EXHIBIT 99
EXHIBIT INDEX
Exhibit No. Description Page
** 1.1 Form of Agency Agreement between
Interstate/Johnson Lane Corporation and the
Registrant
** 3.1 Articles of Incorporation
** 3.1.1 Articles of Amendment
** 3.1.2 Articles of Amendment
** 3.1.3 Articles of Amendment
** 3.1.4 Articles of Amendment
** 3.2 Amended and Restated Bylaws
** 3.2.1 Amendments to Amended and Restated Bylaws
** 4.1 Articles of Incorporation (filed as Exhibit 3.1)
** 4.1.1 Articles of Amendment (filed as Exhibit 3.1.1)
** 4.1.2 Articles of Amendment (filed as Exhibit 3.1.2)
** 4.1.3 Articles of Amendment (filed as Exhibit 3.1.3)
** 4.1.4 Articles of Amendment (filed as Exhibit 3.1.4)
** 4.2 Amended and Restated Bylaws (filed as Exhibit
3.2)
** 4.2.1 Amendments to Amended and Restated Bylaws (filed
as Exhibit 3.2.1)
# 4.3 Specimen Form of Certificate Representing
Membership in the Company and the (Class A) Common
Stock (filed on November 7, 1994 as Exhibit 4.3 to
the Registrant's Registration Statement on Form
SB-2 (No. 33-86068) and incorporated herein by
reference)
* 4.4 Specimen Form of Certificate Representing
Membership in the Company and the Class B Common
Stock
# 4.5 Loan Agreement, dated as of September 21, 1994,
between National Bank for Cooperatives and the
Registrant (filed on November 7, 1994 as Exhibit
10.6 to the Registrant's Registration Statement on
Form SB-2 (No. 33-86068) and incorporated herein
by reference)
# 4.5.1 Term Loan Amendment, dated as of May 19, 1995,
between CoBank, ACB (formerly National Bank for
Cooperatives) and the Registrant (filed with the
Registrant's Annual Report on Form 10-KSB for the
fiscal year ended August 31, 1995 as Exhibit
10.6.1 and incorporated herein by reference)
# 4.6 The Registrant's Promissory Note, dated
September 21, 1994, to National Bank for
Cooperatives (filed on November 7, 1994 as
Exhibit 10.7 to the Registrant's Registration
Statement on Form SB-2 (No. 33-86068) and
incorporated herein by reference)
# 4.7 Security Agreement, dated September 21, 1994,
made by the Registrant to National Bank for
Cooperatives (filed on November 7, 1994 as
Exhibit 10.8 to the Registrant's Registration
Statement on Form SB-2 (No. 33-86068) and
incorporated herein by reference)
# 4.8 Correction Deed of Trust, dated November 4,
1994, between the Public Trustee of the County of
Yuma, State of Colorado and the Registrant (filed
on January 23, 1995 as Exhibit 10.9 to Amendment
No. 1 to the Registrant's Registration Statement
on Form SB-2 (No. 33-86068) and incorporated
herein by reference)
# 4.9 Master Loan Agreement, dated as of May 19,
1995, between CoBank, ACB and the Registrant
(filed with the Registrants' Annual Report on Form
10-KSB for the fiscal year ended August 31, 1995
as Exhibit 10.11 and incorporated herein by
reference)
# 4.10 Multiple Advance Term Loan Supplement, dated as of
May 19, 1995, between CoBank, ACB and the
Registrant (filed with the Registrants' Annual
Report on Form 10-KSB for the fiscal year ended
August 31, 1995 as Exhibit 10.12 and incorporated
herein by reference)
* 4.10.1 Amendment to Multiple Advance Term Loan
Supplement, dated as of February 11, 1997, between
CoBank, ACB and the Registrant respecting the
extension of the CoBank credit facility (filed as
Exhibit 10.14.1)
# 4.11 Revolving Term Loan Supplement, dated as of May
19, 1995, between CoBank, ACB and the Registrant
(filed with the Registrants' Annual Report on Form
10-KSB for the fiscal year ended August 31, 1995
as Exhibit 10.13 and incorporated herein by
reference)
# 4.12 Correction Deed of Trust, dated October 23, 1996,
between the Public Trustee of the County of Yuma,
State of Colorado and the Registrant (filed with
the Registrant's Quarterly Report on Form 10-QSB
for the quarter ended February 28, 1997 as Exhibit
10.6 and incorporated herein by reference)
# 4.13 Illinois Mortgage, dated February 23, 1996, from
the Registrant to CoBank, ACB (filed with the
Registrant's Quarterly Report on Form 10-QSB for
the quarter ended February 28, 1997 as Exhibit
10.10 and incorporated herein by reference)
* 4.14 Letter Agreement between the Registrant to CoBank,
ACB respecting the extension of the CoBank credit
facility (filed as Exhibit 10.28)
** 4.15 Specimen Form of Certificate Representing
Membership in the Company and the Class C Common
Stock
** 5.1 Opinion of Stinson, Mag & Fizzell, P.C.,
counsel for the Registrant, with respect to the
Registrant's (Class A) Common Stock, Class B
Common Stock and Class C Common Stock
# 10.1 Form of Feeder Pig Purchase Agreement (filed on
January 23, 1995 as Exhibit 10.1 to Amendment No.
