JOHN D. MENKE, President

John D. Menke, who co-authored the legislation which first created ESOPs, is a pre-eminent authority in the field of ESOPs. During his 25-year-plus career, Mr. Menke has supervised and assisted in the installation of more than 1,500 ESOPs. Prior to founding Menke & Associates, Inc. in 1974, Mr. Menke was General Counsel to Kelso & Company, an ESOP investment banking firm. Prior to that, he was associated with the law firm of Kelso, Cotton, Seligman & Ray, where he practiced in the fields of corporate finance, mergers and acquisitions, tax planning and deferred compensation. Mr. Menke received his B.A. degree from the University of Texas and his LL.B. degree from Yale Law School.

Prior to joining Menke Capital Corp., Mr. Menke served as an ESOP investment advisor with the investment banking firm of Kidder, Peabody & Company. There he spearheaded the firm's efforts to become one of the leading investment firms to the ESOP industry. Mr. Menke was a consultant to senior management of companies regarding investment considerations in ESOP buyouts and specialized in designing tax-free rollover strategies. Mr. Menke received his B.A. degree cum laude from the University of Southern California and his M.B.A. from the Kellogg Graduate School of Management at Northwestern University.

Mr. Armstrong has a strong background in financial consulting for middle market companies. Prior to joining the firm, Mr. Armstrong worked for six years with Crocker National Bank (San Francisco and Los Angeles) as a commercial lender and work-out specialist. Mr. Armstrong graduated from Stanford University with a B.A. in Economics in 1975. He received an M.B.A. in Finance and Accounting from the University of California, Los Angeles in 1979.

Mr. Coltman has had over 15 years experience as a corporate financial consultant. Since 1979, he has structured over 100 ESOP buyouts for clients throughout the U.S. Mr. Coltman graduated with honors from the University of California, San Diego, receiving a B.A. degree in Economics. He completed his M.B.A. degree in Finance at the University of California, Berkeley.

Mr. Coultas arranged mergers and acquisitions at The Commonwealth Group of San Francisco for eight years. Previously, he was President of a regional ice cream manufacturer/retail chain; Chief of Staff to Undersecretary, HEW; House Counsel for an international cosmetic company; and GM of a computer software company. He served with USAF OSI in Europe. He holds a B.A. degree from San Jose State University and an LL.B degree from Lincoln University.

Mr. Massengill has a strong background in investment banking. Prior to joining the firm, he was an investment banker with Fredericks Michael & Co., a private merchant banking firm specializing in cross-border merger and acquisition services. Prior to that he was an associate in the merger and acquisition department of Kidder, Peabody & Co. Mr. Massengill received his B.S. degree in Business Management from Miami University in Ohio, and his M.B.A. degree in Finance from New York University.

Mr. Lyon has been engaged as a corporate and personal financial consultant for many years. Until 1980, he served on the faculty of UCLA. Mr. Lyon is a Fulbright Scholar, a Woodrow Wilson Fellow and Phi Beta Kappa. He received his B.A. degree summa cum laude from Rutgers University, his M.B.A. from UCLA and his Ph.D. from Harvard University.

Mr. Rose was Vice President and Manager of the Corporate Finance Department of Birr, Wilson & Company, a New York Stock Exchange firm, from 1971 to 1978, and served on the Board of Directors of three public corporations. From 1978 to 1982, Mr. Rose founded and operated three private businesses. Mr. Rose received his B.A. degree from the University of Pennsylvania. He received his M.B.A. degree in Finance from Columbia University in 1970.