Exhibit 10(s)


February 16, 2001

Minn-Dak Farmers Cooperative
7525 Red River Road
Wahpeton, North Dakota 58075

Minn-Dak Yeast Company, Inc.
18175 Red River Road West
Wahpeton, North Dakota 58075

Gentlemen:

         This letter is to set forth the agreement between Universal Foods
Corporation d/b/a Sensient Technologies Corporation a Wisconsin corporation
("Sensient"), Minn-Dak Yeast Company, Inc., a North Dakota corporation
("Minn-Dak") and Minn-Dak Farmers Cooperative, a North Dakota cooperative
association ("MDFC") relating to the sale of the Red Star Yeast & Products
Division ("Red Star") or Sensient to certain subsidiaries of Lesaffre et
Compagnie, a French corporation ("Lesaffre"). This agreement reflects the
results of discussions among Sensient, Lesaffre, Minn-Dak and the Antitrust
Division of the United States Department of Justice (the "Antitrust Division")
in connection with the review by the Antitrust Division of the sale of Red Star
pursuant to the Hart-Scott-Rodino Antitrust Improvements Acts of 1976, as
amended (the "HSR Act"). The parties agree as follows:

1.       Sensient will not include in the sale of Red Star to Lesaffre its
         equity interest in Minn-Dak or its contractual rights and obligations
         pursuant to the Management Consulting Agreement dated June 13, 1994
         (the "Management Agreement") between Sensient, Minn-Dak and MDFC, the
         Yeast Purchase Agreement dated June 13, 1994 (the "Supply Agreement")
         between Sensient and Minn-Dak and the Shareholders Agreement
         (collectively, the Management Agreement, the Supply Agreement and the
         Shareholders Agreement are hereinafter referred to as "Minn-Dak
         Agreements"). In this connection, the Purchase Agreement between
         Sensient and Lesaffre will provide that customer contracts will not be
         transferred to Lesaffre to the extent that the yeast is sourced from
         Minn-Dak. In addition, Sensient hereby agrees to cancel, effective
         immediately, the Molasses Purchase Agreement dated June 13, 1994
         between Sensient and Minn-Dak, provided that purchase commitments for
         the 2000 beet crop molasses already in place shall remain in effect.

2.       Sensient will organize the Minn-Dak Yeast Sales and Service Division
         (the "Sales Division") to perform the functions contemplated by the
         Minn-Dak Agreements immediately after the sale of Red Star to Lesaffre.
         The Sales Division will include executives with expertise in general
         management, sales and marketing,

<PAGE>


         research and development and yeast distribution sufficient to enable
         Sensient to meet all of its obligations to Minn-Dak. It is anticipated
         that the Sales Division would be staffed as described in Exhibit A
         hereto. The Purchase Agreement between Sensient and Lesaffre will
         prohibit Lesaffre from attempting to hire employees designated by
         Sensient to be part of the Sales Division. In addition to the positions
         described in Exhibit A, Sensient also agrees to adjust the
         organizational chart to provide the following services to Minn-Dak on
         an as needed basis: Yeast Quality Control personnel and Environmental
         Compliance personnel. Sensient also agrees to consult with Minn-Dak,
         and Minn-Dak has to be in basic agreement, before any changes can be
         made to the sales and service organization structure contemplated by
         Exhibit A as adjusted pursuant to this paragraph 2.

