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efforts of the Meinke firm. The offering, dated July 30, 1982,
provided for a maximum capitalization of $1,714,300 consisting of
140 limited partnership units, at $12,245 per unit. Each unit
consisted of a cash downpayment of $3,571 and an interest-bearing
promissory note in the principal amount of $8,674, payable over a
period of 48 months with interest of 10 percent per year, at the
rate of $220 per month. The offering was limited to "qualified
investors," described as investors with a minimum net worth
(exclusive of home, furnishings, and automobiles) of $150,000
and/or investors who estimate that some portion of their current
calendar year taxable income will be subject to a combined
Federal and State income tax rate of 35 percent or more, or had
gross income in the previous taxable year of not less than
$75,000. The Yuma Mesa partnership subscribed 112 units for a
total capitalization of $1,371,440, which facilitated farming
operations on 130 acres of real property located in the environs
of Yuma, Arizona, for a period of approximately 4 years.
According to the offering circular, Yuma Mesa was to be
"formed to engage in research and development and, thereafter,
participate in the marketing of the products of the jojoba plant,
including, but not limited to, the beans, liquid wax and other
by-products." The offering circular identified Hilltop
Plantations, Inc., as the contractor selected to carry out the
research and development (R&D) program under an R&D Agreement.
b. Hilltop Plantations, Inc.
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