- Annual Report of Employee Stock Plans (11-K)

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Dated: June 25, 2010

/ S / K ENNETH D. M ANN

Kenneth D. Mann, Vice President,

Treasurer, Chief Financial Officer,

and Vice Chairman of Pension,

Investment, and Employee Benefits

Committee, Deltic Timber Corporation

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 11-K

(Mark One)

x	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2009

¨	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-12147

THRIFT PLAN OF DELTIC TIMBER CORPORATION

(Full title of the Plan)

DELTIC TIMBER CORPORATION

(Exact name of issuer of securities held pursuant to Plan)


210 East Elm Street, P. O. Box 7200, El Dorado, Arkansas		71731-7200
(Address of principal executive offices)		(Zip Code)

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Table of Contents


		Page

Report of Independent Registered Public Accounting Firm		1

Statements of Net Assets Available for Benefits as of December 31, 2009 and 2008		2

Statement of Changes in Net Assets Available for Benefits for the Year ended December 31, 2009		3

Notes to Financial Statements		4

Supplemental Schedule		Schedule

Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2009		A

Schedules not listed above are omitted because of the absence of conditions under which they are required under the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Pension, Investment, and Employee Benefits Committee of

Deltic Timber Corporation:

We have audited the accompanying statements of net assets available for benefits of the Thrift Plan of Deltic Timber Corporation (the “Plan”) as of December 31, 2009 and 2008, and the related statement of changes in net assets available for benefits for the year ended December 31, 2009. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Thrift Plan of Deltic Timber Corporation as of December 31, 2009 and 2008, and the changes in net assets available for benefits for the year ended December 31, 2009, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule H, Line 4i – Schedule of Assets (Held at End of Year) as of December 31, 2009 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ KPMG LLP

Shreveport, Louisiana

June 25, 2010

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Statements of Net Assets Available for Benefits

December 31, 2009 and 2008


	2009			2008
Assets
Investments at fair value (Note 3)	$	17,771,782		14,271,338

Liabilities
Accounts payable		1,025		620
Excess contributions payable to participants		—		8,603

Total liabilities		1,025		9,223


Net assets reflecting investments at fair value		17,770,757		14,262,115


Adjustment from fair value to contract value for fully benefit-responsive investment contracts		(51,039	)	(2,809	)


Net assets available for benefits	$	17,719,718		14,259,306

See accompanying notes to financial statements.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Statement of Changes in Net Assets Available for Benefits

Year Ended December 31, 2009


Additions to net assets attributed to
Contributions
Employee	$	857,301
Employer, net of forfeitures		522,450
Rollover and other		13,122

Total contributions		1,392,873


Investment income
Dividends and interest		233,499
Net appreciation in fair value of investments		2,764,241

Total investment income		2,997,740


Total additions		4,390,613

Deductions
Distributions of benefits		922,862
Administrative expenses		7,339

Total deductions		930,201


Net increase in net assets available for benefits		3,460,412

Net assets available for benefits
Beginning of year		14,259,306

End of year	$	17,719,718

See accompanying notes to financial statements.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements

December 31, 2009 and 2008

Note 1 – Description of Plan

General

The Thrift Plan of Deltic Timber Corporation (“the Plan”) is a profit sharing, defined contribution plan covering each employee who is scheduled to work, or actually does work, 1,000 or more hours per year. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). For a more complete description of the Plan’s provisions, refer to the Plan document.

The Plan is administered by Deltic Timber Corporation’s (“the Company”) Pension, Investment, and Employee Benefits Committee (“Plan Administrator”), whose members are appointed by the Company’s Board of Directors. SunTrust Bank (“SunTrust” or the “Trustee”), Nashville N.A. is the Plan’s trustee, and FASCore, LLC is the record keeper for the Plan.

Contributions

Contributions to the Plan include (a) employee tax-deferred, earnings-reduction contributions, (b) employee after-tax supplemental contributions, (c) employer matching safe harbor contributions and (d) rollovers from other qualified plans.

A participant may contribute up to 50 percent of their eligible compensation to a tax-deferred account. Effective January 1, 2005, the employer will make a safe harbor contribution on behalf of each participant who makes a tax-deferred contribution to the Plan. The safe harbor contribution will equal 100 percent of the first 5 percent of eligible compensation that is contributed to the Plan. Participants who have attained age 50 before the end of the plan year are eligible to make catch-up contributions. The employer may make additional voluntary matching contributions at its discretion. No such additional voluntary contributions were made in 2009. Tax-deferred contributions may not exceed the annual Internal Revenue Service limit. Participants may also contribute to an after-tax supplemental account not to exceed 10 percent of eligible compensation. After-tax supplemental contributions are not matched by the employer. Participants direct the investment of their contributions and employer matching contributions into various investment options offered by the Plan, including stock in the Company.

