SETTLEMENT AGREEMENT

Exhibit 10.21

IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
a Delaware corporation, et al.

Defendants.

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SETTLEMENT AGREEMENT

TABLE OF CONTENTS

1. Definitions.............................................................4

2. Settlement Purposes Only................................................9

3. Submission for Preliminary Approval.....................................9

4. Term of Agreement.......................................................9

5. Payments by Louisiana-Pacific...........................................9

6. Establishment of Toll-Free Number......................................10

7. Recovery Program.......................................................11

8. Selection and Training of Independent Adjusting Company/Independent
Adjusters.............................................................14

9. Class Notice...........................................................16

10. Class Members'Right of Exclusion/Inclusion.............................17

11. Right of Withdrawal....................................................17

12. Performance Pending Final Agreement....................................18

13. Exclusive Remedy; Dismissal of Action; Jurisdiction of Court...........18

14. Releases...............................................................19

15. Entry of Good Faith Bar Order on Claims; Indemnification...............20

16. Assignment of Claims/Rights............................................20

17. Court's Settlement Approval Order......................................21

18. Effect of Default by Louisiana-Pacific.................................21

19. Representations and Warranties.........................................21

20. Termination of the Agreement...........................................22

21. Miscellaneous Provisions...............................................23

22. Attorneys'Fees.........................................................25

TABLE OF EXHIBITS

1. Court Order on Conditional Acceptance......................Exhibit "A"

2. Problem Report.............................................Exhibit "B"

3. Field Inspection and Evaluation Form.......................Exhibit "C"

4. Release....................................................Exhibit "D"

5. Request for Exclusion......................................Exhibit "E"

6. Notice of Pendency of Class Action,
Proposed Settlement of Class Action and
Settlement Hearing.........................................Exhibit "F"

IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
a Delaware corporation, et al.

Defendants.

/
------------------ ----------------------------

SETTLEMENT AGREEMENT

THIS AGREEMENT is entered into this 4th day of October, 1995, by and
among the Plaintiffs in the above litigation, Xxxxxxx Xxxxxxxx and Xxxxxxxxx
Xxxxxxxx, et al. ("Plaintiffs") for themselves and on behalf of the plaintiff
class as hereinafter defined ("Settlement Class"), and the Defendant herein
Louisiana-Pacific Corporation ("Defendant"). The Plaintiffs and Defendant,
collectively, shall hereinafter be referred to as the "Parties."

Subject to Court approval as required by the Florida Rules of Civil
Procedure and as hereinafter provided, it is hereby stipulated and agreed by the
Parties that, in consideration of the promises set forth in this Agreement and
upon the entry by the Court of the Final Order and Judgment approving the
settlement and directing the implementation of the terms and conditions of the
settlement as set forth in this Agreement, this action shall be settled and
compromised upon the terms and conditions contained herein.

RECITALS

A. The Representative Plaintiffs have filed a Class Action on behalf
of the Settlement Class against Louisiana-Pacific Corporation, and the Court
will be asked to provisionally certify that class under Rule 1.220(b)(3) of the
Florida Rules of Civil Procedure for settlement purposes only.

B. Louisiana-Pacific is the maker of Louisiana-Pacific Inner-Seal
Siding, a product used for siding the exterior of houses and other structures.
Louisiana-Pacific sells Inner-Seal Siding to distributors who in turn sell it to
retailers. Contractors and builders purchase the Inner-Seal Siding from these
retailers. The contractors and builders then install the product on building
structures.

C. Louisiana-Pacific provides instructions relating to the handling,
installation, and maintenance of Inner-Seal Siding. Inner-Seal Siding is a wood
product and, therefore, precautions must be taken to ensure the product is
properly protected from certain conditions, including water encroachment. When
the handling, design, construction, installation, painting and maintenance
instructions are not followed by the distributors, retailers, contractors, or
property owners, damage to the product may result.

D. Over the last several years, Louisiana-Pacific has received
complaints from some Florida homeowners concerning the performance of the
Inner-Seal Siding used in the construction of their houses and has instituted a
claim resolution process to review those complaints.

E. The resolution of these complaints has been complicated by the
fact that liability for installation-related damages may be attributable to
contractors, who are, for the most part, not parties to the claims resolution
process described above. Additionally, many of the contractors

are no longer in business, making it extremely difficult for the property owners
to obtain any relief for installation-related claims.

F. Despite significant success in reducing the costs associated with
resolving these claims, the property owners and Louisiana-Pacific have spent,
and continue to spend, significant resources contesting both liability and
damages.

G. Class Counsel has extensive experience in the litigation of claims
concerning products liability and warranties. They have conducted a thorough
investigation into the law relating to the matters set forth in the class action
petition. Further, they have performed a thorough examination of more than one
hundred homes to determine the cause of damage to the Inner-Seal Siding
installed on the homes of the Class Representative Plaintiffs.

H. In light of the uncertainties associated with the pending,
unresolved issues enumerated above, there is a substantial risk that
adjudications with respect to certain claims asserted by the Class
Representative Plaintiffs will, as a practical matter, be dispositive of the
claims and interests of other members of the Settlement Class, or will
substantially impair or impede the ability of such other Settlement Class
members to protect their interests.

I. The primary purpose of this Agreement is to ensure that Settlement
Class members are fairly compensated in the most timely and efficient manner
possible, free of the uncertainties and cost of litigating the difficult and
disputed liability issues noted above.

J. The settlement contemplated by the Agreement would provide a fair,
flexible, speedy, cost-effective, and assured method of compensating claimants
who own homes or other structures with damaged Inner-Seal Siding. Thus, this
Agreement provides considerable benefit to the Settlement Class, while avoiding
costly litigation of difficult and disputed issues.

K. Based on extensive analysis of the law and facts at issue in the
Class Action, the other factors and considerations enumerated above concerning
liability, and the fair, flexible, speedy, cost-effective, and assured
procedures set forth in this Agreement for compensating the Settlement Class,
each Party has determined that settlement on the terms set forth below would be
fair, adequate, reasonable, and in its best interest.

NOW, THEREFORE, in consideration of the foregoing and the mutual
covenants contained herein, the Parties hereby agree as follows:

1. DEFINITIONS

As used in this Agreement and in the exhibits attached hereto, in
addition to any definitions elsewhere in this Agreement, the following terms
shall have the meanings set forth below:

ACTION means the above-captioned matter pending in the Circuit
Court of Lake County, Florida, Fifth Judicial Circuit, Division
Number 4.

CLASS COUNSEL means Xxxxxx X. XxXxx, III, Xxxxxxx X. Xxxxx, and
XxXxx, Xxxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx, P.A., P.O. Box 491357,
Leesburg, Florida.

CLASS NOTICE DATE means the last date upon which notice is mailed
to the Settlement Class pursuant to Section 9 of this Agreement.

COURT means the Circuit Court of the Fifth Judicial Circuit of
Lake County, Florida, Division Number 4.

DAMAGE means that the product fails at the time of inspection to
perform its essential purposes of cladding and protecting the wall
assembly and presenting

appropriate aesthetics. Factors which will be considered to determine
damage include, but are not limited to, thickness swell and moisture
content and appearance.

DATE OF INSTALLATION means the date Louisiana-Pacific Inner-Seal
Siding was installed based on proof by the property owner of such a
date, such as the certificate of original occupancy issued for such
property or receipts for subsequently purchased siding.

ELIGIBLE CLAIMANT means a claimant who qualifies for relief under
Section 7 of this Agreement.

FAIRNESS HEARING means the hearing to be conducted by the Court in
connection with the determination of the fairness, adequacy and
reasonableness of this Agreement.

FINAL ORDER AND JUDGMENT means the Order to be entered by the
Court, in a form which is mutually agreeable to the Parties, approving
this Agreement without material alteration, as fair, adequate and
reasonable, and making such other findings and determinations as the
Court deems necessary and appropriate to effectuate the terms of this
Agreement.

INDEPENDENT ADJUSTING COMPANY means the entities selected by
Louisiana-Pacific and Class Counsel for the purpose of carrying out the
inspections of the Settlement Class members' homes.

INDEPENDENT ADJUSTERS means adjusters employed by the Independent
Adjusting Companies and trained in evaluating the claims of Settlement
Class members set forth in Section 7.

LOUISIANA-PACIFIC OR L-P means Louisiana-Pacific Corporation, its
subsidiaries or affiliates, successors, assigns, representatives and
insurers, and all of its past, present and future directors, officers,
employees, agents and their respective successors, assigns, executors
and insurers.

LOUISIANA-PACIFIC INNER-SEAL SIDING means any year of manufacture
or type of Oriented Strand Board lap or panel siding, soffit, facia, or
trim manufactured by L-P, but does not include any such products that
were sold by L-P without an express warranty (e.g., utility board), or
that were re-classified by L-P to exclude an express warranty before
the date of this Agreement.

OPT OUT PERIOD means the period commencing on the Class Notice
Date and extending for 30 days thereafter.

PERSON means any individual or legal entity.

PRELIMINARY APPROVAL means the Court's conditional certification
of the Settlement Class, preliminary approval of this Agreement,
approval of the form of the Class Notice and entry of an order
substantially in the form of Exhibit "A" hereto.

PROBLEM REPORT means a report described in Section 7.2 of this
Agreement by a Settlement Class member attached as Exhibit "B".

PROPERTY means any structure including homes, townhomes,
condominiums, apartments, commercial structures and other types of
buildings or structures bearing Louisiana-Pacific Inner-Seal Siding. A
Unit of property means a single residential home, or single condominium
or townhome.

RECOVERY PROGRAM means the procedure set forth in Section 7.

REPLACEMENT COST means average cost per square foot of siding for
full replacement including materials and labor for the State of Florida
as of the Settlement Date as computed from Orlando costs. The
replacement cost will be $2.82 for the replacement of 4'x 8' panels and
$3.40 will be the replacement costs for lap siding.

SETTLED CLAIMS means any claim, liability, right, demand, suit,
matter, obligation, damage, loss or cost, action or cause of action, of
every kind and description which the Releasing Party, as described in
Section 13 of this Agreement, has or may have, whether known or
unknown, asserted or unasserted, latent or patent, that is, has been,
could have been or in the future might be asserted by the Releasing
Party either in the Action or in any other action or proceeding in this
Court or any other court or forum, regardless of legal theory, and
regardless of the type or amount of relief or damages claimed, against
Louisiana-Pacific, arising from or in any way relating to any defects
or alleged defects of Louisiana-Pacific Inner-Seal Siding or any part
thereof. Without limiting the generality of the foregoing, Settled
Claim shall include, with regard to the foregoing subject matter:

(1) any claim for breach or violation of any federal, state, common or
other law;

(2) any claim for breach of any duty imposed by law, by contract or
otherwise;

(3) any claim based on strict product liability, negligence, breach of
express or implied warranty, racketeering, fraud, conspiracy,
consumer fraud, negligent misrepresentation, or intentional
misrepresentation;

(4) any claim arising from or in any way related to the design,
manufacture, production, promotion, sale, distribution, or
installation of Louisiana-Pacific

Inner-Seal Siding, and/or any alleged defects in a
Louisiana-Pacific Inner-Seal Siding, or any part thereof;

(5) any claim for personal injury, emotional distress, or mental
anguish associated with any of the above; and

(6) any claim for penalties, punitive damages, exemplary damages,
treble damages, or any other claim for damages based upon a
multiplication of compensatory damages.