3.       In accordance with Sensient's discussions with the Antitrust Division,
         a key objective of the parties hereto will be to assist Minn-Dak to
         grow its business so that it will operate as an effective independent
         fourth competitor in the United States fresh yeast market. To that end,
         Sensient has submitted to Minn-Dak a three-year business plan (the
         "Business Plan"), a copy of which is attached hereto as Exhibit B,
         which the parties hereby adopt and agree to implement in accordance
         with sound business judgment. Under the Business Plan, yeast sales
         volumes are expected to exceed the levels of the Supply Agreement as
         modified herein under paragraph 4 below. Because of that, Minn-Dak
         expects to incur certain new environmental costs to meet these volume
         commitments. These new environmental costs include capital equipment
         necessary to comply with EPA waste water regulations and initial costs
         to comply with EPA air emission regulations dealing with volatile
         organic carbons (VOC's) being emitted from the plant. Such costs to
         comply with EPA waste water and air emission regulations are expected
         to total approximately $2 million. Sensient agrees to share equally
         with Minn-Dak in these environmental costs, provided that: (a) any such
         costs relate to annual production [XXXX] minimum purchase requirement;
         and (b) the amount expended by Sensient for such costs shall not exceed
         $2 million.

4.       For the year ending [XXXX]. In the event that Minn-Dak experiences a
         production problem which will prevent Sensient from meeting customer
         requirements, Sensient will purchase the necessary yeast from an
         alternative source. In such event, the obligations of the parties to
         each other will be suspended for the duration of the production problem
         and, thereafter, the parties will promptly resume performance pursuant
         to the Supply Agreement.

5.       To facilitate the growth contemplated by the Business Plan with respect
         to cream yeast, Sensient will make the capital expenditures necessary
         for the cream yeast load-out facility described in Appendix III to the
         Business Plan. Such facility will be completed within 8 months after
         the effective date of this Agreement. Upon completion of this facility,
         this asset will be entirely owned by Sensient. Upon termination of the
         Minn-Dak agreements, ownership of this asset will transfer to Minn-Dak
         at no cost to Minn-Dak. The original costs of this facility will be
         excluded from the yeast pricing formula in the Supply Agreement, but
         any future additions thereto paid for by Minn-Dak and any maintenance
         will be included in such formula.


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<PAGE>


6.       In order to allow a more adequate period of time for Minn-Dak to
         operate as an effective independent fourth competitor in the United
         States fresh yeast market, Minn-Dak shall have the unilateral right to
         an extension of the term of the Minn-Dak Agreements for an additional
         three years on the currently applicable terms and conditions, except as
         modified herein.

7.       To the extent that any capital expenditures after January 1, 2001,
         excluding the initial cost of the cream yeast load-out facility and any
         participation in specified environmental capital costs, are not fully
         depreciated on a book basis at the termination of the Minn-Dak
         Agreements, Sensient shall compensate Minn-Dak for 50% of the remaining
         depreciation, less $250,000. In the event Minn-Dak remains profitable
         after that date, Minn-Dak will make payment back to Sensient on an
         annual basis for this depreciation.

8.       The parties recognize the intent of the Antitrust Division that
         Minn-Dak be maintained as an independent competitor. In the event that
         Sensient shall enter into an agreement [XXXX].

9.       In consideration of the foregoing commitments by Sensient, Minn-Dak
         will support the efforts of Sensient to obtain clearance by the
         Antitrust Division of the Red Star sale pursuant to the HSR Act and
         will commit to the achievement of the plans outlined in this Agreement.

10.      This Agreement shall be effective on the closing date of the sale of
         Red Star, provided that such closing must occur on or before March 31,
         2001.

11.      The parties hereto agree that from time to time after the effective
         date of this Agreement, each of them will execute and deliver such
         further instruments and documents and take such other action as may be
         necessary or advisable to carry out the purposes and intent of this
         Agreement. The parties hereto further agree that they will exercise
         their best efforts to implement the plans contemplated hereby in such a
         manner as to avoid any unfavorable tax consequences to Minn-Dak.




         If the foregoing accurately sets forth our agreement, please so signify
by signing where indicated below.


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<PAGE>


                                        Very truly yours,

                                        SENSIENT TECHNOLOGIES
                                        CORPORATION



                                        By: /s/    Kenneth P. Manning
                                            ------------------------------------
                                                Kenneth P. Manning
                                                Chairman, President & Chief
                                                Executive Officer


         Agreed:

         MINN-DAK FARMERS COOPERATIVE

         By: /s/ Steven M. Caspers
             ------------------------------------
                Steven M. Caspers
                Interim President & Chief
                Executive Officer


         MINN-DAK YEAST COMPANY, INC.

