SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)*
Dole Food Company, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
256605-10-5
(CUSIP Number)
Roberta Wieman
10900 Wilshire Boulevard, 16th Floor
Los Angeles, CA 90024
(213) 879-6600
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 5, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this Schedule 13D, and
is filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box [ ].
Check the following box if a fee is being paid with the statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
NOTE: Six copies of this statement, including all exhibits, should
be filed with the Commission. See Rule 13d-1(a) for other parties to
whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following page(s))
<PAGE>
13D
CUSIP No. 256605-10-5
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David H. Murdock
____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS *
PF, BK, WC, AF
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
13,793,686
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
13,793,686
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,793,686
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES * [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.0%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON *
IN
_____________________________________________________________________________
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 256605-10-5
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Flexi-Van Corporation
____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS *
BK, WC, AF
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
1,240,310
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
1,240,310
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,240,310
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES * [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON *
CO
_____________________________________________________________________________
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 256605-10-5
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Flexi-Van Leasing, Inc.
____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS *
BK, WC, AF
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
1,240,310
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
1,240,310
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,240,310
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES * [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON *
CO
_____________________________________________________________________________
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
13D
CUSIP No. 256605-10-5
____________________________________________________________________________
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Flexi-Van Delaware, Inc.
____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [X]
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) SOURCE OF FUNDS *
BK, WC, AF
_____________________________________________________________________________
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
_____________________________________________________________________________
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_____________________________________________________________________________
NUMBER OF (7) SOLE VOTING POWER
1,240,310
SHARES ______________________________________________________________
BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY ______________________________________________________________
EACH (9) SOLE DISPOSITIVE POWER
1,240,310
REPORTING ______________________________________________________________
PERSON WITH (10) SHARED DISPOSITIVE POWER
_____________________________________________________________________________
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,240,310
_____________________________________________________________________________
(12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES * [ ]
_____________________________________________________________________________
(13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.1%
_____________________________________________________________________________
(14) TYPE OF REPORTING PERSON *
CO
_____________________________________________________________________________
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
This Schedule 13D, as previously amended, relating to the Common
Stock of Dole Food Company, Inc. ("Dole"), is hereby further
amended with respect to the items set forth below. This amendment
is being filed to update certain information from the previous
amendment, including the number of Dole employee stock options held
by the Reporting Person and certain changes in the Reporting
Person's form of beneficial ownership.
Item 1. Security and Issuer.
Item 1 is hereby amended in its entirety by substituting the
following:
This Statement relates to the Common Stock of Dole Food Company,
Inc. ("Dole"), a Hawaii corporation, whose principal executive
offices are located at 31355 Oak Crest Drive, Westlake Village,
California 91361. On January 27, 1996, Dole had outstanding
59,855,595 shares of Common Stock, according to information
provided by Dole as of such date.
Item 2. Identity and Background.
Item 2 is hereby amended in its entirety by substituting the
following:
This Statement is filed by David H. Murdock, Flexi-Van Corporation,
Flexi-Van Leasing, Inc. ("Flex Leasing") and Flexi-Van Delaware,
Inc. ("Flex Delaware"). The business address of Mr. Murdock is
10900 Wilshire Boulevard, Los Angeles, California 90024. The
business address of both Flexi-Van Corporation and Flex Leasing is
251 Monroe Avenue, Kenilworth, New Jersey 07033. Flex Delaware's
business address is 1105 North Market Street, Suite 1300,
Wilmington, Delaware 19899.
Mr. Murdock is a Director, Chairman of the Board and Chief
Executive Officer of Dole, a producer and marketer of fresh fruit
and vegetables, juices, packaged fruit and nuts, and of Castle &
Cooke, Inc., which owns, operates and develops residential and
commercial real estate and resorts.
Mr. David H. Murdock is a Director, Chairman of the Board and Chief
Executive Officer of Flexi-Van Corporation, Flex Leasing and Flex
Delaware. Flexi-Van Corporation, a Delaware corporation, which is
wholly-owned, directly or indirectly, by Mr. Murdock, conducts its
chassis leasing business through its subsidiaries, including Flex
Leasing, a Delaware corporation which is a wholly-owned subsidiary
of Flexi-Van Corporation. Flex Delaware is a wholly-owned
subsidiary of Flex Leasing. Flexi-Van Corporation, Flex Leasing
and Flex Delaware are collectively referred to as Flexi-Van.