SETTLEMENT CLASS means a class composed of all Persons who own
Property which has Louisiana-Pacific Inner-Seal Siding. Settlement
Class does not include the following:

1. Owners who have previously signed full releases of claims against
Louisiana-Pacific and received compensation for all owned footage;

2. Owners who have executed Arbitration Agreements with
Louisiana-Pacific or have participated in arbitration with
Louisiana-Pacific with respect to all owned footage;

3. Owners who are parties to lawsuits as of the date of filing,
October 19, 1994, of the class action petition; however, such
owners may choose to designate themselves affirmatively as members
of the settlement class within 100 days after issuance of notice.

4. Previous owners of Louisiana-Pacific siding who have replaced
their Louisiana-Pacific siding with siding other than L-P siding
prior to their siding being inspected by the Independent
Adjustment Company.

SETTLEMENT DATE means the date of entry of the Final Order and
Judgment.

UNIT means a piece of real property on which one or more
structures with Louisiana-Pacific Inner-Seal Siding is located.

2. SETTLEMENT PURPOSES ONLY

2.1 This Agreement is for settlement purposes only, and neither the
fact of, nor any provision contained in, this Agreement nor any action taken
hereunder shall constitute, be construed as, or be admissible in evidence as,
any admission of the validity of any claim or any fact alleged by Plaintiffs in
this Action or of any wrongdoing, fault, violation of law, or liability of any
kind on the part of Louisiana-Pacific or any admission by Louisiana-Pacific of
any claim or allegation made in this Action, nor as an admission by any of the
Plaintiffs, members of the Settlement Class or Plaintiffs' Class Counsel of the
validity of any fact or defense asserted against them in the Action.

3. SUBMISSION FOR PRELIMINARY APPROVAL

3.1 Promptly after Execution of this Agreement, the Parties shall
jointly submit this Agreement, through their respective attorneys, to the Court
for Preliminary Approval.

4. TERM OF AGREEMENT

Class members shall be eligible for the Recovery Program set forth in
Section 7 of this Agreement for a period of five years. The five-year term will
begin on the Settlement Date. A Class member's claim will be considered timely
upon calling the established toll-free number and reporting their claim if such
call is made within the five year period.

5. PAYMENTS BY LOUISIANA-PACIFIC

Louisiana-Pacific shall be responsible for the following obligations
under this Agreement:

5.1 Louisiana-Pacific and Class Counsel shall share equally the cost
of Notice in accordance with Section 9 of this Agreement, except that Class
Counsel shall pay no more than $100,000.00.

5.2 Louisiana-Pacific shall pay the costs associated with the
implementation and maintenance of the toll-free number described in Section 6.

5.3 Louisiana-Pacific shall pay the costs associated with the
Independent Adjusters and Independent Adjusting Company including costs of
training, costs of administration, and costs of inspection by the Independent
Adjusters.

5.4 Louisiana-Pacific shall pay attorneys' fees and court costs to
Class Counsel as more fully set forth in Section 22.

5.5 Louisiana-Pacific shall pay twelve hundred dollars ($1,200) to
each of the specific Plaintiffs represented by class counsel for their expenses,
time and effort involved in bringing this lawsuit on behalf of all Class Members
throughout the state of Florida. The names of these specific Plaintiffs have
previously been given to Louisiana-Pacific.

5.6 Louisiana-Pacific shall pay an additional five hundred dollars
($500) to each of six Class Representatives who make up the steering committee
for their additional expenses, time and effort involved in bringing and
coordinating the representative plaintiffs on behalf of all Class Members
throughout the state of Florida.

6. ESTABLISHMENT OF TOLL-FREE NUMBER

6.1 No later than the first dissemination of the Class Notice, and
throughout the Term of this Agreement Louisiana-Pacific shall establish and
adequately staff a statewide toll-free telephone facility. The telephone
facility shall accommodate, personally or through voice activation, phone calls
from Claimants on a 24 hour basis.

6.2 This facility shall be capable of (a) receiving requests for
Notice and other materials described in Section 9; (b) providing generalized
information concerning deadlines for

opt outs and the date, time and location of the Fairness hearing; (c) mailing
materials to Settlement Class members as provided in Section 9; and (d)
gathering the information to complete a Problem Report as described in
Section 7.2.

6.3 Throughout the Term of this Agreement, the facility shall maintain
records of all mailings and all Problem Reports both physically and on a
suitable computer system. Louisiana-Pacific will provide to Class Counsel a
computer terminal which will link to the computer system in order to access, at
all times, the records relating to this Agreement.

6.4 Class Counsel shall have the right to physical inspection of these
records upon reasonable notice to Louisiana-Pacific but shall have computer
access to these records at all times.

6.5 The records so maintained shall be and remain confidential.
Disclosure shall be limited to the parties' counsel and employees of
Louisiana-Pacific.

7. RECOVERY PROGRAM

7.1 Any Settlement Class member shall be an Eligible Claimant if he
has incurred Damage to Louisiana-Pacific Inner-Seal Siding on his Property. An
Eligible Claimant may be a subsequent purchaser of a property with
Louisiana-Pacific Inner-Seal Siding.

7.2 Within the five (5) year term, members of the Settlement Class may
call the Toll-Free Number to report problems with Louisiana-Pacific Inner-Seal
Siding. Louisiana-Pacific will then forward to the Eligible Claimant a Problem
Report (Exhibit "B").

a. Certain basic information will be gathered when the
Settlement Class member makes a Problem Report, I.E., name, address,
builder, subdivision, description of problem and whether the Report is
the first or second under this Agreement.

b. A questionnaire will be sent to the Settlement Class member
requesting proof of the age of the Louisiana-Pacific siding and
ownership verification of the home. Proof of the age of the L-P siding
may be established by, but is not limited to, a Certificate of
Occupancy or a receipt showing the date the L-P siding was installed.

c. Copies of all Problem Reports and completed questionnaires
shall be input into the computer system for processing and made
available to the Independent Adjusting Company and Class Counsel.

7.3 Once a Problem Report has been received by the Independent
Adjusting Company, an Independent Adjuster will be sent within 45 days to
inspect the Property at no cost to the Settlement Class members.

7.4 The inspection by the Independent Adjuster shall include the
following:

a. The Independent Adjuster will verify that the Class Member
has Louisiana-Pacific Inner-Seal Siding on the Property.

b. The Independent Adjuster will verify, if possible, the age of
installation.

c. The Independent Adjuster will measure the amount of
Louisiana-Pacific Inner-Seal Siding which has suffered Damage.

d. The Independent Adjuster will determine without destructive
testing, to the extent possible, the cause of the Damage which will
include an assessment of design, construction, installation, finishing,
painting, and maintenance factors affecting the damaged area.

7.5 After completion of the inspection, the Independent Adjuster will
determine the amount an Eligible Claimant shall be paid based on the factors
listed below.

a. The Maximum Amount that may be awarded for repairing the
damage for a single property under the terms of this Agreement shall be
Replacement Cost times the number of square feet of Louisiana-Pacific
Inner-Seal Siding which has suffered Damage.

b. The following amounts will be added together and the total
deducted from the Maximum Amount computed under paragraph 7.5(a).

(1) AGE OF SIDING INSTALLATION: For installations 37 months
old and older, the adjuster shall deduct 5% per year from the
Maximum Amount. The age reduction factor for a 37 month old
installation shall be 5%, for a 49 month old installation,
10%, etc.

(2) IMPROPER DESIGN/CONSTRUCTION/INSTALLATION/FINISHING/
PAINTING THAT CAUSES OR CONTRIBUTES TO THE DAMAGED SIDING: The
adjuster may deduct up to 75% for deficiencies according to the
guidelines established in the instructions and evaluation forms
provided to the adjuster which are incorporated in and attached
hereto as Exhibit "C."

(3) LACK OF MAINTENANCE: The adjuster may deduct up to 75%
for inadequate painting/sealing/caulking maintenance and external
abuse as instructed in Exhibit "C" attached hereto.

(4) Deductions from the Maximum Amount attributable to
categories 7.5(2) and 7.5(3) combined will never exceed a total
of 75%.

7.6 The Adjuster shall forward to Louisiana-Pacific and Class Counsel
his Field Inspection and Evaluation Form (Exhibit "C") and Louisiana-Pacific
shall, within 30 days after

receiving such notice, issue a check payable to the Eligible Claimant and
deliver it to Class Counsel in the amount calculated on the Field Inspection and
Evaluation Form. However, if such amount is for any reason less than any written
offer presented by Louisiana-Pacific to the Claimant before the date of this
Settlement Agreement, the check will be issued in the amount of such written
offer.

7.7 Once Class Counsel has received the check, he will immediately
notify the Eligible Claimant. Class Counsel will release the check to the
Eligible Claimant upon the execution by the Eligible Claimant of a Release in
the form attached as Exhibit "D."

7.8 In the event an Eligible Claimant suffers subsequent damage to
different Louisiana-Pacific Inner-Seal Siding, he may again make a Problem
Report within the Term of this Agreement and, if appropriate, again go through
the Recovery Program. However, the Eligible Claimant may not use the Recovery
Program more than once in each 24 month period and may do so only two times
during the Term of the Agreement. Use of the Recovery Program two times shall
still be limited by the maximum amount defined in 7.5(a) above. Provided that
Settlement Class members who have been through the Recovery Program less than
24 months before the end of the term of this Agreement, shall not be required
to wait 24 months before going through the Recovery Program. Settlement Class
members who have previously signed releases and received compensation for only
partial footage of the structure, or executed Arbitration Agreements with
Louisiana-Pacific and arbitrated as to only partial footage of the structure are
limited to one claim under this Recovery Program.

8. SELECTION AND TRAINING OF INDEPENDENT ADJUSTING COMPANY/INDEPENDENT
ADJUSTERS

8.1 All fees and expenses incurred in relation to the Independent
Adjusting Company and Independent Adjusters shall be borne by Louisiana-Pacific.

