SECURITY entitles a holder to recover on it unless the defendant
establishes a defense or a defect going to the validity of the
security; [and]