         By: /s/ Steven M. Caspers
             ------------------------------------
                Steven M. Caspers
                President

<PAGE>


Exhibit A

Organizational Chart & Biographies


                                 Minn-Dak Yeast
Sales and Service Division


                             JACK H. KOBERSTINE
                               General Manager
                                      |
                                      |
                                      |____ Secretary
                                      |
                                      |
       _______________________________|______________________________
      |                     |                    |                   |
      |                     |                    |                   |
PAUL ERNSTER           JAMES FOY            RAVI ARORA         JUDY PSENKO
------------           ---------            ----------         -----------
Controller             Manager Research     Manager Sales      Manager Logistics
      |                & Development             |
      |                     |                    |
      |                     |                    |
RITA BUGALSKI          ERIC SANDERS         KATHLEEN MAHON
-------------          ------------         --------------
Account Specialist     Lab Tech             Account Manager

<PAGE>


Exhibit B

Business Plan



                                 MINN-DAK YEAST

                                  BUSINESS PLAN



                                DECEMBER 5, 2000



                                TABLE OF CONTENTS

SECTION                                                                    PAGE

Executive Summary                                                          1

Minn-Dak History                                                           2

Business & Industry Overview                                               3

Business Strategy                                                          8

Appendix I - Pro Forma Income Statement                                   10

Appendix II - Organization Chart & Biographies                            12

Appendix III -[XXXX]                                                      15



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<PAGE>


EXECUTIVE SUMMARY

BUSINESS OVERVIEW

Minn-Dak Yeast Company manufactures and markets fresh yeast products for the
North American commercial baking industry. It is jointly owned by Minn-Dak
Farmers Cooperative and Sensient Technologies Corporation, with 80% and 20%
share ownership respectively. Minn-Dak Farmers Cooperative is a sugarbeet
processor and molasses producer, and provides the Yeast Company its source for
high-sugar content molasses, the primary raw material for yeast manufacturing.
Sensient Technologies Corporation supplies color, flavor and fragrance
technologies and products to the food, cosmetics, specialty-inks and household
products industries. Minn-Dak's corporate offices and manufacturing site are
located in Wahpeton, North Dakota. Sales, marketing, R&D and technical service
are located in Milwaukee, Wisconsin.

Minn-Dak Yeast Company is the fourth largest supplier of fresh yeast in North
America and has a reputation for high quality product and service. They also
enjoy excellent relationships with the major commercial baking companies in
North America, which is demonstrated by the significant presence of these
companies in their customer portfolio.

Minn-Dak operates under the theory of [XXXX]. The unique combination of [XXXX]
enable Minn-Dak to [XXXX].


HISTORICAL AND PROJECTED FINANCIAL SUMMARY

The following table highlights Minn-Dak's strong historical financial
performance, as well as its projected growth.

<TABLE>
<CAPTION>
                                    Pro Forma Results*
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
(in $ mm)                  1998 A      1999 A      2000 A      2001 P      2002 P      2003 P
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
<S>                        <C>         <C>         <C>         <C>         <C>         <C>
Volumes (lbs mm)           [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
Revenues                   [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
  COGS                     [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
Gross Profit               [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
   Freight                 [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
   Selling Expenses        [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
------------------------ ----------- ----------- ----------- ----------- ----------- ----------
Operating Profit           [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]      [XXXX]
</TABLE>

     * In historical years, combines certain RSY & MDY results


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<PAGE>


MINN-DAK HISTORY

The Minn-Dak Yeast Company ("MDY") was founded in 1989 as an independent
producer and marketer of fresh yeast. The Company's principal founder, the
Minn-Dak Farmers Cooperative, saw an opportunity to put the molasses it
generated in the processing of sugarbeets to profitable use by manufacturing
yeast (molasses is the main ingredient used in the production of yeast).