8.2 Each Independent Adjuster will be required to attend a training
session presented by Louisiana-Pacific with the assistance of Class Counsel.

8.3 Louisiana-Pacific and Class Counsel, upon agreement, shall have
the right to supplement the list of Independent Adjusting Companies and
substitute or add others with the consent of opposing counsel which consent
shall not be reasonably withheld.

8.4 Class Counsel and Louisiana-Pacific shall have the right during
the Term of this Agreement to independently, on a sample basis, test the
findings of the Independent Adjuster.

8.5 In the event either Louisiana-Pacific or Class Counsel believes
that the Independent Adjusters are not properly applying the terms of Paragraph
6 or in the event there is a question about the application of the terms of this
Agreement by the Independent Adjusters, then

a. The objecting Party's counsel shall notify counsel for the
other Party to this Agreement in writing of his concern;

b. The counsel for the Parties will meet within 30 days of
receipt of the written notification to try to resolve the concern;

c. In any event, counsel for the parties shall meet every six
months to discuss the implementation and execution of this Agreement
during the preceding six months and will attempt to resolve any
concerns of the respective parties.

d. In the event the Parties cannot resolve the concern then the
dispute shall be submitted to a three-member arbitration panel under
the auspices of the American Arbitration Association ("AAA"). The AAA
shall provide each counsel with a list of arbitrators who have special
expertise in the area of construction. Each counsel shall

choose one arbitrator from the list and the two selected shall choose
the third arbitrator from the same list. The fees and costs of
arbitration shall be borne equally by Louisiana-Pacific and Class
Counsel.

e. In no event shall arbitration be conducted more frequently
than every six months.

9. CLASS NOTICE

Upon Preliminary Approval, as the Court may direct, Class Counsel or
their designee, shall cause notice of the pendency of the Action, the settlement
embodied herein, and the Fairness Hearing (the "Class Notice") to be provided to
the members of the Settlement Class. This Class Notice will be accomplished by
Mail Notice and Published Notice in substantially the form of Exhibit "F"
attached hereto as defined below.

9.1 Mail Notice, in a form approved by the Court, shall be mailed,
first class postage prepaid, together with a Request For Exclusion substantially
in the form of Exhibit "E," to each member of the Settlement Class that can be
identified with due diligence. In addition, such mailing shall be sent to each
member of the Settlement Class whose identity becomes known as a result of the
Published Notice, except no Request For Exclusion form need be mailed after
expiration of the Opt Out Period.

9.2 Published Notice shall be published in newspapers in a manner
reasonably calculated to reach members of the Settlement Class as more
particularly described in the Public Notice Plan to be approved by the Court.

9.3 Upon final Approval of the Agreement by the Court, a second series
of published notices and mail notices shall inform the readers and Class Members
of a toll free number

through which they may arrange for the receipt of a Problem Report. Notice of
the Final Approval of Settlement Agreement and rights of Class Members under the
Settlement shall be given in the same manner as stipulated by the Court in its
Order on the Proposed Class Settlement.

10. CLASS MEMBERS' RIGHT OF EXCLUSION/INCLUSION

10.1 Subject to Section 10.3 of this Agreement, a Settlement Class
member may opt out of the Settlement Class at any time during the Opt Out
Period. In order to exercise the opt out right set forth in this Section, the
Settlement Class member must complete and return a Request For Exclusion
substantially in the form of Exhibit "E," or a reasonable substitute therefor.
Such request must be postmarked on or before the end of the Opt Out Period. Any
Settlement Class member who has not so elected will be a Settlement Class member
for all purposes under this Agreement. Any Settlement Class member who elects to
opt out of the Settlement Class pursuant to this Section 10.1 shall not be
entitled to relief under or be affected by this Agreement.

10.2 Any person who has elected to opt out pursuant to Section 10.1 of
this Agreement may be allowed to withdraw that election with the agreement of
Louisiana-Pacific and Class Counsel.

10.3 A Settlement Class member who owns one or more Units may exercise
his election with respect to each Unit separately from all other Units.

11. RIGHT OF WITHDRAWAL

Within thirty (30) days after the deadline set by the Court for class
members to exclude themselves from the Settlement Class, Louisiana-Pacific shall
have the right, acting in good faith, to withdraw from this Settlement Agreement
if, after reasonable inquiry, Louisiana-Pacific

has concluded that the number of claims of class members who have excluded
themselves from this settlement is a substantial and excessive portion of all
the class claims.

12. PERFORMANCE PENDING FINAL AGREEMENT

12.1 After the Court grants Preliminary Approval, but prior to the
Court's Final Approval of this Agreement as provided in Section 17,
Louisiana-Pacific may elect to provide relief under Section 7 of this Agreement.
If Louisiana-Pacific so elects to provide such relief to Settlement Class
members, such relief may be conditioned upon the execution of a release and
indemnity agreement in a form acceptable to the Parties, which shall provide
that Eligible Claimants will be entitled to additional relief afforded by the
terms and conditions of this Agreement, if any, if and when the Final Order and
Judgment contemplated by Section 16 has been issued.

13. EXCLUSIVE REMEDY; DISMISSAL OF ACTION; JURISDICTION OF COURT

13.1 This Agreement shall be the sole and exclusive remedy for any and
all claims of Settlement Class members against Louisiana-Pacific. Upon entry of
the Final Order and Judgment by the Court, each Settlement Class member who has
not opted out of the Settlement Class shall be barred from initiating, asserting
or prosecuting any claims against Louisiana-Pacific except as provided herein.

13.2 On the Settlement date, the Action shall be dismissed subject to
the reactivation of claims as provided in Section 18 of this Agreement.
Settlement Class members may not commence or actively prosecute actions on
Settled Claims against Louisiana-Pacific once the Final Order and Judgment is
entered. Class Counsel agree to provide reasonable cooperation to dismiss any
other actions of any Settlement Class member for Settled Claims pending in state
or federal courts against Louisiana-Pacific.

13.3 The Court shall retain exclusive and continuing jurisdiction of
the Action, the Parties, and Settlement Class members, to interpret and enforce
the terms, conditions, and obligations of this Agreement.

14. RELEASES

14.1 Upon entry of the Final Order and Judgment, each Settlement Class
member, to the extent he has not opted out of the Settlement Class, on behalf of
himself and any Person claiming by or through him as his heir, administrator,
devisee, predecessor, successor, representative of any kind, or insurer (the
"Releasing Party"), shall be deemed to and does hereby release and forever
discharge Louisiana-Pacific, including any and all of its predecessors,
successors, parents, subsidiaries, divisions, departments, affiliates and
insurers, and any and all of its past, present and future officers, directors,
stockholders, partners, agents, employees, servants, successors, subrogees,
assigns and their respective insurers ("Releasees"), of and from any and all
Claims and related subrogation claims of the Releasing Party's subrogees or
insurance carriers not protected from waiver of subrogation by the provisions of
the applicable insurance policies (or assigned or subrogated prior to final
approval of this Agreement and not subject to compromise or settlement by the
policyholder) except as provided herein.

14.2 Nothing in this Agreement shall prejudice or in any way interfere
with the rights of the Plaintiffs, Settlement Class members and
Louisiana-Pacific from pursuing all of their rights and remedies against any
Third Parties.

14.3 Nothing in this Agreement shall be construed to affect in any way,
or require the forfeiture by any Settlement Class member of, such member's
homeowner's insurance or other available insurance coverage by reason of such
person's participation in this Settlement.

15. ENTRY OF GOOD FAITH BAR ORDER ON CLAIMS; INDEMNIFICATION

15.1 The Parties shall request that the Court enter an order barring
and prohibiting the commencement and prosecution of any claim or action by any
Class Member against Louisiana-Pacific including, but not limited to, any
negligence, breach of warranty, breach of contract, misrepresentation,
contribution, indemnity, and/or subrogation claims (except subrogation claims
explicitly preserved under Section 13), seeking reimbursement for payments made
or to be made to any Settlement Class member for claims relating to
Louisiana-Pacific Inner-Seal Siding or for expenses incurred in defending
against any such claims or actions. Louisiana-Pacific shall be entitled to
dismissal with prejudice of any such claim against it which violate or are
inconsistent with this bar.

15.2 Any Settlement Class member making a claim against a Third Party
(other than that Settlement Class member's insurance carrier) for what would be
a Settled Claim if asserted against Louisiana-Pacific, shall indemnify and hold
harmless Louisiana-Pacific from any claim of contribution or indemnity asserted
by such Third Party against Louisiana-Pacific. Provided that, the Settlement
Class member will not be liable for attorneys' fees incurred by
Louisiana-Pacific in defense of a claim by a third party.

16. ASSIGNMENT OF CLAIMS/RIGHTS

When any Settlement Class member transfers his right or title to any
Property containing Louisiana-Pacific Inner-Seal Siding to any other person (the
Transferee), the Transferee shall automatically receive an assignment of all
rights and obligations under this Agreement limited to the terms and conditions
of the Agreement.

17. COURT'S SETTLEMENT APPROVAL ORDER

17.1 This Agreement is subject to and conditioned upon the issuance by
the Court, following the Fairness Hearing, of a Final Order and Judgment
granting final approval of the Agreement.

18. EFFECT OF DEFAULT BY LOUISIANA-PACIFIC

18.1 In the event Louisiana-Pacific fails to make a payment due and
owing under the terms of this Agreement, or in default of this Agreement in any
other respect, the Plaintiffs' Class Counsel shall so notify the Court.
Louisiana-Pacific shall then be given up to 20 calendar days to cure the
default.

18.2 In the event of a default by Louisiana-Pacific under this
Agreement, the Court may exercise all equitable powers over Louisiana-Pacific to
enforce this Agreement and the Final Order and Judgment irrespective of the
availability or adequacy of any remedy at law. Such powers include, among
others, the power of specific enforcement.

19. REPRESENTATIONS AND WARRANTIES

19.1 Louisiana-Pacific represents and warrants that it (i) has all
requisite corporate power and authority to execute, deliver and perform this
Agreement and to consummate the transactions contemplated hereby; (ii) the
execution, delivery and performance by Louisiana-Pacific of this Agreement and
the consummation by it of the actions contemplated herein have been duly
authorized by all necessary corporate action on the part of Louisiana-Pacific;
and (iii) this Agreement has been duly and validly executed and delivered by
Louisiana-Pacific and constitutes its legal, valid and binding obligation.