1 to the Registrant's Registration Statement on
Form SB-2 (No. 33-86068) and incorporated herein
by reference)
# 10.2 Swine Production Services Agreement, dated July
13, 1994, between Farmland Industries, Inc. and
the Registrant (filed on November 7, 1994 as
Exhibit 10.2 to the Registrant's Registration
Statement on Form SB-2 (No. 33-86068) and
incorporated herein by reference)
# 10.2.1 First Amendment to Swine Production Services
Agreement, dated as of July 26, 1996, between
Farmland Industries, Inc. and the Registrant
(filed with the Registrant's Quarterly Report on
Form 10-QSB for the quarter ended February 28,
1997 as Exhibit 10.1 and incorporated herein by
reference)
* 10.2.2 Second Amendment to Swine Production Services
Agreement, dated as of April 14, 1997, between
Farmland Industries, Inc. and the Registrant
# 10.3 Feed Purchase Agreement, dated July 13, 1994,
between the Yuma Farmers Milling-Mercantile
Cooperative Company of Yuma, Colorado and the
Registrant (filed on November 7, 1994 as Exhibit
10.3 to the Registrant's Registration Statement on
Form SB-2 (No. 33-86068) and incorporated herein
by reference)
# 10.4 Interim Feeder Pig Purchase Agreement, dated July
13, 1994, between Farmland Industries, Inc. and
the Registrant (filed on November 7, 1994 as
Exhibit 10.4 to the Registrant's Registration
Statement on Form SB-2 (No. 33-86068) and
incorporated herein by reference)
# 10.4.1 First Amendment to Interim Feeder Pig Purchase
Agreement, dated July 13, 1994, between Farmland
Industries, Inc. and the Registrant (filed on
November 7, 1994 as Exhibit 10.4.1 to the
Registrant's Registration Statement on Form SB-2
(No. 33-86068) and incorporated herein by
reference)
# 10.5 Interim Feeder Pig Purchase Agreement, dated July
13, 1994, between the Yuma Farmers Milling-
Mercantile Cooperative Company of Yuma, Colorado
and the Registrant (filed on November 7, 1994 as
Exhibit 10.5 to the Registrant's Registration
Statement on Form SB-2 (No. 33-86068) and
incorporated herein by reference)
# 10.5.1 First Amendment to Interim Feeder Pig Purchase
Agreement, dated July 13, 1994, between the Yuma
Farmers Milling-Mercantile Cooperative Company of
Yuma, Colorado and the Registrant (filed on
November 7, 1994 as Exhibit 10.5.1 to the
Registrant's Registration Statement on Form SB-2
(No. 33-86068) and incorporated herein by
reference)
# 10.6 Loan Agreement, dated as of September 21, 1994,
between National Bank for Cooperatives and the
Registrant (filed on November 7, 1994 as Exhibit
10.6 to the Registrant's Registration Statement on
Form SB-2 (No. 33-86068) and incorporated herein
by reference)
# 10.6.1 Term Loan Amendment, dated as of May 19, 1995,
between CoBank, ACB (formerly National Bank for
Cooperatives) and the Registrant (filed with the
Registrant's Annual Report on Form 10-KSB for the
fiscal year ended August 31, 1995 as Exhibit
10.6.1 and incorporated herein by reference)
# 10.7 The Registrant's Promissory Note, dated September
21, 1994, to National Bank for Cooperatives (filed
on November 7, 1994 as Exhibit 10.7 to the
Registrant's Registration Statement on Form SB-2
(No. 33-86068) and incorporated herein by
reference)
# 10.8 Security Agreement, dated September 21, 1994, made
by the Registrant to National Bank for
Cooperatives (filed on November 7, 1994 as Exhibit
10.8 to the Registrant's Registration Statement on
Form SB-2 (No. 33-86068) and incorporated herein
by reference)
# 10.9 Correction Deed of Trust, dated November 4, 1994,
between the Public Trustee of the County of Yuma,
State of Colorado and the Registrant (filed on
January 23, 1995 as Exhibit 10.9 to Amendment No.
