Gentlemen:

Due to the fact that we have not received your payment for
the goods we have delivered to you in accordance with our
contract entered into on   [date]  , and that in failing to
pay for these goods you are in breach of said contract, as
you were noticed on   [date]  , it is our intention to make
a private sale of the goods which we have manufactured for
the balance of goods to be delivered under that certain
contract, but which are undeliverable due to said breach,
for a purchase price of $       .

This sale is to be consummated on   [date]  , and will go
forward if your default is not cured by   [date] .

It is our desire to inform you of the foregoing and afford
you the opportunity to decide on a course of action, in
view of the fact that you will be held liable for the loss
sustained by us on said resale to the extent authorized by
[cite section and code].