Mr. Murdock is the sole proprietor of a number of companies and
sole shareholder of a number of corporations which are engaged in
the businesses of commercial real estate development, financial
investments, mining and processing nonmetallic aggregates,
manufacturing vitrified clay products and warehousing operations
with principal offices in Los Angeles, California.
Additional information concerning Mr. Murdock and Flexi-Van, the
persons filing this Statement, is set forth in Schedules A, B, C
and D.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 is hereby amended in its entirety by substituting the
following:
Funds for the purchase of certain shares of the Dole Common Stock
reported on this amendment to Schedule 13D were provided from the
working capital and the borrowing of Pacific Holding Company
("PHC"), a sole proprietorship of which Mr. Murdock is the sole
proprietor, certain other entities controlled by Mr. Murdock and
Flexi-Van. PHC, such other entities and Flexi-Van maintain secured
lines of credit with several banks which were entered into in the
ordinary course of business. See Item 6. Funds derived from
working capital and such lines of credit may in the future be used
for the purchase of securities of Dole.
Item 4. Purpose of Transaction.
Item 4 is hereby amended in its entirety by substituting the
following:
Mr. Murdock regards the Dole stock as an attractive investment at
the prices prevailing to date on the open market. Based on his
continuing evaluation of Dole, alternative investment opportunities
and all other factors deemed relevant, he may elect to sell his
Dole shares or, assuming the availability of additional shares at
prices regarded as acceptable, and subject to applicable law, he
may elect to acquire additional shares of Dole for investment on
the open market or in privately negotiated transactions.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended in its entirety by substituting the
following:
Mr. Murdock, as trustee of the David H. Murdock Living Trust
("Murdock Trust"), dated May 28, 1986, as amended, has beneficial
ownership of 13,793,686 (approximately 23%) of the outstanding
shares of Dole Common Stock. In accordance with Rule 13d-
3(d)(1)(i), this computation of shares beneficially owned by Mr.
Murdock includes 208,884 shares issuable upon exercise of employee
stock options, 1,240,310 shares (approximately 2.1%) held by Flex
Delaware, which is indirectly controlled by Mr. Murdock, and 40,432
shares (less than 1%) held by a trust established for the benefit
of one of Mr. Murdock's sons. Mr. Murdock's other son holds 40,438
(less than 1%) shares. As permitted by Rule 13d-4, Mr. Murdock
disclaims beneficial ownership within the meaning of Sections 13(d)
or 13(g) of the Securities Exchange Act of 1934 ("1934 Act") of the
40,438 shares of Dole held by his son.
The number of shares issuable upon exercise of employee stock
options has been adjusted pursuant to a dividend distribution on
December 28, 1995 ("Distribution Date") of all the common stock of
Castle & Cooke, Inc. ("Castle") (before that date, a wholly-owned
subsidiary of Dole) by Dole to Dole's shareholders of record on
December 20, 1995 ("Record Date"). The adjustment was effective on
the Record Date, subject to the determination of the amount of the
adjustment (based on average trading prices before and after the
distribution) on January 5, 1996.
None of the persons filing this Statement nor to the best of their
knowledge the officers or directors or any associate of any of
them, owns or, except for the exercise of employee stock options,
had any right to acquire, directly or indirectly, any shares of
Dole Common Stock in the last sixty days. None of the persons
filing this Statement, nor to their best knowledge, any of their
associates or affiliates has effected any transactions in the
Common Stock of Dole in the last sixty days.
Mr. Murdock makes the investment decisions and directs the voting
of proxies relating to the Dole securities held by the Murdock
Trust and Flex Delaware. In view of the investment and voting
power vested in him, Mr. Murdock should be deemed a beneficial
owner for purposes of Section 13(d) of the 1934 Act of these
securities.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
Item 6 is amended in its entirety by substituting the following:
Mr. Murdock and Flexi-Van maintain revolving lines of credit under
which borrowings and security vary from time to time, and pursuant
to which collateral is provided, including their shares in the
Issuer.
Item 7. Material to be Filed as Exhibits.
Exhibit 1. Agreement to file Schedule 13D (and such amendments as
may become necessary) with respect to the Common Stock of Dole.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this Statement
is true, complete and correct.
Dated this 8th day of February, 1996
By: __/s/ David H. Murdock___
David H. Murdock
As: Chairman of the Board and Chief Executive Officer,
Flexi-Van Corporation
Flexi-Van Leasing, Inc.
Flexi-Van Delaware, Inc.