Participant Accounts

Each participant’s account is credited with the participant’s contribution and allocation of (a) the Company’s contribution and (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings on account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested accounts.

Vesting

Effective January 1, 2005, the Plan was amended whereby participants working for the Company on that date became 100 percent vested in all previous matching employer contributions. Subsequently, participants will be immediately 100 percent vested in safe harbor contributions and in any additional voluntary matching contributions.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 1 – Description of Plan (cont.)

Payment of Benefits

Upon attaining normal retirement age, disability or death, the participant (or his/her beneficiary) has the option to receive payment equal to the value of the participant’s account in a lump sum, in installment payments not to exceed 20 years with each annual installment equal to at least 5 percent of the account balance, or in a combination of lump sum and installments (for pre-1987 after-tax contributions). For termination of service for reason other than retirement, disability, or death, a participant may receive the value of the vested account balance as a lump sum distribution.

Although the Plan is designed specifically for retirement, a participant may request an in-service withdrawal from the Plan while actively employed. A participant may withdraw employee after-tax supplemental contributions, Pre-2005 employer matching contributions, Pre-1987 deductible contributions, or Post-1986 matching employee contributions at a minimum of $250. Withdrawals from these accounts are limited to once every 12 months. Pre-1987 matching employee contributions may be withdrawn at any time and at any amount. Participants may be required to bear the cost of any distribution fees associated with an in-service withdrawal.

A participant may withdraw employee tax-deferred contributions or rollovers from other qualified plans under IRS hardship provisions only. “Hardship” is an immediate and heavy financial need in one of the following areas: (1) medical expenses incurred or necessary for the employee, spouse or dependents, (2) cost directly related to the purchase of a principal residence (not including mortgage payments), (3) preventing foreclosure or eviction from employee’s principal residence, (4) tuition fees, related educational fees and room and board expenses for the next 12 months of post-secondary education for employee, spouse or dependents, (5) funeral or burial expenses for the employee’s deceased parent, spouse or dependent, or (6) principal residence repair that qualifies for the casualty deduction. If a hardship withdrawal is taken, contributions are suspended for 6 months.

Employer contributions, employee tax-deferred or account earnings withdrawn from the Plan may be subject to a 10 percent penalty tax if the participant is not 59 1/2 years old or permanently disabled, or has died.

Forfeited Accounts

Forfeitures may arise if a participant’s separation of employment occurred prior to 2005. At December 31, 2009 and 2008, forfeited non-vested accounts totaled $576 and $851, respectively, and these accounts will be used to reduce future employer contributions.

Administrative Expenses

The Company pays most administrative expenses. Participant level fees are paid by the participant from the participant’s account within the Plan.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 2 – Summary of Significant Accounting Policies

Basis of Accounting

The accompanying financial statements of the Plan have been prepared on the accrual basis of accounting.

Investment contracts held by the defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the plan. The plan invests in investment contracts through a common collective trust fund. Contract value for this common collective trust fund is based on the net asset value of the fund as reported by the investment advisor. The Statement of Net Assets Available for Benefits presents the fair value of the investment in the common collective trust fund as well as the adjustment of the investment in the common collective trust fund from fair value to contract value relating to the fully benefit-responsive investment contracts. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates.

Investment Valuation and Income Recognition

The Plan’s investments are stated at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at measurement date. See Note 4 for information on fair value measurements.

Purchases and sales of securities are recorded on a trade-date basis. Net appreciation includes the Plan’s gains and losses on investments bought and sold as well as held during the year. Dividends are recorded on the ex-dividend date, and interest income is recorded on the accrual basis.

Payment of Benefits

Benefits are recorded when paid.

Recently Issued Accounting Pronouncements

In June 2009, the FASB established the FASB Accounting Standards Codification (“Codification”), which officially commenced July 1, 2009, to become the source of authoritative US GAAP recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal securities laws are also sources of authoritative US GAAP for SEC registrants. Generally, the Codification is not expected to change US GAAP. All other accounting literature excluded from the Codification will be considered nonauthoritative. The Codification is effective for financial statements issued for interim and annual periods ending after September 15, 2009. All references to authoritative accounting literature are now referenced in accordance with the Codification.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 2 – Summary of Significant Accounting Policies (cont.)

In January 2010, the FASB issued Accounting Standards Update No. 2010-06, “Improving Disclosures about Fair Value Measurements (Topic 820) – Fair Value Measurements and Disclosures” (“ASU 2010-06”) to add additional disclosures about the different classes of assets and liabilities measured at fair value, the valuation techniques and inputs used, the activity in Level 3 fair value measurements, and the transfers between Levels 1, 2, and 3. Levels 1, 2, and 3 of fair value measurements are defined in Note 4 below. The Plan will adopt this new accounting standards update in the year ending December 31, 2010 except for the provisions of this update that will be effective in the year ending December 31, 2011. The Plan is currently evaluating the impact of its pending adoption on the Plan’s financial statements.

