Estate of Richard R. Simplot - Page 17




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          Additionally, J.R. Simplot Co. paid club membership fees of various         
          Simplot family members.                                                     
               Several partnerships, joint ventures, and companies owned by           
          J.R. Simplot Co.'s class A voting shareholders were created in              
          conjunction with J.R. Simplot Co.'s businesses.  These entities did         
          all or substantially all of their business with J.R. Simplot Co.            
          As of the valuation date, these entities owned, among other things,         
          food storage facilities, office buildings, livestock, agricultural          
          and development real estate, and grazing rights (see supra note 1).         
          E.  Management                                                              
               As of the valuation date, J.R. Simplot Co.'s management                
          structure was as follows:                                                   
               Name                         Position                                  
          J.R. Simplot            Chairman                                            
          Gordon C. Smith         President and chief executive officer               
          Lawrence E. Costello    Vice president of finance and chief                 
          financial officer                                                           
          James D. Crawford       Corporate treasurer                                 
          Stephen A. Beebe        President of the Food Products Group                
          Donald D. Pottinger     President of the Minerals and Chemical              
          Group                                                                       
          Tom Basabe              President of the Agricultural Group                 
          Ray G. Kaufman          President of the Diversified Products               
          Group                                                                       
          Ronald N. Graves        General counsel and corporate secretary             
               Nonfamily members have served on the board of directors for            
          several decades.                                                            
               In 1993, there was a change in both the chairmanship and               
          presidency of J.R. Simplot Co.  J.R. Simplot retired as chairman of         
          the Company, and thereafter an office of the chairman, composed of          
          Don, Gay, Scott, and decedent's son, was established.                       


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