In 1994, Red Star Yeast ("RSY") purchased a 20% stake in MDY by acquiring the
shares of MDY's minority owner. The Cooperative's existing 80% ownership stake
in MDY was not affected by this transaction. Red Star made this acquisition both
because of the financial attractiveness of MDY as an investment and because, in
conjunction with the acquisition, Red Star was granted a supply agreement that
gave RSY access to a low cost source of fresh yeast. As part of this
transaction, RSY agreed to provide technical consulting on an as needed basis
and was given the right to purchase any of the Minn-Dak Farmers Cooperative
molasses not used by MDY.

The supply agreement, the consulting agreement, and the agreement giving RSY
access to any of the Minn-Dak Farmers Cooperative's excess molasses all have ten
year terms and expire in June, 2004.

BUSINESS & INDUSTRY OVERVIEW

FRESH YEAST MARKET

Baker's yeast is typically classified into several different types of fresh and
dry product. Fresh yeast can be produced in liquid (or cream) form and also in a
compressed state where additional liquid is removed from the product which is
then sold in a cake or granular form. High levels of bioactivity and a
relatively short life characterize fresh yeast.

Fresh yeast is Minn-Dak's sole area of production, with the majority of the
product going to large wholesale bakeries. It has a shelf life of two to three
weeks. Liquid yeast, the starting point for all forms of fresh yeast, is
produced in an aerobic fermentation process on a substrate of cane or beet
molasses with additional required nutrients.

CREAM YEAST Cream yeast is liquid yeast in its initial unprocessed form. It is
         shipped directly to customers in insulated trucks for use in cream
         yeast systems. These systems are typically installed and financed by a
         yeast supplier. Cream yeast is typically used by larger bakeries with
         annual consumption in excess of 1.0 million pounds.

COMPRESSED YEAST Compressed yeast is manufactured from liquid yeast by removing
         water with a filtering device. Typically, smaller wholesale and retail
         bakeries purchase compressed yeast, but it is still used by some large
         bakeries. It is normally shipped in refrigerated trucks.

<PAGE>


While Minn-Dak does not currently sell cream yeast (all of its cream is
currently processed to compressed yeast), the Company would be able to market
cream to outside customers with only a modest level of investment.

YEAST MANUFACTURING PROCESS

The complete commercial yeast manufacturing process from molasses to liquid
yeast takes approximately five days from laboratory flasks to commercial state
production. The following outlines this process:

SEED YEAST
      -MOLASSES
           -FERMENTATION
                -SEPARATION
                      -LIQUID YEAST
                            -CREAM YEAST
                            -FILTER PRESS
                                  -COMPRESSED YEAST
                            -FILTER PRESS
                                  -BELT OR FLUID BED DRYER
                                  -DRY YEAST
                            -DRUM DRYER
                                  -NUTRITIONAL YEAST


UNITED STATES DEMAND

Demand for yeast within the U.S. is estimated at 700 million pounds annually,
with a dollar value of $325 million. Fresh yeast consumption, which accounts for
a majority of the total, represents the most significant segment. Unlike other
countries, where the majority of fresh yeast consumption is in the form of
compressed product, U.S. demand for fresh yeast is skewed heavily toward
delivery in cream, or liquid form. Of the 590 million pounds of fresh yeast
consumed annually in the U.S., approximately 50% is sold as cream yeast, with
the remainder sold as compressed yeast.