Note 3 – Investments

During 2009, the Plan’s investments, including gains and losses on investments bought and sold, as well as held during the year, appreciated in value by $2,764,241, as follows:


Mutual funds	$	2,305,986
Common collective trust fund		54,802
Equity securities		403,453

	$	2,764,241

The following table presents investments that represent five percent or more of the Plan’s net assets at December 31, 2009 and 2008:


	2009		2008
Mutual funds:
Goldman Sachs Core Fixed Income Fund	$	966,770	1,060,490
Fidelity Advisor Equity Income Fund		1,145,127	910,185
Vanguard 500 Index Signal Fund		1,639,887	991,775
MFS Total Return Fund 3		1,878,147	1,651,186
T. Rowe Price Growth Stock Fund		971,393	792,909
Royce Value Plus Service		954,627	736,784
RidgeWorth International Equity Index I		898,893	511,132
Other ¹		2,745,899	1,653,035

		11,200,743	8,307,496

Common collective trust fund:
SunTrust Retirement Stable Asset Fund		2,442,809	2,287,376


Equity securities:
Deltic Timber Corporation common stock		2,026,132	1,989,250
Murphy Oil Corporation common stock		2,102,098	1,687,216

		4,128,230	3,676,466


Total investments	$	17,771,782	14,271,338

¹	Individually less than five percent.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 4 – Fair Value Measurements

Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are described below:


Level 1		Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.

Level 2		Inputs to the valuation methodology include:

•

Quoted prices for similar assets or liabilities in active markets;

•

Quoted prices for identical or similar assets or liabilities in inactive markets;

•

Inputs other than quoted prices that are observable for the asset or liability;

•

Inputs that are derived principally from or corroborated by observable market data by correlation or other means.

If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.



Level 3		Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

Following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies used at December 31, 2009 and 2008.

Common stocks: Valued at the closing price reported on the active market on which the individual securities are traded.

Mutual funds: Valued at the net asset value (“NAV”) of shares held by the plan at year end.

Common collective trust fund: The fair value is calculated by the issuer utilizing quoted market prices, most recent bid prices in the principal market in which the securities are normally traded, pricing services, and dealer quotes. The Plan’s fair value is based on the Plan’s proportionate share of fair value of the underlying investments of the common collective trust fund.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 4 – Fair Value Measurements (cont.)

The following tables set forth by level, within the fair value hierarchy, the Plan’s assets at fair value as of December 31, 2009 and 2008.


			Fair Value Measurements at Reporting Date Using
	December 31,		Active Markets for Identical Assets (Liabilities) Inputs	Significant Observable Inputs	Significant Unobservable Inputs
	2009		Level 1	Level 2	Level 3

Mutual funds
Cash equivalents	$	577	577
Small/mid cap		2,277,012	2,277,012	—	—
Large cap		4,452,613	4,452,613	—	—
Balanced		1,878,147	1,878,147	—	—
International		1,357,297	1,357,297	—	—
Bond		1,235,097	1,235,097	—	—

Total mutual funds		11,200,743	11,200,743	—	—

Common collective trust fund		2,442,809	—	2,442,809	—
Common stocks		4,128,230	4,128,230	—	—


Total plan assets at fair value	$	17,771,782	15,328,973	2,442,809	—


			Fair Value Measurements at Reporting Date Using
	December 31,		Active Markets for Identical Assets (Liabilities) Inputs	Significant Observable Inputs	Significant Unobservable Inputs
	2008		Level 1	Level 2	Level 3

Mutual funds
Cash equivalents	$	851	851	—	—
Small/mid cap		1,523,796	1,523,796	—	—
Large cap		3,246,943	3,246,943	—	—
Balanced		1,651,186	1,651,186	—	—
International		824,230	824,230	—	—
Bond		1,060,490	1,060,490	—	—

Total mutual funds		8,307,496	8,307,496	—	—

Common collective trust fund		2,287,376	—	2,287,376	—
Common stocks		3,676,466	3,676,466	—	—


Total plan assets at fair value	$	14,271,338	11,983,962	2,287,376	—

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 5 – Income Tax Status

The Internal Revenue Service determined and informed the Company by a letter dated February 24, 2004, that the Plan and related trust was designed in accordance with applicable sections of the Internal Revenue Code of 1986, as amended (“IRC”). The Plan has been amended since the date of this letter; however, the Plan Administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC.

Note 6 – Related Party Transactions

Certain Plan investments are shares of RidgeWorth mutual funds, a service mark of SunTrust and units of participation in a common collective trust fund sponsored by SunTrust. SunTrust is the Trustee of the Plan; therefore, these transactions qualify as party-in-interest transactions. Additionally, investments in common stock of the Company, the Plan sponsor, are party-in-interest transactions.