20. TERMINATION OF THE AGREEMENT

20.1 The performance of this Agreement is expressly contingent upon the
Court's issuance of the Final Order and Judgment. If the Court fails to issue
such Order within sixty (60) days following conclusion of the Fairness Hearing,
Louisiana-Pacific may elect to terminate this Agreement within twenty (20)
business days of such failure, rendering it as having no force or effect
whatsoever, null and void AB INITIO, and not admissible as evidence for any
purpose in any pending or future litigation (in any jurisdiction) involving any
of the Parties. If the Court approves this Agreement as provided for in Section
17, but this Agreement has not become final pending the resolution of an appeal
of the Final Order and Judgment, Louisiana-Pacific may elect to provide the
relief to Settlement Class members under the terms and conditions of this
Agreement. If Louisiana-Pacific so elects to provide such relief to Settlement
Class members pending the resolution of any such appeal, such relief will be
conditioned upon the Eligible Claimant executing a release and indemnity
agreement consistent with Section 14 of this Agreement. If Louisiana-Pacific
elects not to provide such relief to Settlement Class members pending the
resolution of any such appeal, the Plaintiffs, acting on behalf of and for the
benefit of Settlement Class members, may elect within twenty (20) business days
thereof to terminate this Agreement, rendering it having no force and effect
whatsoever, null and void AB INITIO, and not admissible as evidence for any
purpose in this or any other pending or future litigation (in any jurisdiction)
involving Louisiana-Pacific or Settlement Class members, and Louisiana-Pacific
shall retain the right to oppose class certification in accordance with Section
20.2. If Louisiana-Pacific elects to provide such relief to Settlement Class
members pending the resolution of any such appeal, and the Settlement Date is
never reached, Louisiana-Pacific retains the right to terminate this Agreement
as provided for above in this paragraph.

20.2 Notwithstanding any other provision of this Agreement, if this
Agreement is terminated for any reason, Louisiana-Pacific agrees that the
Plaintiffs may pursue claims associated with any Louisiana-Pacific Inner-Seal
Siding by moving for class certification, and the appropriateness of the
Plaintiffs to act as representative plaintiffs shall be based on their status as
of the date of Preliminary Approval, even if one or more of the Plaintiffs'
individual claims will thereafter have been paid under this Agreement. In that
event, Louisiana-Pacific will not object to the addition or substitution of
class representative Plaintiffs, but may oppose class certification on other
grounds NUNC PRO TUNC without any prejudice whatsoever from either the existence
of this Agreement or the fact that Louisiana-Pacific entered into this
Agreement.

21. MISCELLANEOUS PROVISIONS

21.1 This Agreement, including all Exhibits attached hereto, shall
constitute the entire Agreement among the Parties with regard to the subject of
this Agreement and shall supersede any previous agreements and understandings
between the parties with respect to the subject matter of this Agreement. This
Agreement may not be changed, modified, or amended except in writing signed by
all Parties, subject to Court approval.

21.2 This Agreement shall be construed under and governed by the laws
of the State of Florida.

21.3 This Agreement may be executed by the Parties in one or more
counterparts, each of which shall be deemed an original but all of which
together shall constitute one and the same instrument.

21.4 This Agreement shall be binding upon and inure to the benefit of
the Settlement Class, the Parties, and their representatives, heirs, successors,
and assigns.

21.5 The headings of the Sections of this Agreement are included for
convenience only and shall not be deemed to constitute part of this Agreement or
to affect its construction. The decimal numbering of provisions herein is
intended to designate sub-sections where applicable.

21.6 Any notice, request, instruction, application for Court approval
or application for Court orders sought in connection with this Agreement or
other document to be given by any Party to any other Party shall be in writing
and delivered personally or sent by registered or certified mail, postage
prepaid, if to Louisiana-Pacific to the attention of its counsel and Class
Counsel on behalf of Settlement Class members, or to other recipients as the
Court may specify.

As of the date of this Agreement, the respective representatives are as follows:

Xxxxxx X. Xxxxxx, Esquire Xxxxxx X. XxXxx, III, Esquire
Post Office Box 687 and Xxxxxxx X. Xxxxx, Esquire
DeFuniak Springs, FL 32422-0687 XxXxx, Xxxxxxx, Xxxxxxxx,
Phone No. (000) 000-0000 Xxxxxxx & Xxxxxx, P.A.
Fax No. (000) 000-0000 Post Office Box 491357
Leesburg, FL 34749-1357
Xxxxxx X. Xxxxxx, Esquire Phone No. (000) 000-0000
Xxxxxx & Xxxxxx, L.L.P. Fax No. (000) 000-0000
2300 First City Tower or Fax No. (000) 000-0000
0000 Xxxxxx Xxxxxx
Xxxxxxx, XX 00000-0000
Phone No. (000) 000-0000
Fax No. (000) 000-0000

The above designated representatives may be changed from time to time
by any Party upon giving notice to all other Parties in conformance with this
Section 22.6.

21.7 References to or use of a masculine pronoun in this Agreement
shall include the feminine. References to or use of a singular noun or pronoun
in this Agreement shall include the plural, unless the context implies
otherwise.

22. ATTORNEYS' FEES

22.1 Louisiana-Pacific shall pay the attorneys' fees and court costs of
the Class Counsel. Louisiana-Pacific shall also pay its own attorneys' fees and
court costs.

22.2 Louisiana-Pacific shall pay to Class Counsel, attorneys' fees and
costs as follows:

a. Upon entry of an Order on Proposed Class Settlement and
initial approval by the court, an amount of $200,000 to be paid for
fees and costs.

b. Upon entry of a Final Order accepting this Settlement
Agreement after the fairness hearing and after the time for appeal has
run with no appeal, an amount of $900,000 for fees and costs.

c. On November 3, 1995, an amount of $425,000 for fees and
costs, if no appeal.

d. On November 3, 1996, an amount of $125,000 for fees and
costs, if no appeal.

e. On November 3, 1997, an amount of $125,000 for fees and
costs, if no appeal.

f. On November 3, 1998, an amount of $125,000 for fees and
costs, if no appeal.

In the event of an appeal, if the Settlement Agreement is ultimately approved,
the remaining $1,700,000 will be due and payable on demand as scheduled by Class
Counsel.

22.3 Each payment to Class Counsel by Louisiana-Pacific for fees and
costs when paid to Class Counsel is unconditional and non-refundable.

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date first above written on the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
a Delaware Corporation

By: Xxxxxx X. Xxxx /s/ Date: MAY 31, 1995
------------------------------------------- -------------

XXXXXX X. XXXX VICE PRESIDENT OF OPERATIONS
-------------------------------------------
(Printed name and title)

STATE OF TEXAS
COUNTY OF XXXXXXXXXX

The foregoing instrument was acknowledged before me this 31 day of May,
1995, by Xxxxxx X. Xxxx the Vice President-Operation of LOUISIANA-PACIFIC
CORPORATION, a Delaware Corporation, on behalf of the corporation.

Xxxxx X. Xxxxxxx /s/ [SEAL]
-----------------------------
(Signature of Notary Public)

Xxxxx X. Xxxxxxx
-----------------------------
(Print Name of Notary Public)

###-##-####/3/001
-----------------------------
(Serial/Commission Number)

X Personally Known or ____ Produced ___________________________ as
identification.

Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx /s/
---------------------------- --------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx, (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000 Xxxxxx X. Xxxxxx /s/
CLASS COUNSEL -------------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-0000
(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
a Delaware Corporation, et al.

Defendants.
____________________________________/

ORDER ON PROPOSED CLASS SETTLEMENT

Plaintiffs and Defendant, Louisiana-Pacific Corporation having
conditionally entered into a Settlement Agreement and having moved the Court for
an order conditionally certifying the class and approving their agreement
settling all issues in this action and it appearing that such settlement is in
the interest of the parties and all members of the Class represented by
Plaintiffs, it is

ORDERED and XXXXXXXX as follows:

1. CONDITIONAL CLASS CERTIFICATION. Civil Action No. 94-2458-CA-01,
styled XXXXXXX XXXXXXXX and XXXXXXXXX XXXXXXXX, his wife, et al. v.
LOUISIANA-PACIFIC CORPORATION, a Delaware Corporation, et al., shall be
maintained as a class action on behalf of the following class of plaintiffs:

All persons and entities throughout the state of Florida who own real
property which has Louisiana-Pacific Inner-Seal Siding as their
exterior siding material on that real proeprty.
The Class does not include the following:

1. Property owners who have previously signed full releases of
claims against Louisiana-Pacific and received compensation
for all owned square footage of siding material;

2. Property owners who have executed arbitration agreements with
Louisiana-Pacific or have participated in arbitration with
Louisiana-Pacific with respect to all owned square footage of
exterior siding material;

EXHIBIT A

3. Property owners who are parties to lawsuits as of the date of
filing, October 19, 1994, of the Class Action Petition;
however, such property owners may choose to designate
themselves affirmatively as members of the Class within 100
days after issuance of this notice.

4. Property owners who have removed or replaced their L-P
exterior siding with a product other than L-P exterior siding
before the independent adjuster has had the opportunity to
make the inspection on the proeprty as contemplated by the
Settlement Agreement.

with respect to the following causes of action:

Any claims for damages, injunctive relief, or any other claim, legal or
equitable in nature under federal or state law premised upon an alleged
defect or breach of warranty in connection with the design,
manufacture, marketing, sale of, or representations regarding L-P
Inner-Seal Siding, soffit, trim or facia.

Such certification is conditional upon the final approval by this Court after a
hearing for fairness and acceptance of the Settlement Agreement.

2. TEMPORARY INJUNCTION. Pending the final fairness hearing before this
court regarding the proposed settlement agreement, putative class members are
enjoined from filing other class action lawsuits relating to the causes of
action identified above. Further, any pending class action lawsuits in the state
of Florida shall be abated pending the final fairness hearing.

