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Letter from Shareholder Marc S. Heilweil to Employees Supporting Proposal for Pension Rights

(August 19, 2004)

Copied below is the text of a letter from Marc S. Heilweil to the employees of Farmer Bros., dated August 19, 2004, stating his favorable view of Lime Capital's recently submitted shareholder proposal for protecting employee pension rights.

Mr. Heilweil, who notes his long support of ESOPs "as a means of giving ownership to those who work for the company,"  is the president of Spectrum Advisory Services and manages the Marathon Value Portfolio Fund.

 

 

1050 Crown Pointe Parkway

Suite 950

Atlanta, GA 30338

August 19, 2004

 

 

By Fax:  310-320-2436

 


Farmer Bros. Employees

C/o Roy E. Farmer

Chairman and CEO

Farmer Bros. Co.

203333 S. Normandie Avenue

Torrance, CA 90502

 

Dear Farmer Bros. Employees:

 

As a Farmer Bros shareholder myself and as investment advisor to clients owning 31,500 shares, I am writing this letter to express my support for the shareholder proposal to protect employee pension rights that has been put forward by Lime Capital Management for the 2004 annual meeting. 

 

The shareholder proposal would amend the company’s By-laws to provide independent control of the ESOP by an independent trustee and a governing committee elected by the ESOP employee participants.   The best interests of the employees and the shareholders are served by having your own elected governing committee who can represent the employee interests separate from the interests of the Board of Directors.  This change would insure that the ESOP could vote independently of the Board of Directors if that was in the best interests of the employees.  I believe that all shareholders would benefit from this change.

 

ESOPs are a financial instrument that I have long supported as a means of giving ownership to those who work for the company.   When management uses it for the wrong purposes, it subverts the purpose of an ESOP as envisioned by those of us who were its early proponents.

 

I strongly recommend support of this proposal.

 

Sincerely,

 

 

Marc S. Heilweil

 

 

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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