--------------------------------------------------------------------------------
U.S. Commercial Yeast Demand
--------------------------------------------------------------------------------

          ----------------- ---------------- ---------------- ----------
                                 Volume         Total Value      % of
                             (million lbs.)    ($ millions)      Total
          ----------------- ---------------- ---------------- ----------
          Fresh Yeast*            590              $ 180          55%
          ----------------- ---------------- ---------------- ----------
          Dry Yeast               110              $ 145          45%
          ----------------- ---------------- ---------------- ----------
                                  700              $ 325
          --------------------------------------------------------------
          *On a compressed yeast basis.
          --------------------------------------------------------------

Source: Milling and Baking News | March 28, 2000 and Division estimates.

<PAGE>


Cream yeast delivery has emerged as the preferred method or fresh yeast delivery
by large commercial bakeries in the United States. In the face of slow overall
demand growth for baked goods, the U.S. bakery industry has experienced a
dramatic consolidation during the late 1990's, as many smaller local and
regional bakeries have been acquired by large firms. Today, the top five baking
companies account for approximately 50% of the total fresh yeast consumed in the
United States. Accelerated consolidation with the baking industry has created
large baking companies with fewer, but larger baking facilities focused on
production and procurement efficiencies. As bakeries have consolidated into
larger facilities, they have increasingly converted to cream yeast delivery
systems.

CUSTOMERS

Minn-Dak is the fourth largest North American supplier of yeast to the
commercial bakery segment. Through its existence as an independent company and
then by its association with Red Star, Minn-Dak has developed a reputation for
quality and reliability in the production and delivery of yeast products for the
commercial baking markets. Its customers include such market leaders as
Earthgrains, Pillsbury, Flowers, and Kraft.

Minn-Dak's top [XXXX] customers account for [XXXX] of the Company's total
revenues. This [XXXX] allows Minn-Dak to [XXXX]. These customer relationships
[XXXX]. Product is [XXXX] from Minn-Dak's production facility in Wahpeton, ND.

COMPETITION

In the formation of Minn-Dak as a stand-along entity, there are four significant
producers of fresh yeast in the United States and Canada: Red Star/SAF;
Fleischmann; Lallemand; and Minn-Dak.


MANUFACTURING HIGHLIGHTS

    *   The Minn-Dak Farmers Cooperative local sugarbeet refining activities
        provide an excellent source of high quality molasses that does not have
        to be transported great distances. No other North American yeast maker
        has this advantage.

    *   Water is readily available through two on-site wells.

    *   MDY has a captive and expandable waste treatment facility.


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<PAGE>


    *   MDY's plant is well-built and modern. On-going maintenance capital
        expenditures are therefore kept to a minimum.

    *   While current capacity is [XXXX] million pounds, Minn-Dak enjoys several
        features which [XXXX].

                  [XXXX]

BUSINESS STRATEGY

OBJECTIVES AND GOALS

Our strategic plan is focused on a three-year period that optimizes our current
business and provides adequate growth to satisfy our shareholder's financial
goals.

We begin with the stated objective: MAINTAIN MINN-DAK YEAST COMPANY AS A
STAND-ALONE, PROFITABLE SUPPLIER OF HIGH-QUALITY FRESH YEAST TO THE NORTH
AMERICAN BAKING INDUSTRY.

    Within this objective are contained the tangible goals of [XXXX]. Achieving
    this [XXXX].

KEY LEVERAGE AREAS

During this three-year period, we will continue to see consolidation throughout
the food and baking industries. As this trend continues, customers will tend to
consolidate toward suppliers they have come to rely on. We find ourselves in a
particularly strong position given the concentration of major bakeries in our
customer portfolio. We will use this strength, combined with our key leverage
areas to facilitate our growth over the next three years and beyond.

Key leverage areas are:

    *   Marketplace credibility
    *   Low cost, high quality manufacturing position
    *   Excellent customer satisfaction with industry's largest users

An explanation for the basis of these strengths is in order. Our credibility in
the baking industry stems from an eleven-year history of supplying a consistent
and reliable fresh yeast product at a competitive price. Combining this track
record with our highly experienced R&D, Technical Service and Sales organization
has made us the supplier of choice at many bakeries. See Appendix 1 for the full
organizational chart and management biographies.