3. CLASS REPRESENTATIVES; CLASS COUNSEL. XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife; XXXXXX XXXXXX and XXXXXXXX X. XXXXXX, his wife; XXXXXX X.
XXXX and XXXXX X. XXXX, his wife; XXXXXXX X. XXXXXXXXXX and XXXXX XXXXXXXXXX,
his wife; XXXXXXX X. XXXXXXXXX and XXXXX X. XXXXXXXXX, his wife; XXXXXX X.
XXXXXX and XXXXXX X. XXXXXX, his wife; XXXXXX XXXXX and XXXXX XXXXX, his wife;
XXXXXX X. XXXXXX and XXXXX X. XXXXXXXX-XXXXXX, his wife; XXXXXXX X. XXX and XXXX
XXX, his wife; XXXX X. XXXXXXX; XXX XXXXXXXX and XXX X. XXXXXXXX, his wife;
XXXXX XXXXXXX XXXXXX and XXXXXX X. XXXXXX, his WIFE; XXXXXXX X. XXXXXXX and
XXXXX XXXXXXX, his wife; XXXXXX X. XXXXXXXXXX and XXXXXXXX XXXXXXXXXX, his wife;
XXXX XXXXXX and XXXXX XXXXXX, his wife; XXXXXX X. XXXXXXX and XXXXX X. XXXXXXX,
his wife; XXXXX XXXX and XXXX XXXX, his wife; XXXXX XXXXX; XXXXX X. XXXXX and
XXXX X. XXXXX, his wife; XXXX X. XXXXX; XXXXXXX X. XXXX and XXXXXX X. XXXX, his
wife; XXXXXX X. XxXXXXX and XXXXX XxXXXXX, his wife; XXXXXX X. XXXXX and SEGUNDA
X. XXXXX, his wife; XXXXXXXX XXXXX, XXXXXX X. XXXXX and XXXXXXXX X. XXXXX, his
wife; XXXXXX XxXXXX and XXXXXX XxXXXX, his wife; XXXXXX X. XXXXXX and XXXXXX X.
XXXXXX, his wife; XXXXXXX X. XXXXX and XXXXX X. XXXXX, his wife; XXXXXXX X.
XXXXX, XX. and XXXX X. XXXXX, his wife; XXXXXXX X. XXXXXXXXXX and XXXXX X.
XXXXXXXXXX, his wife; XXXXXX X. XXXXXXXXX and XXXXXXX X. XXXXXXXXX, his wife;
XXXXXX X. XXXXXX and XXXXX X. XXXXXX, his wife; XXXXX X.

XXXXXXX and XXXXX X. XXXXXXX, his wife; XXXXXXXX X'XXXX XXXXXXXXX and XXXX XXXX
XXXXXXXXX, his wife; XXXXXXX XXXX and XXXX XXXX XXXX, his wife; XXXX X. XXXXXXX
and XXXXXX XXXXXXX, his wife; XXXXXX X. XXXXX and XXXXX X. XXXXX, his wife;
XXXXXX XXXXX; XXXXX X. XXXXX; XXXX X. XXXXXXX and XXXXXX XXXXXXX, his wife;
XXXXX X. XXXXXX; XXXXXX X. XXXXXXXXX and XXXXXXX X. XXXXXXXXX, his wife; XXXX
XXXXX and XXXX XXXXX, his wife; XXXXX X. XXXXXX and XXXX XX XXXXXX, his wife;
XXXXX XXXXXXXXXX and XXXXX XXXXXXXXXX, his wife; XXXXXX X. XXXXXXXX and XXXXXX
X. XXXXXXXX, his wife; XXX X. XXXXXXXXXX; and XXXXXX XXXXXX and XXXXXXX XXXXXX,
his wife are designated as class representatives and Xxxxxx X. XxXxx, III,
Xxxxxxx and Xxxxxxx X. Xxxxx, Xxxxxxx, of XxXxx, Xxxxxxx, Xxxxxxxx, Xxxxxxx, &
Xxxxxx are designated as counsel for the Class.

4. EXCLUSION. Class members may exclude themselves from the class by
filing with Class Counsel by _______, 1995, the form appended in the Notice
(Attachment "A") or some other appropriate written indication that they request
exclusion from the class. Class counsel shall receive and tabulate requests for
exclusion and provide copies to counsel for L-P.

5. PROPOSED SETTLEMENT. The proposed Settlement between the Plaintiff
Class and the Defendant, Louisiana-Pacific appears, upon preliminary review, to
be within the range of reasonableness and accordingly shall be submitted to the
Class Members for their consideration and for a hearing pursuant to Fla. R. Civ.
P. 1.220(e).

6. HEARING. A hearing shall be held in Court Room ____, in the Circuit
Court of the Fifth Judicial District in and for Lake County, Florida at __:___
_.M. on ________, 1995, to consider whether the settlement should be given final
approval.

(a) Objections by Class Members to the proposed
settlement will be considered if filed in writing with the Clerk on or before
________, 1995.

(b) At the hearing, Class Members may be heard orally in
support of or in opposition to the Settlement Agreement if by _______, 1995, a
written notification of the desire to appear personally is filed with the Clerk,
indicating (if in opposition to the settlement) briefly the nature of the
objection.

(c) Counsel for the Class and for the Defendants should
be prepared at the hearing to respond to objections filed by Class Members and
to provide other information, as appropriate, bearing on whether or not the
settlement should be approved.

7. NOTICE. The parties to the proposed settlement shall by _______, 1995
mail in the name of the Clerk by first class mail, postage prepaid, a notice in
substantially the same form as attachment "A" to members of the class who can
reasonably be identified by the parties through due diligence. Notice of the
proposed settlement and rights of Class Members to object to the settlement
shall also be given by publication by running a copy of the notice in the
newspapers identifed in attachment "B" on each of three (3) separate occasions
at least one (1) week apart beginning within ten (10) days of the date of this
Order.

DONE AND ORDERED in Tavares, Lake County, Florida this ____ day of
_______, 1995.

_____________________________
XXXXX X. XXXXXXX
CIRCUIT JUDGE

Attachment: "A" Notice
Attachment: "B" List of newspapers for
Notice by Publication

CERTIFICATE OF SERVICE

I HEREBY CERTIFY that a true copy of the foregoing has been furnished by U.S.
Mail to XXXXXX X. XxXXX, III, ESQUIRE and XXXXXXX X. XXXXX, ESQUIRE, of XxXxx,
Xxxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx, P.A., Post Office Box 491357, Leesburg,
Florida 34749-1357; LOUISIANA-PACIFIC CORPORATION c/o XXXXXX X. XXXXXX, ESQUIRE,
Post Office Box 687, DeFuniak Springs, Florida 32422-0687 and XXXXXX X. XXXXXX,
ESQUIRE, Xxxxxx & Xxxxxx, L.L.P., 2300 First City Tower, 0000 Xxxxxx Xxxxxx,
Xxxxxxx, Xxxxx 00000-0000; and PALM VISTA HOMES c/o XXXXXXXX X. XXXXX, ESQUIRE,
Warlick, Fassett, Divine & Xxxxxxx, P.A., 00 X. Xxxxxxxxxx Xxxxxx, Xxxxx 000,
Xxxx Xxxxxx Xxx 0000, Xxxxxxx, Xxxxxxx 00000-3387, this ___ day of June, 1995.

_____________________________
JUDICIAL ASSISTANT

IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO.: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
A Delaware Corporation, et. al.

Defendants.

REQUEST FOR EXCLUSION

Read the Enclosed Legal Notice
Carefully Before Filling Out This Form

The undersigned does NOT with to remain a member of the Plaintiff class
certified in the case of XXXXXXX XXXXXXXX and XXXXXXXXX XXXXXXXX, his wife, et
al. V. LOUISIANA-PACIFIC CORPORATION, a Delaware Corporation, et al., in the
Circuit Court of the Fifth Judicial Circuit in and for Lake County, Florida.
I/We understand that by making this request, I/We will not be eligible to
participate in the settlement reached in this case.

Date:_______________________________________
____________________________________________
____________________________________________
____________________________________________
____________________________________________
(Print Name and Address)
____________________________________________
(Signature)
____________________________________________
(Print Name of Additional owner if any)
____________________________________________
(Signature of Additional owner if any)

If you want to exclude yourself from the class, you must fill in and return this
form by mailing on or before ____________________, 1995, to:

Class Counsel
XxXxx, Xxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx
P. O. Box 491357
Leesburg, FL 34749-1357

A separate request for exclusion should be completed and timely mailed for each
entity electing to be excluded form the class.

LIST OF NEWSPAPERS FOR NOTICE OF PUBLICATION

1. Tallahassee Democrat
2. Jacksonville Times Union
3. Orlando Sentinel
4. Tampa Tribune
5. Palm Beach Post
6. Miami Herald
7. Ft. Xxxxx Press
8. Gainesville Sun
9. Ft. Xxxxxx Beach NW Florida News
10. Pensacola News Journal
11. Panama City News-Herald
12. St. Petersburg Times

EXHIBIT B

GUIDELINES AND INSTRUCTIONS FOR FIELD INSPECTORS

The purpose of these instructions and guidelines are to inform the
field inspectors of the procedures to follow while carrying out the terms of the
Louisiana-Pacific Settlement Agreement. The field inspectors are instructed to
apply the formula of the settlement agreement on a consistent basis throughout
the state of Florida. To promote uniformity, the field inspectors will observe
the following instructions:

1. The Field Inspector must first diagram the property on the appropriate
page of the form. this diagram need not be made to scale but is simply
to indicate which side of the structure had damage. The Field Inspector
should also indicate which side represents North, South, East and West.

2. The Field Inspector must determine the amount of damaged siding on the
property. This measurement will be recorded on the form and the
location of the damaged siding will be noted on the Diagram. No
reduction for footage will be made for windows or doors in the damaged
area. Additionally, if a side of the structure has any damage, then
such side will be deemed to have a minimum of thirty-two (32) square
feet of damage to that side. With regards to 4' X 8' panels, if a
panel is damaged, the entire panel will be included as damaged square
footage to be replaced. If undamaged siding must be removed in order
to replace damaged siding and such undamaged siding cannot be reused
by the installer, then this siding will also be deemed damaged siding.

3. The Field Inspector will then inspect the structure for contributing
causes of damage to the siding. The first category of contributing
causes will be the seven design/ construction/ installation causes as
listed on page 2 of the Field inspection and Evaluation Form. The
Inspector will calculate the percentage deduction, if any,
attributable to defects in design/ construction/ and installation as
listed on page 2 of the Form. The percentage deduction shall be
calculated to apply only to the damaged area which specifically
resulted from that design defect caused by the design/ construction/
installation defect. The maximum deduction for this category of
deductions cannot exceed 75% (i.e. if the siding is less than 6 inches
to grade or landscaping but this defect only resulted in damage to 200
of the 400 square feet of damaged siding on that side of the house,
then the maximum deduction for the 6 inches to grade defect would be
75% of the 200 square feet of damaged siding because the other 200
square feet were damaged by another cause.)

4. The same criteria applies to deductions resulting from the second
category of deductions which are Owner Maintenance problems. The Field
Inspector is to review the four causes on page 3 and determine what
percentage, if any, should be deducted as a result of faulty Owner
Maintenance. The deductions will be taken and calculated as described
in paragraph 3 above.

EXHIBIT C

5. However, the total deduction for a given area cannot exceed 75 percent
for the combined causes of design/ construction/ installation and owner
maintenance.

6. The Inspector then calculates the percentage deduction for the age of
the home. The age calculations are as follows: 0-3 years = 0%
deduction, then 5% per year beginning in the 37th month. This
calculation will also be made per side because some of the siding may
have been installed at a different time than other siding.

