Stephen H. Glassley and Judith Glassley, et al. - Page 8

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          investments in jojoba.  He attended an all-day seminar on jojoba            
          given by Yermanos at the University of California at Riverside.             
               Sometime during late 1980, Berberich met Whittaker in Los              
          Angeles, California.  He was impressed with her scientific                  
          background and with the fact that her father was William                    
          Whittaker, founder of the Whittaker Corp., which was a publicly             
          traded company.  Berberich traveled with his friends to Hyder,              
          Arizona, and examined the jojoba plantation planted by HJI there.           
          To invest in Whittaker's jojoba farming, Berberich and his                  
          associates became the first limited partners in HJP.  At that               
          time, Berberich had no prior experience in agriculture or                   
          agricultural investments.                                                   
               Whittaker, Berberich, and others believed that the                     
          successful commercialization of jojoba depended on the industry's           
          developing a significant and stable supply of jojoba seed.                  
          Following discussions with Berberich, during late summer or early           
          fall of 1981, Whittaker developed a preliminary proposal relating           
          to research regarding plant selection and propagation, nutrient             
          applications, water requirements, and pollination requirements              
          that might be conducted in connection with a jojoba limited                 
          partnership investment.  During 1981, Whittaker and Berberich               
          agreed that Berberich would form, and serve as the general                  
          partner of, a new limited partnership named Jojoba Development              
          Partners, Ltd. (JDP).  The decision to form this partnership had            
          been made, at least in principle, by the time Whittaker prepared            




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