EXHIBIT 99
EXHIBIT INDEX
The following exhibits are filed as a part of this Form S-1 Registration
Statement. Certain of these exhibits are incorporated by reference. Items
marked with an asterisk (*) are filed herein.
Exhibit No. Description of Exhibits
UNDERWRITING AGREEMENT:
1.A Underwriting Agreement between Farmland Industries, Inc. and Farmland
Securities Company, dated December 6, 1989. (Incorporated by Reference
- Form S-1 No. 33-56821 filed December 12, 1994)
1.A(1) Amendment, dated December 5, 1994, to the agreement, dated
December 6, 1989 between Farmland Industries, Inc. and Farmland
Securities Company. (Incorporated by Reference - Form S-1 No.
33-56821, filed December 12, 1994)
0.XX Sales Agency Agreement between Farmland Industries, Inc. and American
Heartland Investment, Inc., dated December 29, 1993. (Incorporated by
Reference - Form S-1 No. 33-56821, filed December 12, 1994)
** 1.C. Sales Agency Agreement between Farmland industries, Inc. and Iron Street
Securities Inc. dated , 1998.
ARTICLES OF INCORPORATION AND BYLAWS:
3.A Articles of Incorporation and Bylaws of Farmland Industries, Inc.
effective December 5, 1996. (Incorporated by Reference - Form 10-Q,
filed January 14, 1997)
3.B Certificate of Designation for a Series of Preferred Shares Designated as
8% Series A Cumulative Redeemable Preferred Shares, dated December 19,
1997. (Incorporated by Reference - Form S2, filed April 3, 1998)
INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING
INDENTURES:
4.(i)A Form of Trust Indenture with UMB Bank, National Association,
providing for issuance of unsubordinated debt securities, including form
of Demand Loan Certificates. (Incorporated by Reference - Form S-1, No.
33-40759, effective December 31, 1997)
4.(i)B Form of Trust Indenture with Commerce Bank, National Association,
providing for issuance of subordinated debt securities, including forms
of Ten-Year Bond, Series A, Ten-Year Bond, Series B, Five-Year Bond,
Series C, Five-Year Bond, Series D, Ten-Year Monthly Income Bond, Series
E, Ten-Year Monthly Income Bond, Series F, Five-Year Monthly Income Bond,
Series G and Five-Year Monthly Income Bond, Series H. (Incorporated by
Reference - Form S-1, No. 33-40759, effective December 31, 1997)
4(.ii)A Syndicated Credit Facility between Farmland Industries, Inc. and
various banks dated May 15, 1996, (Incorporated by Reference - Form 10-Q
filed July 15, 1996)
Certain instruments relating to long-term debt not being registered have
been omitted in accordance with Item 601(b)(4)(iii) of Regulation S-K.
Registrant will furnish a copy of any such instrument to the Commission
upon its request.
** 5 Opinion of Xxxxxx X. Xxxxx, Vice President and General Counsel of
Farmland Industries, Inc. re Legality
MANAGEMENT REMUNERATIVE PLANS:
10.(iii)A Employee Variable Compensation Plan (September 1, 1998- August 31,
1999). (Incorporated by Reference - Form 10-K filed November 20,
1998)
10.(iii)B Farmland Industries, Inc. Management Long-Term Incentive Plan
(Effective September 1, 1993) (Incorporated by Reference - Form 10-K,
filed November 28, 1995)
10.(iii)B(1) Exhibit E (Fiscal years 1997 through 1999) (Incorporated
by Reference - Form 10-K filed November 7,1997)
10.(iii)B(2) Exhibit F (Fiscal years 1998 through 2000) (Incorporated
by Reference - Form 10-K filed November 7, 1997)
10.(iii)B(3) Exhibit G (Fiscal years 1999 through 2001)(Incorporated
by Reference-Form 10-K filed November 20, 1998).
10.(iii)C Farmland Industries, Inc. Supplemental Executive Retirement Plan
(Effective January 1, 1994) (Incorporated by Reference - Form 10-K,
filed November 28, 1995)
10.(iii)C(1) Resolution Approving the Revision of Appendix A and
Appendix A (Incorporated by Reference - Form 10-K, filed
November 27, 1996)
10.(iii)D Farmland Industries, Inc. Executive Deferred Compensation Plan (As
Amended and Restated Effective November 1, 1996) (Incorporated by
Reference - Form 10-K, filed November 27, 1996)
* 12 Computation of Ratios
21 Subsidiaries of the Registrant . (Incorporated by Reference - Form 10-K
filed November 20, 1998)
CONSENTS OF EXPERTS AND COUNSEL:
* 23.A Independent Auditors' Consent
**23.B Consent of Special Tax Counsel
**23.C Consent of Qualified Independent Underwriter
**23.D Consent of Xxxxxx X. Xxxxx, Vice President and General Counsel of
Farmland Industries, Inc. (included in Exhibit 5)
* 24 Power of Attorney
* 25.A Statement of Eligibility of Trustee and Qualification of UMB Bank,
National Association Trustee, Form T-1.
* 25.B Statement of Eligibility of Trustee and Qualification of Commerce Bank,
National Association as Trustee, Form T-1.
* Filed herewith
** To be filed by amendment