1 to the Registrant's Registration Statement on
Form SB-2 (No. 33-86068) and incorporated herein
by reference)
# 10.10 Effluent Agreement, dated September 15, 1994,
between RMR Ranch, Inc., and the Registrant
(filed on November 7, 1994 as Exhibit 10.13 to the
Registrant's Registration Statement on Form SB-2
(No. 33-86068) and incorporated herein by
reference)
# 10.11 Swine Production Management Agreement, dated March
2, 1992, between DEKALB Swine Breeders, Inc. and
Yuma Feeder Pig Limited Liability Company (the
predecessor to the Registrant) (filed on November
7, 1994 as Exhibit 10.20 to the Registrant's
Registration Statement on Form SB-2 (No. 33-86068)
and incorporated herein by reference)
# 10.12 Contract to License Primary Swine (No. 3158),
executed by the Registrant on July 20, 1994,
between DEKALB Swine Breeders, Inc. and the
Registrant (filed on January 23, 1995 as Exhibit
10.21 to Amendment No. 1 to the Registrant's
Registration Statement on Form SB-2 (No. 33-86068)
and incorporated herein by reference)
# 10.13 Master Loan Agreement, dated as of May 19, 1995,
between CoBank, ACB and the Registrant (filed with
the Registrant's Annual Report on Form 10-KSB for
the fiscal year ended August 31, 1995 as
Exhibit 10.11 and incorporated herein by
reference)
# 10.14 Multiple Advance Term Loan Supplement, dated as of
May 19, 1995, between CoBank, ACB and the
Registrant (filed with the Registrant's Annual
Report on Form 10-KSB for the fiscal year ended
August 31, 1995 as Exhibit 10.12 and incorporated
herein by reference)
* 10.14.1 Amendment to Multiple Advance Term Loan
Supplement, dated as of February 11, 1997, between
CoBank, ACB and the Registrant respecting the
extension of the CoBank credit facility
# 10.15 Revolving Term Loan Supplement, dated as of May
1995, between CoBank, ACB and the Registrant
(filed with the Registrant's Annual Report on Form
10-KSB for the fiscal year ended August 31, 1995
as Exhibit 10.13 and incorporated herein by
reference)
# 10.16 Contract for Alliance Farms Cooperative
Association, dated September 14, 1995, between the
Registrant and Farmer Boy Ag, Inc. (filed with the
Registrant's Annual Report on Form 10-KSB for the
fiscal year ended August 31, 1995 as Exhibit 10.14
and incorporated herein by reference).
# 10.17 Master Construction Agreement, dated September 18,
1995, between the Registrant and Central
Confinement Service, Ltd. (filed with the
Registrant's Annual Report on Form 10-KSB for the
fiscal year ended August 31, 1995 as Exhibit 10.15
and incorporated herein by reference).
# 10.18 The Registrant's Promissory Note, dated August
30, 1995, to Farmland Industries, Inc. (filed with
the Registrant's Annual Report on Form 10-KSB for
the fiscal year ended August 31, 1995 as
Exhibit 10-16 and incorporated herein by
reference.
# 10.19 Camborough-22 Closed Herd Multiplier Agreement,
dated March 1, 1996, between Pig Improvement
Company, Inc. and the Registrant (filed with the
Registrant's Quarterly Report on Form 10-QSB for
the quarter ended February 28, 1997 as Exhibit
10.2 and incorporated herein by reference)
# 10.20 Option Contract, dated November 20, 1996, between
Bill L. Bailey and Norma Jean Bailey, and the
Registrant (filed with the Registrant's Quarterly
Report on Form 10-QSB for the quarter ended
February 28, 1997 as Exhibit 10.3 and incorporated
herein by reference)
* 10.21 The Registrant's Promissory Note, dated November
27, 1996, to Farmland Industries, Inc.