By: __/s/ David H. Murdock___
David H. Murdock, as an individual
<PAGE>
SCHEDULE A
FLEXI-VAN CORPORATION
The directors and executive officers of Flexi-Van Corporation
("Flexi-Van"), a Delaware corporation, their present principal
occupations or employments, their citizenship and their business
and/or residence addresses are as follows:
Mr. David H. Murdock is a Director, the Chairman of the Board and
Chief Executive Officer of Flexi-Van, Flexi-Van Leasing, Inc.
("Flex Leasing") and Flexi-Van Delaware, Inc. ("Flex Delaware").
Mr. Murdock is the sole proprietor of a number of companies and
sole shareholder of a number of corporations which are engaged in
the businesses of commercial real estate development, financial
investments, mining and processing nonmetallic aggregates,
manufacturing vitrified clay products and warehousing operations
with principal offices in Los Angeles, California. He is a
Director, the Chairman of the Board and Chief Executive Officer of
Dole Food Company, Inc. ("Dole") and of Castle & Cooke, Inc. The
business address of Mr. Murdock is 10900 Wilshire Boulevard, Los
Angeles, California 90024. Mr. Murdock is a United States citizen.
Mrs. Maria F. Murdock is a Director of Flexi-Van and Flex Leasing.
Her business address is 10900 Wilshire Boulevard, Los Angeles,
California 90024. She is a United States citizen.
Mr. David H. Murdock, Jr. is a Director of Flexi-Van and Flex
Leasing. He is owner, Chief Executive Officer and President of
JEDCO Associates, Inc., a residential development company. His
business address is 10900 Wilshire Boulevard, Los Angeles,
California 90024. Mr. Murdock is a United States citizen.
Mr. Gerald W. LaFleur is a Director of Flexi-Van and Flex Leasing.
He is Executive Vice President of Dole. Mr. LaFleur also serves as
an officer and/or director of a number of Mr. Murdock's privately-
held companies. Mr. LaFleur's business address is 10900 Wilshire
Boulevard, Los Angeles, California 90024. He is a United States
citizen.
Mr. George M. Elkas is a Director and Executive Vice President of
Flexi-Van. He is a Director, President and Chief Operating Officer
of Flex Leasing and is a Director and President of Flex Delaware.
His business address is 251 Monroe Avenue, Kenilworth, New Jersey
07033. Mr. Elkas is a United States citizen.
Mr. William D. Burns is Vice President of Flexi-Van and Executive
Vice President of Flex Leasing. Mr. Burns, whose business address
is 251 Monroe Avenue, Kenilworth, New Jersey 07033, is a United
States citizen.
Mr. Bernard J. Vaughan is Vice President-Legal Affairs and
Corporate Secretary of Flexi-Van. He is Senior Vice President,
General Counsel and Corporate Secretary of Flex Leasing and a
Director, Vice President, Corporate Secretary and General Counsel
of Flex Delaware. Mr. Vaughan, whose business address is 251
Monroe Avenue, Kenilworth, New Jersey 07033, is a United States
citizen.
Mr. Jeffrey M. Heck is Corporate Controller, Treasurer and
Assistant Secretary of Flexi-Van. Mr. Heck is Vice President,
Controller and Assistant Secretary of Flex Leasing and a Director,
Vice President, Treasurer and Controller of Flex Delaware. Mr.
Heck's business address is 251 Monroe Avenue, Kenilworth, New
Jersey 07033. He is a United States citizen.
During the last five years, neither Flexi-Van Corporation nor any
of its executive officers or directors has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors) nor were any of them a party to a civil proceeding or
a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws
or finding any violation of such laws.
<PAGE>
SCHEDULE B
FLEXI-VAN LEASING, INC.
The directors and executive officers of Flexi-Van Leasing, Inc.
("Flex Leasing"), a Delaware corporation, their principal
occupations or employments, their citizenship and their business
and/or residence addresses are as follows:
Mr. David H. Murdock is a Director, the Chairman of the Board and
Chief Executive Officer of Flexi-Leasing. See Schedule A.
Mrs. Maria F. Murdock is a Director of Flex Leasing. See Schedule
A.
Mr. David H. Murdock, Jr. is a Director of Flex Leasing. See
Schedule A.
Mr. Gerald W. LaFleur is a Director of Flex Leasing. See Schedule
A.
Mr. George M. Elkas is a Director, President and Chief Operating
Officer of Flex Leasing. See Schedule A.
Mr. William D. Burns is Executive Vice President of Flex Leasing.
See Schedule A.
