Janet L. Wiest - Page 12




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               Copies of the research and development (R&D) contract and              
          the license agreement referred to in the preceding paragraph were           
          attached as exhibits to the offering memorandum.  The R&D                   
          contract identified U.S. Agri Research and Development Corp.                
          (U.S. Agri) as a party to the contract and the R&D contractor               
          thereunder.  The license agreement identified U.S. Agri as a                
          party to the contract and the licensee thereunder.                          
          G.  U.S. Agri                                                               
               As previously indicated, the offering memorandum identified            
          U.S. Agri as the R&D contractor under the R&D contract and as the           
          licensee under the license agreement.  U.S. Agri was also the R&D           
          contractor and the licensee for Utah Jojoba, Blythe Jojoba I,               
          Blythe Jojoba II, and Desert Center Jojoba.                                 
               As previously indicated, Mr. Pace was the president of U.S.            
          Agri and a member of its board of directors.  Mr. Kellen also               
          served as a member of U.S. Agri’s board until he became general             
          partner of Utah Jojoba, Blythe Jojoba I, Blythe Jojoba II, and              
          Desert Center Jojoba in late 1982.                                          
               Mr. Pace and Mr. Kellen were close personal friends and                
          business associates for a number of years before the formation of           
          San Nicholas in late 1983.                                                  


               10(...continued)                                                       
          of the license agreement by San Nicholas served to automatically            
          terminate the R&D contract pursuant to the terms of the latter              
          contract.  See infra “J”.                                                   




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