* 10.22 Amended and Restated Illinois Mortgage, dated as
of November 27, 1996, from the Registrant to
Farmland Industries, Inc.
# 10.23 Correction Deed of Trust, dated October 23, 1996,
between the Public Trustee of the County of Yuma,
State of Colorado and the Registrant (filed with
the Registrant's Quarterly Report on Form 10-QSB
for the quarter ended February 28, 1997 as Exhibit
10.6 and incorporated herein by reference)
# 10.24 Master Construction Agreement, dated November 22,
1996 (Illinois #2 sow unit), between the
Registrant and Central Confinement Service, Ltd.
(filed with the Registrant's Quarterly Report on
Form 10-QSB for the quarter ended February 28,
1997 as Exhibit 10.7 and incorporated herein by
reference)
# 10.25 Master Construction Agreement, dated November 22,
1996 (Illinois #2 nursery), between the Registrant
and Central Confinement Service, Ltd. (filed with
the Registrant's Quarterly Report on Form 10-QSB
for the quarter ended February 28, 1997 as Exhibit
10.8 and incorporated herein by reference)
# 10.26 Master Construction Agreement, dated November 22,
1996 (Illinois #2 isolation building), between the
Registrant and Central Confinement Service, Ltd.
(filed with the Registrant's Quarterly Report on
Form 10-QSB for the quarter ended February 28,
1997 as Exhibit 10.9 and incorporated herein by
reference)
# 10.27 Illinois Mortgage, dated February 23, 1996, from
the Registrant to CoBank, ACB (filed with the
Registrant's Quarterly Report on Form 10-QSB for
the quarter ended February 28, 1997 as Exhibit
10.10 and incorporated herein by reference)
* 10.28 Letter Agreement between the Registrant to CoBank, ACB respecting
the extension of the CoBank credit facility
* 10.29 Form of Weaned Pig Purchase Agreement
* 10.30 Loan Agreement, dated as of November 27, 1996,
between the Registrant and Farmland Industries,
Inc.
* 10.31 Security Agreement, dated as of November 27, 1996,
made by the Registrant to Farmland Industries,
Inc.
* 10.32 Accrued Interest Agreement, dated as of February
28, 1997, between the Registrant and Farmland
Industries, Inc.
* 10.33 Excess Feeder Pig Purchase Agreement, dated as of
February 28, 1997, between the Registrant and
Farmland Industries, Inc.
** 10.34 Form of Class C Weaned Pig Purchase Agreement
** 10.35 Colorado Breeding Farm Side Agreement, dated April
11, 1997, between the Registrant and Farmland
Industries, Inc.
** 10.36 Colorado Breeding Farm Agreement, dated April 11,
1997, between the Registrant, G & G Pork
Producers, LLC and Farmland Industries, Inc.
** 10.37 Colorado Breeding Farm Agreement, dated April 21,
1997, between the Registrant, Triple R and
Farmland Industries, Inc.
** 23.1 Consent of KPMG Peat Marwick LLP, the Registrant's
Independent Public Accountant
** 23.2 Consent of Stinson, Mag & Fizzell, P.C., the
Registrant's counsel, is contained in the Opinion
of Counsel filed as Exhibit 5.1
* 24.1 Power of Attorney (included on the signature page
to this Registration Statement)
# 99.1 Escrow Agreement, dated as of February 17, 1995,
among the Registrant, Doug Brown,
Interstate/Johnson Lane Corporation and
NationsBank, N.A. (Mid-West) (formerly Boatmen's
National Bank) (filed on February 22, 1995 as
Exhibit 99.1 to Amendment No. 2 to the
Registrant's Registration Statement on Form SB-2
(No. 33-86068) and incorporated herein by
reference)
* 99.1.1 Amendment to Escrow Agreement, dated as of
January 31, 1997, among the Registrant, Doug
Brown, Interstate/Johnson Lane Corporation and
NationsBank, N.A. (Mid-West) (formerly Boatmen's
National Bank)
** 99.2 Form of Subscription Agreement
* Filed with the original filing of Registration Statement No. 333-25501
on April 18, 1997.
** Filed herewith.
# Documents filed as exhibits to previous filings of the Registrant under
the Securities Act of 1993 or the Securities Exchange Act of 1934 and
incorporated herein by reference.