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Request for Board Rescheduling of January 21, 2004 Shareholders Meeting

(January 13, 2004)

Copied below is the text of a letter sent to the directors of Farmer Bros. on January 13, 2003, asking them to postpone the annual meeting, then scheduled for January 21, 2004, to allow shareholders a reasonable period of time to consider their voting decisions.

Additional information about actions announced by the company on December 24, 2003 had been requested in a December 30, 2003 letter and a January 12, 2004 demand for records.  At the time of the letter copied below, the company had not responded to these requests.

 

 

[letterhead]

LUTIN & COMPANY

575 Madison Avenue

New York, New York 10022

Telephone (212) 605-0335

Facsimile (212) 605-0325

 

                                                            January 13, 2004

 

By telecopier: 310/320-2436

 

Messrs. Guenter W. Berger,

Lewis A. Coffman,

Roy E. Farmer,

Roy F. Farmer,

Thomas Maloof,

John H. Merrell, and

John Samore, Jr.

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 is assumed that you will postpone the company's annual meeting to a date that will allow shareholders a reasonable period of time to make fully informed decisions about the matters to be presented for voting.

 

            This need for additional time may also present an opportunity for you to consider actions which would more clearly demonstrate management's commitment to the interests of all the company's shareholders.  Although there have been many very encouraging developments during the past year, other developments raised questions about management's fundamental respect of public investors.  Resolving these questions would be of great value to management as well as shareholders.

 

            My own view is that the past year's changes show that the board recognizes the need to manage Farmer Bros. for the benefit of its shareholders.  I would like to see you convince all of the company's shareholders that they can rely on the board for this purpose.

 

                                                            Sincerely yours,

 

 

 

                                                            Gary Lutin

 

cc:        John M. Anglin, Esquire

 

 

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.

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