Forum for Shareholders of Farmer Bros. Co.

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Forum activities relating to Farmer Bros. Co. were suspended in 2007, following the second year of new management.

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Shareholder Voting for February 23, 2004 Meeting

(November 2003 - February 2004)

Evolving variations of the notice copied below, as adapted to changes in the company's proxy statement and other conditions, were accessible from a link in a highlighted box that appeared at the top of all pages on the Forum web site from November 2003 until after the annual meeting of Farmer Bros. Co. shareholders on February 23, 2004.


Shareholder Voting for February 23, 2004 Meeting


The votes of non-management shareholders of Farmer Bros. Co. are important, since they may determine the outcome of matters presented at the annual meeting of shareholders.


Although the company's final proxy statement, filed February 2, 2004, states that management and the employee beneficiaries of the company's ESOP control a majority of votes, it is possible that the ESOP votes may not count.  The company has acknowledged in correspondence with the SEC that the ESOP stock purchases would be violations of securities laws if Farmer Bros. is found to be an "investment company" according to the SEC definition under Section 3(a)(1)(A) of the Investment Company Act of 1940, as alleged in a shareholder action.  Management has also acknowledged, in a section titled "Investment Company Act" on page 27 of the proxy statement, that the SEC itself is concerned that the company "may be an unregistered investment company."  Without the votes of ESOP shares, the votes of non-management shareholders would determine the outcome of matters presented for voting at the annual meeting.


The company's management presented responses to employee questions in a February 12, 2004 solicitation of their ESOP votes, titled "Internal Communication For Better Cooperation" filed with the SEC on February 13, 2004.  The company had not, however, responded to the repeated information requests of independent shareholders, and a Petition was filed on February 13, 2004 to seek court enforcement of the company's obligation to do so.  The SEC was also asked in a February 13, 2004 letter to require the company's postponement of its annual meeting until shareholders have been provided with information relevant to the matters being presented for voting.


NOTE:  Neither the Forum nor anyone associated with its conduct is soliciting proxies or willing to accept proxies if offered.  Based on available information, only the company’s management intends to solicit proxies.  Instructions for voting for or against the issues being presented at the meeting, or for changing those votes at any time prior to the meeting, should be provided in management's final proxy statement.


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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