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<PAGE>


Our manufacturing position is enhanced through [XXXX]. These factors, combined
with [XXXX].

The high level of customer satisfaction that Minn-Dak enjoys is related to the
excellent quality of product we supply and our ability to respond quickly to
ever-changing customer requirements. This, again, is attributable to our highly
experienced and dedicated customer service and logistics organization.

DISCUSSION OF STRATEGY

In year one or our strategy, we will capitalize on our strengths [XXXX]. This
technology has proven to be [XXXX]. Our account portfolio includes many of the
largest commercial bakeries in North America. These companies typically have
[XXXX]. Using our strong relationships at [XXXX].

Years two and three of our strategy focus on [XXXX]. During year two, we will
[XXXX].

The overriding theme to this strategy is [XXXX]. Executing this strategy will
certainly depend greatly on our ability to maintain our current leverage areas
throughout the entire strategic period.



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<PAGE>


APPENDIX I

PRO FORMA INCOME STATEMENT

[XXXX]





APPENDIX II

ORGANIZATIONAL CHART & BIOGRAPHIES



                               MINN-DAK YEAST
                         SALES AND SERVICE DIVISION


                             JACK H. KOBERSTINE
                               General Manager
                                      |
                                      |
                                      |____ Secretary
                                      |
                                      |
       _______________________________|______________________________
      |                     |                    |                   |
      |                     |                    |                   |
PAUL ERNSTER           JAMES FOY            RAVI ARORA         JUDY PSENKO
------------           ---------            ----------         -----------
Controller             Manager Research     Manager Sales      Manager Logistics
      |                & Development             |
      |                     |                    |
      |                     |                    |
RITA BUGALSKI          ERIC SANDERS         KATHLEEN MAHON
-------------          ------------         --------------
Account Specialist     Lab Tech             Account Manager



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<PAGE>


KEY MANAGEMENT BIOGRAPHIES - RED STAR YEAST PRODUCTS

----------------------- --------------------------------------------------------
Name                    Position and Experience
----------------------- --------------------------------------------------------
Jack H. Koberstine      President, Red Star Yeast and Products: Mr. Koberstine
                        joined Universal Foods in 1998 with over 15 years of
                        experience in sales, marketing and sales management in
                        the chemical industry. He was made President of Red Star
                        Yeast and Products in April 2000.

                        Mr. Koberstine began his career as a sales trainee in
                        1982 with Hercules Inc., a $2.2 billion chemical company
                        headquartered in Wilmington, Delaware. During the next
                        15 years, he held a series of progressively responsible
                        positions leading to his most recent assignment as
                        Director of Sales and Marketing North America, for the
                        Food Ingredients Division.

                        In this role, Mr. Koberstine was responsible for sales
                        and marketing for the $80 million North American segment
                        of the Food Ingredients Division. He managed a staff of
                        seventeen and played a key role in the development of
                        product line strategies and acquisitions. Mr. Koberstine
                        exceeded business plan revenues by as much as 20% and
                        developed a cost-savings program that reduced expenses
                        by 18%.

                        From 1995 to 1997, Mr. Koberstine was assigned
                        responsibility for developing the worldwide business for
                        the Food Ingredients Division. He spent two years in
                        Denmark, where he successfully implemented a five-year
                        strategic plan designed to achieve 20% annual sales
                        growth. He exceeded that goal during each of his two
                        years in Denmark.

                        In 1998, Mr. Koberstine joined Universal Foods
                        Corporation as Vice President/General Manager of the
                        Dairy and Food Ingredients business units of the Flavor
                        Division. During his tenure with Flavor, Mr. Koberstine
                        implemented a strategic plan that resulted in
                        double-digit revenue growth in a mature market and
                        generated $5 million of operating profit from a
                        break-even position the previous year.

