GOLDEN SOIL INC
8-K/A, EX-17.1, 2000-09-29
NON-OPERATING ESTABLISHMENTS
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                                  EXHIBIT 17.1
                                  ------------





August 8, 2000


Board of Directors Golden Soil, Inc.


     Please be advised,  that  effective  this date,  I resign as an officer and
director of Golden Soil, Inc.


/s/ Jeff Larrabee
 Jeff Larrabee



<PAGE>





August 8, 2000

Board of Directors  Golden  Soil,  Inc.

     Please be advised,  that  effective  this date,  I resign as an officer and
director of Golden Soil, Inc.


/s/ Shawni Larrabee
  Shawni Larrabee



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