Request for Board Explanation of Recommendation Against Shareholder Proposal

Forum for Shareholders of Farmer Bros. Co.

2007 Conclusion

Forum activities relating to Farmer Bros. Co. were suspended in 2007, following the second year of new management.

Request for Board Explanation of Recommendation Against Shareholder Proposal

(December 4, 2002)

Copied below is the text of a letter sent on December 4, 2002 to all of the directors of Farmer Bros., requesting their explanation of management's recommendation that shareholders vote against the proposal presented by Franklin Mutual Advisers, LLC, for conducting the company's investment business in compliance with applicable regulations.

The proposal with its supporting statement is presented in the company's December 2, 2002 proxy statement, as required by an SEC decision rejecting management's arguments to exclude it. Immediately following the proposal, the company states simply that "Your Board of Directors recommends a vote AGAINST the shareholder proposal to amend the Company's Bylaws." No reasons or explanations are offered.

[letterhead]

LUTIN & COMPANY

575 Madison Avenue

New York, New York 10022

Telephone (212) 605-0335

Facsimile (212) 605-0325

December 4, 2002

By telecopier: 310/320-2436

Messrs. John M. Anglin,

Guenter W. Berger,

Lewis A. Coffman,

Roy E. Farmer,

Roy F. Farmer, and

John H. Merrell

c/o Farmer Bros. Co.

20333 South Normandie Avenue

Torrance, California 90502

To the members of the board of directors of Farmer Bros. Co.:

It was noted in the company's November 27, 2002 proxy statement for your annual meeting of shareholders that management recommends voting against the proposal presented by Franklin Mutual Advisers for conducting the company's investment business in compliance with the Investment Company Act of 1940, but that no explanation was offered for that recommendation.

Shareholders should be able to consider your reasons for opposing the proposal when they make their own voting decisions. I therefore ask you to state whatever reasons you have, publicly, in an SEC filing, so that the information will be available to shareholders before they mail their proxy cards to you for the December 26th meeting.

Please let me know if your participation in Forum communications may help you satisfy your responsibilities to shareholders.

Very truly yours,

Gary Lutin

The Forum is open to all Farmer Bros. shareholders, whether institutional or individual, and to professionals concerned with their investment decisions. Its purpose is to provide shareholders with access to information and a free exchange of views on issues relating to their evaluations of alternatives. As stated in the Forum's Conditions of Participation, participants are expected to make independent use of information obtained through the Forum, subject to the privacy rights of other participants. It is a Forum rule that participants will not be identified or quoted without their explicit permission.

There is no charge for participation. Franklin Mutual Advisers, LLC, the manager of funds owning approximately 12.6% of Farmer Bros. shares, provided initial sponsorship for the Forum and arranged for it to be chaired by Gary Lutin. Continuing support and guidance of the Forum is provided by an Advisory Panel of actively interested shareholders.

For additional information or to be included in an email distribution list, send an inquiry to farm@shareholderforum.com.