                        B.S. Chemical Engineering
                        University of Illinois, Champaign-Urbana  1982

----------------------- --------------------------------------------------------
Paul J. Ernster         Controller, Red Star Yeast and Products: Mr. Ernster
                        joined Universal Foods in 1971. He has held a number of
                        progressively responsible positions in accounting and
                        finance over the past 29 years at both the corporate and
                        divisional levels. In his current role, Mr. Ernster is
                        Controller of Red Star Yeast and Products.

----------------------- --------------------------------------------------------

<PAGE>


----------------------- --------------------------------------------------------
                        Mr. Ernster began his career with Universal Foods as
                        Assistant Tax Manager. Since then, he has held a number
                        of key accounting positions, including Manager,
                        Corporate General Accounting and Assistant Corporate
                        Controller for Universal Foods. Mr. Ernster was promoted
                        to division Controller of Red Star Yeast in 1984.

                        B.S. Accounting
                        Marquette University, 1966

                        M.S. Business Administration
                        Marquette University, 1981

                        Certified Public Accountant, 1971

                        Member, Wisconsin Institute of Certified Public
                        Accountants

----------------------- --------------------------------------------------------
Dr. James Foy           Director, Research/Development, Red Star Yeast and
                        Products: Dr. Foy joined Universal Foods in 1988, as a
                        Group Leader at the Technical Center for Red Star Yeast.
                        In 1990, Dr. Foy was promoted to Director,
                        Research/Development for Red Star.

                        Prior to joining Red Star Yeast, Dr. Foy was a Research
                        Scientist with the University of California.

                        B.S. Biology
                        University of Cincinnati, 1973

                        M.S. Microbiology
                        University of Miami, Ohio, 1976

                        Ph.D. Microbiology
                        University of Miami, Ohio, 1979

                        Member, American Association of Cereal Chemists
                        Member, American Society for Microbiologists
                        Member, American Society of Bakery Engineers
                        Member, American Institute of Baking
                        Member, American Society for Enology and Viticulture
                        Member, Institute of Food Technologists
                        Member, Scientific Advisory Committee
                        Member, Society for Industrial Microbiology

----------------------- --------------------------------------------------------
Ravi Arora              Marketing Manager, Red Star Yeast and Products: Mr.
                        Arora joined Universal Foods in 1996 as a Senior
                        Scientist/Associate. In January 2000, Mr. Arora was
                        promoted to Manager, Marketing for Red Star Yeast.

----------------------- --------------------------------------------------------

<PAGE>


----------------------- --------------------------------------------------------

                        Prior to joining Red Star Yeast, Mr. Arora worked at the
                        American Institute of Baking as a Teaching Assistant in
                        Cereal Technology. He was also the Director of Big Boss
                        Foods in India.

                        B.S. Food Technology
                        University of Minnesota, 1990

                        MBA candidate
                        Marquette University

                        Member, American Society of Baking Engineers

----------------------- --------------------------------------------------------
Judith Psenko           Manager, Transportation/Logistics Support Systems, Red
                        Star Yeast and Products: Ms. Psenko joined Universal
                        Foods in 1978 as the Manager, Transportation/Logistics
                        Support Systems for Red Star Yeast. During her long
                        career with the Company, Ms. Psenko held a number of
                        positions, including Accounting Assistant, Traffic
                        Coordinator and Supervisor, Transportation. She is
                        currently the Manager, Transportation/Logistics Support
                        Systems for Red Star Yeast.

                        Prior to joining Red Star Yeast, Judith served as the
                        head bookkeeper for Briggs and Stratton Business College
                        and worked in the accounting department as a Treasury
                        Accountant at Northwestern National Insurance. She has
                        also held previous insurance related positions.

                        Associate Degree: Business Data Processing
                        Milwaukee Area Technical College

                        Candidate for Transportation Certificate
                        Milwaukee Area Technical College

----------------------- --------------------------------------------------------

<PAGE>


APPENDIX III

[XXXX]



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