Mr. Bernard J. Vaughan is Senior Vice President, General Counsel
and Corporate Secretary of Flex Leasing. See Schedule A.
Mr. Jeffrey M. Heck is Vice President, Controller and Assistant
Secretary of Flex Leasing. See Schedule A.
During the last five years, neither Flexi-Van Leasing, Inc. nor any
of its executive officers or directors has been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors) nor were any of them a party to a civil proceeding or
a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws
or finding any violation of such laws.
<PAGE>
SCHEDULE C
FLEXI-VAN DELAWARE, INC.
The directors and executive officers of Flexi-Van Delaware, Inc.
("Flex Delaware"), a Delaware corporation, their present principal
occupations or employments, their citizenship and their business
and/or residence addresses are as follows:
Mr. David H. Murdock is a Director, the Chairman of the Board and
Chief Executive Officer of Flex Delaware. See Schedule A.
Mr. George M. Elkas is a Director and President of Flexi-Van
Delaware, Inc. See Schedule A.
Mr. Bernard J. Vaughan is a Director, Vice President, Corporate
Secretary and General Counsel of Flex Delaware. See Schedule A.
Mr. Jeffrey M. Heck is a Director, Vice President, Treasurer and
Controller of Flex Delaware. See Schedule A.
Mr. Thomas J. Russo is a Director and Vice President of Flex
Delaware. Mr. Russo, whose business address is 251 Monroe Avenue,
Kenilworth, New Jersey 07033, is a United States citizen.
Mr. John S. Cocke is a Director of Flex Delaware. He also serves
as an officer and/or director of a number of Mr. Murdock's
privately-held companies. Mr. Cocke, whose business address is
10900 Wilshire Boulevard, Los Angeles, California 90024, is a
United States citizen.
Mr. Scott A. Griswold is Vice President of Flex Delaware. He also
serves as an officer and/or director of a number of Mr. Murdock's
privately-held companies. Mr. Griswold's business address is 10900
Wilshire Boulevard, Los Angeles, California 90024. He is a United
States citizen.
Mr. Gerald W. LaFleur is Vice President of Flex Delaware. See
Schedule A.
During the last five years, neither Flex Delaware nor any of its
executive officers or directors has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors)
nor were any of them a party to a civil proceeding or a judicial or
administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding
any violation of such laws.
<PAGE>
SCHEDULE D
DAVID H. MURDOCK
The present principal occupation or employment of Mr. Murdock, his
citizenship and his business address are set forth in Schedule A.
<PAGE>
EXHIBIT 1
AGREEMENT
WHEREAS, Flexi-Van Corporation, Flexi-Van Leasing, Inc. and Flexi-
Van Delaware, Inc. (herein collectively referred to as "Flexi-Van")
and David H. Murdock each may be deemed to be a beneficial owner
within the meaning of the Securities Exchange Act of 1934 ("1934
Act"), Release No. 13291, for purposes of Section 13(d) of the 1934
Act of certain securities of Dole Food Company, Inc. ("Dole"), a
Hawaii corporation; and
WHEREAS, Flexi-Van and Mr. Murdock each desires to satisfy any
filing obligations each may have under Section 13(d) of the 1934
Act by filing a single Schedule 13D pursuant to such section.
NOW, THEREFORE, Flexi-Van and Mr. Murdock agree to file a Schedule
13D under the 1934 Act relating to the Common Stock of Dole and
agree further to file any such amendments thereto as may become
necessary unless and until such time as Flexi-Van or Mr. Murdock
shall give written notice to the other parties to this Agreement
that it or he wished to file a separate Schedule 13D relating to
the shares of Dole Common Stock, provided that each person on whose
behalf the Schedule 13D or any amendment its filed is responsible
for the timely filing of such Schedule 13D and any amendments
thereto necessitated by the actions or intentions of such person
and for the completeness and accuracy of the information pertaining
to him or it and his or its actions and intentions.
Dated this 8th day of February, 1996.
FLEXI-VAN CORPORATION
FLEXI-VAN LEASING, INC.
FLEXI-VAN DELAWARE, INC.
By: __/s/ David H. Murdock___
David H. Murdock
As: Chairman of the Board and Chief Executive Officer,
Flexi-Van Corporation
Chairman of the Board and Chief Executive Officer,
Flexi-Van Leasing, Inc.
Chairman of the Board and Chief Executive Officer,
Flexi-Van Delaware, Inc.
By: __/s/ David H. Murdock___
David H. Murdock, as an individual
<PAGE>