7. After all deductions have been calculated, page four (4) should be
completed by the Inspector to arrive at the net settlement in dollars $
to be paid to the claimant. The Form will then be promptly forwarded to
the Settlement facility by the inspector where the information can be
input into the computer system.

FIELD INSPECTION AND EVALUATION FORM

Customer Name: _______________
Inspection Date: _______________ Inspector: _______________
Inspection Time: _______________ Date Installed: _______________
Present for Inspection: _______________ Stories: _______________
L-P Product Confirmed: YES____ NO ____
L-P Product Grade: _______________

CALCULATIONS OF DAMAGED SIDING

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Location Front (S1) Right (S2) Rear (S3) Left (S4) Other (O1) Other (O2)
-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Product Type Panel/Lap Panel/Lap Panel/Lap Panel/Lap Panel/Lap Panel/Lap

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------

Size (8", 10", 12")

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Total Square
Footage

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Thickness >.560

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Moisture Cont. >28%

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Other Damage
(Specify)

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------
Total Damaged
Footage*

-------------------- ---------------- ---------------- ---------------- --------------- ---------------- ---------------

*Adjuster should include square footage for normal size windows, doors or
other cutouts that are in the damaged area.

COMMENTS:

FIELD INSPECTION AND EVALUATION FROM

DESIGN/CONSTRUCTION/INSTALLATION DEDUCTION %

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
Location Front (S1) Right (S2) Rear (S3) Left (S4) Other (O1) Other (O2)
-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
Product Type Panel/Lap Panel/Lap Panel/Lap Panel/Lap Panel/Lap Panel/Lap
-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------

1. Less than 6"
clearance to grade
or landscaping

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
2. Less than
3/16" gap where
required

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
3. Less than 2"
clearance between
siding and roof or
chimney

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
4. Siding in
contact with
masonry and/or
concrete

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
5. Less than 2
mils paint on
face and/or
bottom edges

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
6. Improper/ lack
of flashing,
on windows,
doors, ledges,
bands or eave

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
7. Improper
caulking or
nailing (must be
blind nailed after
2/91)

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
TOTAL %
BUILDER
DEDUCTION

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------

COMMENTS:

-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

FIELD INSPECTION AND EVALUATION FROM

OWNER MAINTENANCE DEDUCTION %

1. Painting
or Caulking
failure

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
2. Clogged
or leaking gutters

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
3. Sprinkler
overspray

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
4. Plants in
direct contact
with siding
TOTAL % HOMEOWNER
DEDUCTION

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
TOTAL %
BUILDER
DEDUCTION
From Page 2 .

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
TOTAL % DED.
HOMEOWNER AND
BUILDER (Cannot
Exceed 75%)

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
* DEDUCTION %
FOR AGE

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
TOTAL % ALL
DEDUCTION BY
AREA OR SIDE

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------

* Age Calculations: 0-3 yrs = 0% then 5% per year beginning in the 37th month.

COMMENTS:

--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

FIELD INSPECTION AND EVALUATION FROM

SETTLEMENT CALCULATIONS

Damaged Sq/Ft.
From Page 1.

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
Times Means
Replacement
Cost

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
Total Gross
Settlement ($)

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------

Total % Deduct
From Page 3.

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
Total $
Deductions

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------
Net Settlement
($) per side

-------------------- --------------- --------------- ---------------- --------------- ---------------- ---------------

TOTAL NET SETTLEMENT $
------------------------------
COMMENTS:

FIELD INSPECTION AND EVALUATION FROM

[grid paper for diagram of property here]

COMMENTS:

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IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
a Delaware Corporation, et al.

Defendants.
____________________________________/

RELEASE

In consideration of the payment of $________________ made by
Louisiana-Pacific Corporation ("L-P") to _________________________ and
_________________________ ("Releasors"), pursuant to the Settlement Agreement
reached in the above-styled action, Releasors release and forever discharge L-P
including any and all of its predecessors, successors, parents, subsidiaries,
divisions, departments, affiliates and insurers and any and all of its past,
present and future officers, directors, stockholders, partners, agents,
employees, servants, subrogees, assigns and their respective insurers
("Releasees") from any existing and future actions, claims, and demands for
liability or expenses arising out of L-P's acts or omissions relating to the
design, manufacture, marketing or sale of L-P Inner-Seal Siding, soffit, trim,
or facia on a structure located at _________________________ in the city of
_______________. This Release only applies to the amount of siding found to be
damaged by the independent

EXHIBIT D

adjuster as noted on the Field Inspection and Evaluation Form and compensated
for by L-P. All other siding not compensated for will continue to be eligible
for compensation pursuant to the terms of the Settlement Agreement.

Releasors agree to indemnify and hold harmless, L-P against any loss or
expense, exclusive of court costs and attorneys' fees incurred by
Louisiana-Pacific in defense of a claim by any third party resulting from any
further claim, demand or action that may be brought by any other party arising
out of L-P's acts or omissions relating to the design, manufacture, marketing,
and sale of L-P's Inner-Seal siding, soffit, trim, or facia on such premises
specifically including but not limited to third party claims and claims brought
by class members' contractors and subcontractors.

Releasors certify they own legal and beneficial title to the premises
and the above products; that the Releasors are authorized to enter into this
Release Agreement; that they have carefully read this document and understand
its terms, conditions and effects. Releasors further certify that they have not
previously been paid compensation by L-P on this specific siding material.

__________________________________ ___________________________

__________________________________ ___________________________
(Releasor's name - printed) (Releasor's name - printed)

__________________________________ ___________________________
(Date) (Date)

Page 2

IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
a Delaware Corporation, et. al.

Defendants.

REQUEST FOR EXCLUSION

Read the Enclosed Legal Notice
Carefully Before Filling Out This Form

The undersigned does NOT with to remain a member of the Plaintiff class
certified in the case of XXXXXXX XXXXXXXX and XXXXXXXXX XXXXXXXX, his wife, et
al. vs. LOUISIANA-PACIFIC CORPORATION, a Delaware Corporation, et al., in the
Circuit Court of the Fifth Judicial Circuit in and for Lake County, Florida.
I/We understand that by making this request, I/We will not be eligible to
participate in the settlement reached in this case.

Date: _________________________________

_______________________________________

_______________________________________
(Print Name and Address)

_______________________________________
(Signature)

_______________________________________
(Print Name of Additional Owner if any)

_______________________________________
(Signature of Additional Owner if any)

EXHIBIT E

If you want to exclude yourself from the class, you must fill in and return this
form by mailing on or before ____________________, 1995, to:

Class Counsel
XxXxx, Xxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx
P. O. Box 491357
Leesburg, FL 34749-1357

A separate request for exclusion should be completed and timely mailed for each
entity electing to be excluded form the class.

Page 2

IN THE CIRCUIT COURT OF THE FIFTH JUDICIAL CIRCUIT
IN AND FOR LAKE COUNTY, FLORIDA

XXXXXXX XXXXXXXX and XXXXXXXXX
XXXXXXXX, his wife, et al.

Plaintiffs, CASE NO. 94-2458-CA-01

vs. DIVISION NO: 4

LOUISIANA-PACIFIC CORPORATION, CLASS REPRESENTATION
a Delaware Corporation, et al.

Defendants.
____________________________________/

NOTICE OF PENDENCY OF CLASS ACTION, PROPOSED
SETTLEMENT OF CLASS ACTION AND SETTLEMENT HEARING

TO: ALL INDIVIDUALS OR ENTITIES THROUGHOUT THE STATE OF FLORIDA
WHO OWN REAL PROPERTY WHICH HAS LOUISIANA-PACIFIC INNER-SEAL
SIDING AS ITS EXTERIOR SIDING MATERIAL ON THAT REAL PROPERTY.
("THE CLASS") DO NOT BE ALARMED. YOU HAVE NOT BEEN SUED.

THIS NOTICE MAY AFFECT YOUR RIGHTS.
PLEASE READ CAREFULLY.

Si usted desea obtener una copia de este documento legal en Espanol,
favor de actuar immediatamente y escribir a "Class Counsel, XxXxx,
Xxxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx, P.A., Post Office Box 491357,
Leesburg, Florida 34749-1357."

PURPOSE OF THIS NOTICE

This Notice is given pursuant to an Order of the Circuit Court of the
State of Florida, Lake County, in accordance with Fla. R. Civ. P. 1.220(e). This
notice is to tell you about (i) the pendency of the above styled class action
lawsuit; (ii) the conditional certification for settlement purposes only of the
above-referenced Class, of which you are or may be a member; (iii) a proposed
settlement of the class action relating to the Defendant, LOUISIANA-PACIFIC; and
(iv) a hearing by the Court on ____________________, 1995, to consider the
fairness, reasonableness and adequacy of the proposed settlement as a result of
which you may be eligible

EXHIBIT F

to receive a sum of money. This lawsuit was brought on behalf of certain
property owners who have an exterior siding material manufactured by
LOUISIANA-PACIFIC known as INNER-SEAL siding or Oriented Strand Board (OSB).
You may be such a property owner.

The Plaintiff property owners (the people bringing the lawsuit) charge
that LOUISIANA-PACIFIC manufactured and sold a defective product known as
INNER-SEAL Siding or Oriented Strand Board. The Plaintiffs assert that the
product has prematurely deteriorated on their homes or apartments and has not
performed as warranted. As a result, the Plaintiffs claim that they are legally
entitled to be compensated for the damages that they have incurred. The
Defendant, LOUISIANA-PACIFIC, denies these claims and charges.

The Court has not ruled on the merits of the Plaintiffs' charges or on
the denials and other defenses made by L-P. The purpose of this notice is to
advise you (who have been identified as possibly such a property owner) of these
proceedings, including a proposed settlement of the case, the potential effect
on your rights, and notice of the upcoming hearing relating to the fairness and
reasonableness of the Settlement Agreement.

