Okla. Stat. tit. 12A, § 1-9-322
Oklahoma Code Comment
This section makes no significant substantive change from former section 9- 312(1), (5), (6) . Priority is still based on the date of filing or perfection. Consolidated Equipment Sales, Inc. v. First State Bank & Trust, 627 P.2d 432 (Okla. S. Ct. 1981). This is true for future advances as well. See Comments to section 9-323 . However, in affirming this rule the revisions reject the reasoning and holding in several Oklahoma cases, most notably Texas Kenworth Co. v. First National Bank of Bethany, 564 P.2d 222 (Okla. S. Ct. 1977). These cases were not supported by old Article 9, and the revisions clarify that point. See generally William E. Carroll and Alvin C. Harrell, Texas Kenworth Co. v. First National Bank: The Wrong Side of Coin-O-Matic, 16 Okla. City Univ. L. Rev. 81 (1991); Oklahoma Comment to revised section 9-323 .
The rule that actual knowledge of a prior security interest which is not perfected is of no effect is continued in revised section 9-322 . No statement about the effect of actual knowledge was contained the prior version. Early drafts of the original Article 9 ( section 9-312 ) did contain provisions in that regard, but these were omitted in the Official Text. The requirement that a lien creditor be without "actual knowledge" in order to defeat an unperfected security interest, which appeared in an earlier version of old section 9-301(b) has long since been deleted. See revised section 9-317(a)(2) . The omission of any reference to knowledge in revised section 9-322 is, therefore, clearly intentional. Examples in the official Comments also show that actual knowledge is not to be considered. See Examples 2 and 3.
The only way to obtain priority is by perfection. The rule stated in Wilmot v. Central Oklahoma Gravel Corp., 620 P.2d 1350 (Okl. 1980) is still correct. An unsecured creditor with priority over a perfected secured creditor by virtue of a subordination agreement between them does not gain any priority over other third party creditors.