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Shareholder Motion for Preliminary Injunction to Stop Management Voting of ESOP Shares at Annual Meeting

(December 10 and December 18, 2003)

A motion was filed December 10, 2003 in the shareholder action against the directors of Farmer Bros. to seek a preliminary injunction which would prevent the company's management from voting the 9% of stock held by the ESOP at the annual meeting scheduled for January 5, 2003.  The motion was scheduled to be heard by the court at 10:00AM on December 23, 2003.

The links below provide access to copies of the memorandum of law presenting the arguments in support of the shareholder motion, and to the referenced declaration of Professor Lucian A. Bebchuk, whose expert analysis and conclusions had also been filed the previous week in support of a similar action by Crowe family beneficiaries for the appointment of an interim trustee to vote the 12.5% of company stock held in trusts for them.

Also available below are the declaration of John Samore, Jr., a former Arthur Andersen partner serving as a Farmer Bros. director, submitted on behalf of himself and other defendants in opposition to the motion, and the reply declaration of Professor Rosenthal, the plaintiff representing shareholders. 



Leonard Rosenthal, Individually, and On Behalf of All Others Similarly Situated, Plaintiff, v. Farmer Bros. Company, Guenther W. Berger, Lewis A. Coffman, Roy E. Farmer, Roy F. Farmer, Thomas A. Maloof, John M. Anglin, John H. Merrell and John Samore, Defendants
Case Number CV03 8845 MMM, United States District Court, Central District of California, filed December 4, 2003.



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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