CLASS ACTION RULING

The Court has conditionally ruled that this lawsuit may be maintained
as a claim for damages not only by the individuals named in the complaint, but
also on behalf of a Class consisting of certain other property owners of L-P
exterior siding. The Court has named XXXXXXX XXXXXXXX and XXXXXXXXX XXXXXXXX,
his wife; XXXXXX XXXXXX and XXXXXXXX X. XXXXXX, his wife; XXXXXX X. XXXX and
XXXXX X. XXXX, his wife; XXXXXXX X. XXXXXXXXXX and XXXXX XXXXXXXXXX, his wife;
XXXXXXX X. XXXXXXXXX and XXXXX X. XXXXXXXXX, his wife; XXXXXX X. XXXXXX and
XXXXXX X. XXXXXX, his wife; XXXXXX XXXXX and XXXXX XXXXX, his wife; XXXXXX X.
XXXXXX and XXXXX X. XXXXXXXX-XXXXXX, his wife; XXXXXXX X. XXX and XXXX XXX, his
wife; XXXX X. XXXXXXX; XXX XXXXXXXX and XXX X. XXXXXXXX, his wife; XXXXX XXXXXXX
XXXXXX and XXXXXX X. XXXXXX, his wife; XXXXXXX X. XXXXXXX and XXXXX XXXXXXX, his
wife, XXXXXX X. XXXXXXXXXX and XXXXXXXX XXXXXXXXXX, his wife, XXXX XXXXXX and
XXXXX XXXXXX, his wife; XXXXXX X. XXXXXXX and XXXXX X. XXXXXXX, his wife; XXXXX
XXXX and XXXX XXXX, his wife; XXXXX XXXXX; XXXXX X. XXXXX and XXXX X. XXXXX, his
wife; XXXX X. XXXXX; XXXXXXX X. XXXX and XXXXXX X. XXXX, his wife; XXXXXX X.
XxXXXXX and XXXXX XxXXXXX, his wife; XXXXXX X. XXXXX and SEGUNDA X. XXXXX, his
wife; XXXXXXXX XXXXX; XXXXXX X. XXXXX and XXXXXXXX X. XXXXX, his wife; XXXXXX
XxXXXX and XXXXXX XxXXXX, his wife; XXXXXX X. XXXXXX and XXXXXX X. XXXXXX, his
wife; XXXXXXX X. XXXXX and XXXXX X. XXXXX, his wife; XXXXXXX X. XXXXX and XXXXX
X. XXXXX, his wife; XXXXXXX X. XXXXX, XX. and XXXX X. XXXXX, his wife; XXXXXXX
X. XXXXXXXXXX and XXXXX X. XXXXXXXXXX, his wife; XXXXXX X. XXXXXXXXX and XXXXXXX
X. XXXXXXXXX, his wife; XXXXXX X. XXXXXX and XXXXX X. XXXXXX, his wife; XXXXX X.
XXXXXXX and XXXXX X. XXXXXXX, his wife; XXXXXXXX X'XXXX XXXXXXXXX

Page 2

and XXXX XXXX XXXXXXXXX, his wife; XXXXXXX XXXX and XXXX XXXX XXXX, his wife;
XXXX X. XXXXXXX and XXXXXX XXXXXXX, his wife; XXXXXX X. XXXXX and XXXXX X.
XXXXX, his wife; XXXXXX XXXXX; XXXXX X. XXXXX; XXXX X. XXXXXXX and XXXXXX
XXXXXXX, his wife; XXXXX X. XXXXXX; XXXXXX X. XXXXXXXXX and XXXXXXX X.
XXXXXXXXX, his wife; XXXX XXXXX and XXXX XXXXX, his wife; XXXXX X. XXXXXX and
XXXX XX XXXXXX, his wife; XXXXX XXXXXXXXXX and XXXXX XXXXXXXXXX, his wife;
XXXXXX X. XXXXXXXX and XXXXXX X. XXXXXXXX, his wife; XXX X. XXXXXXXXXX; and
XXXXXX XXXXXX and XXXXXXX XXXXXX, his wife as class representatives and their
attorneys, Xxxxxx X. XxXxx, III, Esquire and Xxxxxxx X. Xxxxx, Esquire, of
XxXxx, Xxxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx as counsel for the Class. The Class
consists of those persons and entities throughout the state of Florida who own
real property which has LOUISIANA-PACIFIC INNER-SEAL siding as its exterior
siding material on that real property. The Class does not include the following:

1. Property owners who have previously signed full releases of
claims against LOUISIANA-PACIFIC and received compensation for
all owned square footage of siding material;

2. Property owners who have executed arbitration agreements with
LOUISIANA-PACIFIC or have participated in arbitration with
LOUISIANA-PACIFIC with respect to all owned square footage of
exterior siding material;

The conditional ruling is contingent on the Court ultimately approving the
proposed Settlement Agreement after the hearing on the fairness and
reasonableness of such settlement.

TERMS OF PROPOSED SETTLEMENT

Subject to Court approval, the named Plaintiffs and the Defendant,
LOUISIANA-PACIFIC, have agreed on a settlement of this case under which
LOUISIANA-PACIFIC will pay to the Class Members (who do not timely elect to
exclude themselves from the Class) compensation based on an independent
inspection and examination of each property by an independent adjuster. Under
the proposed Settlement Agreement, a class member wishing to make a claim will
be able to call a 1-800 number in order to begin the settlement process.

Page 3

The independent adjuster will calculate the square footage of damaged
siding and multiply the square footage times the cost per square foot necessary
to completely replace all of the damaged siding as calculated from the Means
Data Construction figures for the state of Florida. From that calculation, the
independent adjuster will make deductions for improper design/installation by
the builder and improper maintenance by the property owner. Additionally, a
deduction will be made on the basis of 5% per year for any property over 3 years
old. The adjuster will then calculate the amount owed to the Class Member by
LOUISIANA-PACIFIC and will forward to LOUISIANA-PACIFIC the inspection report
together will all calculations.

LOUISIANA-PACIFIC will then forward to Class Counsel within thirty (30)
days, the settlement check in the calculated amount. Class Counsel will obtain a
written release from the class member and promptly deliver LOUISIANA-PACIFIC's
settlement check to the Class Member. Under the proposed Settlement Agreement,
the Defendant, LOUISIANA-PACIFIC, will extend the period in which a class member
can make a claim for up to 5 years from the date of the Court's Final Order
accepting the Settlement Agreement. LOUISIANA-PACIFIC will pay the attorney's
fees and expenses of Class Counsel independent of payments to the class in the
amount of $_____________________ subject to approval by the Court. In addition,
LOUISIANA-PACIFIC will pay an amount to the named plaintiffs as compensation for
the expenses and efforts relating to the participation in this lawsuit.

LOUISIANA-PACIFIC does not admit any wrong doing or liability on its
part; the proposed Settlement Agreement with LOUISIANA-PACIFIC is a compromise
of disputed claims and does not mean that it is liable for the charges made by
the Plaintiffs. If approved, the Settlement will discharge LOUISIANA-PACIFIC
from any further liability to the Class Members for the conduct alleged by the
Plaintiffs except as provided for in the Settlement Agreement.

ELECTION BY CLASS MEMBERS

If you fit the above-description of a Class Member, you have a choice
whether to remain a member of the Class on whose behalf this suit is being
maintained. Either choice will have its consequences, which you should
understand before making your decision. If you want to be excluded from the
Class, you must complete the enclosed form ("Request for Exclusion") and return
it to "Class Counsel, XxXxx, Xxxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx, P.A., Post
Office Box 491357, Leesburg, Florida 34749-1357," by mail, postmarked no later
than _____________, 199___. By making this election to be excluded, (1) you will
not share in any recovery that might be paid to property owners as a result of
trial or settlement of this lawsuit; (2) you will not be bound by any decision
in this lawsuit favorable to the Defendant, LOUISIANA-PACIFIC; and (3) you may
present any claims you have against Defendant, LOUISIANA-PACIFIC, by filing your
own lawsuit; or (4) you may seek to intervene in this lawsuit.

If you want to remain a member of the Class, you should not file the
"Request for Exclusion" and are not required to do anything at this time. By
remaining a Class Member, any claims against the Defendant, LOUISIANA-PACIFIC,
for damages arising from the Defendant, LOUISIANA-

Page 4

PACIFIC's defective products as alleged by the Class representatives will be
determined in this case and cannot be presented in any other lawsuit.

RIGHTS AND OBLIGATIONS OF CLASS MEMBERS

If you remain a member of the Class:

1. The named Plaintiffs and their attorneys will act as your
representatives and counsel for the presentation of the
charges against the Defendant. If you desire, you may appear
by your own attorney. You may also seek to intervene
individually and may advise the Court if at any time you
consider that you are not being fairly and adequately
represented by the named Plaintiffs or their attorneys.

2. Your participation in the recovery which may be obtained from
the Defendant LOUISIANA-PACIFIC through settlement will depend
upon the Court's final approval of the Settlement Agreement
and your ultimately signing a release in favor of
LOUISIANA-PACIFIC.

3. You may be required as a condition to participating in the
settlement to present evidence respecting the damage to your
property. You should therefore preserve invoices, pictures,
records or other evidence of the damages to your property.\

4. You will be requested to notify Class Counsel of any
corrections or changes in your name or address so that
additional information will be forwarded to you.

SETTLEMENT HEARING

The Court will hold a hearing in court room __________, in the Circuit
Court of the Fifth Judicial Circuit in and for Lake County, Florida, Lake County
Judicial Center in Tavares, Florida, at _______ _.M. on _____________________,
the ______ day of _________________, 199__, to determine whether, as recommended
by both Class Counsel and the Class Representatives, it should approve the
proposed Settlement Agreement.

Objections to the proposed Settlement Agreement by Class Members (who
do not timely elect to exclude themselves from the Class) will be considered by
the Court, but only if such objections are filed in writing with the Clerk by
mail postmarked before _________________, 199__. Attendance at the hearing is
not necessary; however, Class Members wishing to be heard orally in opposition
to the proposed Settlement Agreement should indicate, in their written
objection, their intention to appear at the hearing.

Class Members who support the proposed Settlement Agreement do not need
to appear at the hearing or take any other action to indicate their approval.

FURTHER PROCEEDINGS

Page 5

If the Settlement is approved by the Court, procedures will be
established to effectuate the terms of the Settlement Agreement. Class Counsel
believes that, unless delayed by appeals or unforseen events, the settlement
process may begin by __________________, 1995. You should preserve records,
pictures, invoices of siding purchases and obtain a Certificate of Occupancy to
establish the installation date of your LOUISIANA-PACIFIC siding.

If the Settlement is not approved, the case will continue to be
prepared for trial or other judicial resolution of the claims and defenses and
the conditional certification will cease. The case is not expected to be ready
for trial before ____________________, 199__, as substantial discovery remains
to be conducted. Depending upon the results of the trial, further proceedings
may be necessary before the case is finally resolved.

ADDITIONAL INFORMATION

Any questions you have about the matters contained in this Notice, and
any corrections or changes of name or address should NOT be made to the Court
but should be directed in writing to Class Counsel, XxXxx, Xxxxxxx, Xxxxxxxx,
Xxxxxxx & Xxxxxx, P.A., Post Office Box 491357, Leesburg, Florida 34749-1357. If
you decide to remain a member of the Class and wich to communicate with Class
Counsel as your attorney in this litigation, you may do so by writing to Class
Counsel, Xxxxxx X. XxXxx, III, Esquire and/or Xxxxxxx X. Xxxxx, Esquire, of
XxXxx, Xxxxxxx, Xxxxxxxx, Xxxxxxx & Xxxxxx, P.A., Post Office Box 491357,
Leesburg, Florida 34749-1357.

