SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 2, 1996
MIMBRES VALLEY FARMERS ASSOCIATION, INC.
(Exact name of registrant as specified in its charter)
NEW MEXICO
(State or other jurisdiction of incorporation)
0-13963
(Commission File Number)
85-0054230
(IRS Employer Identification Number)
811 South Platinum, Deming, New Mexico 88030
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (505) 546-2769
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ITEM 5. OTHER EVENTS.
On June 3, 1996, a tender offer (the "Tender Offer") was made
by John Brownfield, John Keck, J.W. Donaldson, Jr., Frederick H.
Sherman, Kenny Stevens, Harold Morrow and others (the "Bidders")
for all outstanding common stock of Mimbres Valley Farmers
Association, Inc. ("Farmers"). On October 2, 1996, Farmers entered
into a settlement agreement (the "Settlement Agreement") with the
Bidders, the terms of which are described in the following
announcement, which was released on October 10, 1996:
PRESS RELEASE
Mimbres Valley Farmers Association, Inc.
Deming, New Mexico
October 10, 1996
Mimbres Valley Farmers Association, Inc. ("Farmers")
announced today that it had entered into a settlement
agreement (the "Settlement Agreement") with John
Brownfield, John Keck, J.W. Donaldson, Jr., Frederick H.
Sherman, Kenny Stevens and Harold Morrow (the "Bidders"),
who had made a tender offer (the "Tender Offer") on June
3, 1996 for all outstanding Farmers common stock.
Under the Settlement Agreement, which was effective
October 2, 1996, the Bidders (1) agreed to withdraw the
Tender Offer within ten days of the date of the
Settlement Agreement, (2) represented that they had not
purchased, and agreed that they would not purchase, any
shares tendered under the Tender Offer, (3) released
Farmers, its directors, officers, employees, agents and
shareholders from any and all claims arising out of or
related to the Tender Offer, and (4) released Farmers
from any and all claims arising from any actions or
occurrences prior to the date of the Settlement
Agreement. In addition, Harold Morrow agreed to fully
cooperate in any accounting or financial investigation
that may be made by Farmers pertaining to the period when
Mr. Morrow was Farmers' independent accountant.
In return, Farmers (1) agreed to dismiss with
prejudice, within ten days of the date of the Settlement
Agreement, the suit that Farmers filed against the
Bidders in federal court on June 20, 1996, and (2)
released the Bidders from any and all claims arising from
actions or occurrences prior to the date of the
Settlement Agreement.
Farmers and the Bidders each agreed to bear their
own expenses arising out of or relating to the Tender
Offer.
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The Settlement Agreement did not address any other
matters.
Farmers believes that the Settlement Agreement,
which eliminates a costly and time-consuming drain on the
Company's resources, is in the best interests of both
Farmers and its shareholders.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, Farmers has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City
of Deming, State of New Mexico, on October 10, 1996.
MIMBRES VALLEY FARMERS ASSOCIATION, INC.
By: James Keeler
James Keeler
President