Note 7 – Plan Amendments

On November 24, 2009, the Company amended the Plan, effective as of the dates specified in the amendment, to comply with applicable provisions of the Pension Protection Act of 2006, the Worker, Retiree, and Employer Recovery Act of 2008, the Heartland Disaster Tax Relief Act of 2008, the Heroes Earnings Assistance and Relief Tax Act of 2008, and other legislative, administrative and regulatory guidance issued since the Plan was last amended.

Note 8 – Plan Termination

Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA.

Note 9 – Risks and Uncertainties

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participant’s account balances and the amounts reported in the statement of net assets available for benefits.

The plan through its investment in the common collective trust fund invests in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage backed securities, including securities backed by subprime mortgage loans. The value, liquidity, and related income of those securities are sensitive to changes in economic conditions, including real estate value, delinquencies or defaults, or both, and may be adversely affected by shifts in the market’s perception of the issuers and changes in interest rates.

THRIFT PLAN OF DELTIC TIMBER CORPORATION

Notes to Financial Statements—(Continued)

December 31, 2009 and 2008

Note 10 – Reconciliation of Financial Statements to Form 5500

The following is a reconciliation of net assets available for benefits per the financial statements to Form 5500 at December 31, 2009 and 2008:


	2009		2008

Net assets available for benefits per the financial statements	$	17,719,718	14,259,306
Accrued administration fees		1,025	620
Excess contributions due to participants		—	8,603

Net assets available for benefits per Form 5500	$	17,720,743	14,268,529

The following is a reconciliation of employee distributions per the financial statements to Form 5500 for the year ended December 31, 2009:


	2009

Employee distribution per the financial statements	$	922,862
Excess contributions refunded to participants		8,603

Employee distributions per Form 5500	$	931,465

Employee distributions in the financial statements have been reduced by excess contributions payable as of December 31, 2008. The Form 5500 reports employee distributions on the cash basis.

The following is a reconciliation of administrative expenses per the financial statements to Form 5500 for the year ended December 31, 2009:


	2009

Administrative expenses per the financial statements	$	7,339
Change in administrative expenses payable		(405	)

Administrative expenses per Form 5500	$	6,934

Administrative expenses are recorded on the cash basis in the Form 5500.

Note 11 – Subsequent Event

Effective January 1, 2010, a Sun Trust Bank FDIC Insured account was added to the Plan as an investment option for Plan participants.

SUPPLEMENTAL SCHEDULE

SCHEDULE A

THRIFT PLAN OF DELTIC TIMBER CORPORATION

EIN/PN 71-0795870/001

Schedule H, Line 4i

Schedule of Assets (Held at End of Year) ²

December 31, 2009


Identity of Issue	Description of Investment	Current Value

Equity securities
Deltic Timber Corporation common stock ¹	43,902.357 shares	$	2,026,132
Murphy Oil Corporation common stock	38,784.096 shares		2,102,098

			4,128,230

Mutual funds
Fidelity Advisor Equity Income Fund	55,186.829 shares		1,145,127
Oppenheimer Equity Fund	87,794.062 shares		696,207
Royce Opportunity Fund Service	62,490.616 shares		551,792
Federated Mid Cap Index Fund	43,709.177 shares		770,593
T. Rowe Price Growth Stock Fund	35,831.524 shares		971,393
Vanguard 500 Index Signal Fund	19,336.006 shares		1,639,887
Goldman Sachs Core Fixed Income Fund	103,177.205 shares		966,770
Royce Value Plus Service	84,931.251 shares		954,627
RidgeWorth International Equity Index I ¹	69,789.812 shares		898,893
MFS Total Return Fund 3	142,933.578 shares		1,878,147
RidgeWorth Prime Quality Money Market I ¹	576.000 shares		576
Alliance Bernstein International Value	24,369.675 shares		332,646
MFS International Value R3	5,532.719 shares		125,759
Dreyfus Bond Market Index Fund Investor	26,051.111 shares		268,326

			11,200,743

Common collective trust fund
SunTrust Retirement Stable Asset Fund ¹	57,491.375 shares		2,391,770


		$	17,720,743

¹	Sun Trust is trustee of the Plan and, accordingly, is a party-in-interest. RidgeWorth is a service mark of Sun Trust, and accordingly is a party-in-interest. Additionally, Deltic Timber Corporation, as sponsor of the Plan, is a party-in-interest.

²	Information on cost of the investments is excluded as all investments are participant directed.

See accompanying Report of Independent Registered Public Accounting Firm.

EXHIBIT INDEX

FORM 11-K

for

THRIFT PLAN of DELTIC TIMBER CORPORATION


Exhibit Number		Description of Exhibit

23		Consent of KPMG LLP, Independent Registered Public Accounting Firm, dated June 25, 2010.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Pension, Investment, and Employee Benefits Committee has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.