You may of course seek the advice and guidance of your own attorney if
you desire. The pleadings and other records in this litigation, including a
complete copy of the proposed Settlement Agreement, may be examined and copied
at any time during regular office hours at the office of the Lake County Clerk
of Court, Lake County Judicial Center, 000 Xxxx Xxxx Xxxxxx, Xxxxxxx, Xxxxxxx.

REMINDERS

IF YOU WISH TO BE EXCLUDED FROM THE CLASS ON WHOSE BEHALF THIS ACTION
IS BEING MAINTAINED, RETURN THE COMPLETED "REQUEST FOR EXCLUSION" TO CLASS
COUNSEL BY MAIL POSTMARKED BEFORE ___________________, 1995.

IF YOU WISH TO REMAIN A MEMBER OF THE CLASS BUT WANT TO OBJECT TO THE
PROPOSED SETTLEMENT, FILE YOUR WRITTEN OBJECTION WITH THE CLERK OF THE COURT BY
MAIL POSTMARKED BEFORE ___________________, 1995. INCLUDE ANY REQUEST TO BE
HEARD ORALLY AT THE HEARING.

Dated this ______ day of ______________________, 1995.

___________________________________
Clerk of the Court

Page 6

Enclosure: Request for Exclusion

Page 7

AMENDMENT TO SETTLEMENT AGREEMENT - NUMBER 1

Paragraph 8.2 on page 14 of the Settlement Agreement will be amended
and replaced by paragraph 8.2 as stated below:

8.2 Each independent adjuster will be required to attend a
training session presented jointly by Class Counsel and
Louisiana-Pacific.

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
A DELAWARE CORPORATION

by: /s/ X. X. Xxxxxx Date: AUGUST 9, 1995
-------------------------------------- ----------------------------

X. X. XXXXXX, CHIEF EXECUTIVE OFFICER
--------------------------------------
(Printed name and title)

STATE OF OREGON
COUNTY OF MULTNOMAH

The foregoing instrument was acknowledged before me this 9th day of
August, 1995, by X. X. Xxxxxx the Chief Executive officer of LOUISIANA-PACIFIC
CORPORATION, a Delaware Corporation, on behalf of the corporation.

/s/ Xxxx Xxxxxxxx [SEAL]
------------------------------------------
(Signature of Notary Public)

Xxxx Xxxxxxxx
------------------------------------------
(Print Name of Notary Public)

A026228
------------------------------------------
(Serial/Commission Number)

X Personally Known or Produced ____________________as identification.
-------

Page 1

/s/ Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx
-------------------------------------- -------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post Office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000
CLASS COUNSEL
/s/ Xxxxxx X. Xxxxxx
-------------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-0000
(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

Page 2

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
A DELAWARE CORPORATION

by: /s/ X. X. Xxxxxx Date: August 9, 1995
------------------------------------------ -------------------

X. X. Xxxxxx, Chief Executive Officer
------------------------------------------
(Printed name and title)

STATE OF OREGON
COUNTY OF MULTNOMAH

The foregoing instrument was acknowledged before me this 9th day of August,
1995, by X. X. Xxxxxx the Chief Executive officer of LOUISIANA-PACIFIC
CORPORATION, a Delaware Corporation, on behalf of the corporation.

/s/ Xxxx Xxxxxxxx [SEAL]
----------------------------------------------
(Signature of Notary Public)

Xxxx Xxxxxxxx
----------------------------------------------
(Print Name of Notary Public)

A026228
----------------------------------------------
(Serial/Commission Number)

X Personally Known or Produced __________________as identification.
-------

/s/ Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx
----------------------------------- ------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post Office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000
CLASS COUNSEL
/s/ Xxxxxx X. Xxxxxx
------------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-0000

Page 3

(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

AMENDMENT TO SETTLEMENT AGREEMENT - NUMBER 3

Paragraphs 15.1 and 15.2 on page 20 shall be deleted and the new
paragraphs 15.1 and 15.2 below shall be inserted in its place.

15.1 The Parties shall request that the Court enter an order
barring and prohibiting the commencement and prosecution of
any claim or action by any Class Member against
Louisiana-Pacific, including but not limited to, any
negligence, breach of warranty, breach of contract,
misrepresentation, contribution, indemnity, and/or subrogation
claims (except subrogation claims explicitly preserved under
Section 13), seeking reimbursement for payments made or to be
made to any Settlement Class member for claims relating to
Louisiana-Pacific Inner-Seal Siding. Louisiana-Pacific shall
be entitled to dismissal with prejudice of any such claim
against it which violate or are inconsistent with this bar.

15.2 Any Settlement Class member making a claim against a Third
Party (other than that Settlement Class member's insurance
carrier) for what would be a Settled Claim if asserted against
Louisiana-Pacific, shall indemnify and hold harmless
Louisiana-Pacific from any claim of contribution or indemnity
asserted by such Third party against Louisiana-Pacific.
Provided that, the Settlement Class member will not be liable
for attorney's fees or costs incurred by Louisiana- Pacific in
defense of a claim by a third party.

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
A DELAWARE CORPORATION

by: /s/ X. X. Xxxxxx Date: August 9, 1995
--------------------------------------- ------------------------

X. X. Xxxxxx, Chief Executive Officer
---------------------------------------
(Printed name and title)

STATE OF OREGON
COUNTY OF MULTNOMAH

Page 1

/s/ Xxxx Xxxxxxxx [SEAL]
--------------------------------------
(Signature of Notary Public)

Xxxx Xxxxxxxx
--------------------------------------
(Print Name of Notary Public)

A026228
--------------------------------------
(Serial/Commission Number)

X Personally Known or Produced ____________________as identification.
-----

/s/ Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx
--------------------------------- ------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post Office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000
CLASS COUNSEL
/s/ Xxxxxx X. Xxxxxx
------------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-6760
(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

Page 2

AMENDMENT TO SETTLEMENT AGREEMENT - NUMBER 4

FIELD INSPECTION AND EVALUATION FORM AMENDMENT - EXHIBIT "C"

Delete Item 4 under Owner Maintenance on page 3. The parties agree that
no deduction shall be taken under the category of Owner Maintenance for plants
in direct contact with the siding.

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
A DELAWARE CORPORATION

by: /s/ X. X. Xxxxxx Date: August 9, 1995
--------------------------------------- -------------------------

X. X. Xxxxxx, Chief Executive Officer
---------------------------------------
(Printed name and title)

STATE OF OREGON
COUNTY OF MULTNOMAH

/s/ Xxxx Xxxxxxxx [SEAL]
-------------------------------------------
(Signature of Notary Public)

Xxxx Xxxxxxxx
-------------------------------------------
(Print Name of Notary Public)

A026228
-------------------------------------------
(Serial/Commission Number)

X Personally Known or Produced _________________ as identification.
-------

Page 1

/s/ Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx
------------------------------------ ------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post Office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000 /s/ Xxxxxx X. Xxxxxx
CLASS COUNSEL ------------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-6760
(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

Page 2

AMENDMENT TO SETTLEMENT AGREEMENT - NUMBER 5

FIELD INSPECTION AND EVALUATION FORM AMENDMENT - EXHIBIT "C"

Delete Item 3 under Owner Maintenance on page 3. The parties agree that
no deduction shall be taken under the category of Owner Maintenance for
sprinkler overspray.

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
A DELAWARE CORPORATION

by: /s/ X. X. XXXXXX Date: August 9, 1995
--------------------------------------- ------------------------

X. X. Xxxxxx, Chief Executive Officer
---------------------------------------
(Printed name and title)

STATE OF OREGON
COUNTY OF MULTNOMAH

/s/ Xxxx Xxxxxxxx [SEAL]
--------------------------------------
(Signature of Notary Public)

Xxxx Xxxxxxxx
--------------------------------------
(Print Name of Notary Public)

A026228
--------------------------------------
(Serial/Commission Number)

X Personally Known or Produced as identification.
--------- ------------------------

Page 1

/s/ Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx
--------------------------------- ---------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post Office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000 /s/ Xxxxxx X. Xxxxxx
CLASS COUNSEL ----------------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-0000
(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

Page 2

AMENDMENT TO SETTLEMENT AGREEMENT - NUMBER 6

The following language should be added to the Definition of
"Replacement Cost" found on page 6.

The replacement cost per foot will be $13.07 for the
replacement of Louisiana- Pacific fascia, $14.71 for trim and
$3.40 for soffit.

IN WITNESS WHEREOF, the parties have set their hands and seals
effective of the date set forth below.

LOUISIANA-PACIFIC CORPORATION,
A DELAWARE CORPORATION

by: /s/ X. X. Xxxxxx Date: 8/31/95
------------------------------------------- ----------------------
X. X. Xxxxxx, Chief Executive Officer
-------------------------------------------
(Printed name and title)

STATE OF OREGON
COUNTY OF MULTNOMAH

The foregoing instrument was acknowledged before me this 31st day of
August, 1995, by X. X. Xxxxxx the Chief Executive officer of LOUISIANA-PACIFIC
CORPORATION, a Delaware Corporation, on behalf of the corporation.

/S/ Xxxxx Xxxx [SEAL]
-------------------------------------------
(Signature of Notary Public)

Xxxxx Xxxx
-------------------------------------------
(Print Name of Notary Public)

041888 - Oregon
-------------------------------------------
(Serial/Commission Number)

X Personally Known or Produced as identification.
--------- ------------------------

Page 1

/s/ Xxxxxx X. XxXxx, III /s/ Xxxxxx X. Xxxxxx
-------------------------------- -------------------------------------
XXXXXX X. XxXXX, III XXXXXX X. XXXXXX
Florida Bar No. 053465 Florida Bar No. 105201
XXXXXXX X. XXXXX Post Office Box 687
Florida Bar No. 0999040 DeFuniak Springs, Florida 32422-0687
XxXxx, Xxxxxxx, Xxxxxxxx (000) 000-0000
Xxxxxxx & Xxxxxx, P.A. Attorney for Louisiana-Pacific
Post Office Box 491357 Corporation
Leesburg, Florida 34749-1357
(000) 000-0000 /s/ Xxxxxx X. Xxxxxx
CLASS COUNSEL --------------------------------
XXXXXX X. XXXXXX, of
Xxxxxx & Xxxxxx, L.L.P.
2300 First City Tower
0000 Xxxxxx Xxxxxx
Xxxxxxx, Xxxxx 00000-0000
(000) 000-0000
Attorneys for Louisiana-Pacific
Corporation

Page 2

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Table of Contents

SETTLEMENT AGREEMENT

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