PIGS WILL FLY

   STRU DD      SHAREHOLDER LETTERS

 
Oct 3, 2000 Shareholder Letter 
From Douglas Beatty

October 3rd, 2000


Dear Shareholders,



While we wait for the written response from the SEC, I thought it
would be of interest to share some thoughts with you on the industry
and what I am able to discuss with you with respect to our
achievements over the last few weeks.



Two points I would like to cover real quick before you read such a
lengthy letter are the following: If you are having any difficulty
whatsoever in deciding whether to attend the shareholders meeting on
October 28th, it is my opinion that you may want to consider coming.I'
ll state this again.in my opinion you will not want to miss this
meeting.we have planed a great meeting and realize that this is the
first for Struthers, inc., one that you can tell your grand children
about.because you were here.now if you can't make it, the whole event
will be filmed including the interviews with our staff, folks from the
industry and some of our clients who will also be attending and
introducing themselves to the shareholders. By the way Charleston is
beautiful this time of year!  Secondly, I have written this letter to
provide insight and information for potential investors, new investors
and our great shareholder base and should be used as a source of
information on the industry and some of the areas we are focusing on.



State of the Industry, and why I believe your Company is position to
make a difference?



The porcine industry is a $184 billion per year industry!  The
additional animal reproductive biotechnology area that we are making a
major contribution to actually dwarfs this number.  For now, allow me
to comment on the pork industry and further in my discussions I will
comment on our role in other animal husbandry production and why we
have chosen to pursue and advance our technology to reach those
industries that we are now in a position to capture.



Your Company is privileged to be a member of the National Pork
Producers Council.  This keeps us well informed to the market
potential in the hog producing industry.  We are also members of the
International Embryo Transfer Society [IETS] and this membership
allows us the opportunity of being informed of new developments in
bioresearch and embryo transfers. By being members in good standing
this allows your Company the opportunity to present research papers
and always be on the cutting edge of industry technology. Data
currently being compiled on hundreds of inseminations and embryo
transfers will be submitted for publication.



A recent report received in our office from the National Pork
Producers Council informs us that the U.S. pork industry has
experienced unprecedented growth in the decade of the '90s.  More pork
will be produced [nearly 19 billion pounds] and more hogs slaughtered
[likely more than 99 million-head] in the USA in the last reported
year [1998]; more than ever before.  That growth resulted in record
slaughter of over 101 million-head and record pork production of
roughly 19 billion pounds in 1998.



The economic impact of the  pork industry on rural America is immense.
Farm receipts from hogs placed the industry in the 4th and 5th
position [financially] among all farm commodities.  Annual farm sales
usually exceed $10 billion while the retail value of pork sold to
consumers exceeds $30 billion.  In fact, farm income from the sale of
hogs set a new record of $13.2 billion in 1997.



The pork industry benefits more than just farmers!  Pork production
means jobs and economic opportunity for thousands of rural
communities.  The "value-added" nature of pork provides employment
well beyond the farm.  Based on a 1995 study by researchers at Iowa
State University, the U.S. pork industry is responsible for over $64
billion in total domestic economic activity.  Through direct, indirect
and induced effects, the pork industry supports over 600,000 jobs and
adds over $27 billion of value production inputs.  The pork industry
is a major contributor to local, state and national economies and
governments.



Today there are approximately 114,000 pork operations compared to
nearly 3 million in the 1950s. Hog farms are grown in size, too, while
reducing in numbers.  Over 80 percent of the hogs are grown on farms
producing 1000 or more hogs per year while over half are growing on
farms producing 2000 or more hogs per year.  These operations, which
are often very technically sophisticated, are still predominantly
individual family farms.  These farms are our clients.



The geographic location of pork production is shifting as well.  While
the traditional Corn Belt represents the overwhelming share of
production, growth is also occurring in "non-traditional" hog states
such as Texas, Colorado, Oklahoma and North Carolina [which ranked 14
in pork production 30 years ago and now ranks 2nd in total hog
numbers].  Similarly, the global market offers tremendous growth
potential for U.S. pork producers.  Pork is the world's "meat of
choice" by far, with approximately 43% share of the world's meat
protein market.  The U.S. pork industry is steadily increasing its
share of this vast world market exporting over 6.5% of its production
in 1998 after becoming a net exporter in 1995 for the first time since
1952. In 1999 the U.S. pork export market ranked second after Canada,
boasting many of the world's most cost-efficient producers. The USA is
on the verge to capture even more of the global pork business as trade
barriers fall under terms of the NAFTA and GATT.  And Struthers, your
Company, in my opinion will be there to make this happen!



A short excerpt on my trip to the UK, which I believe should help as
an analogy to explain why it is important that we have created a solid
foundation for this company.



In 1290 King Edward the first, determined to claim land for the Crown,
expelled numerous religious groups and peasants from their homes and
seized all of their property. The property was turned over to the
monks.  The monks leased the properties at a rent of 11 cents per
annum.  The County Hotel, Canterbury, building under its various
titles has always served as one of the principal hubs of the local
community.  It does indeed stand in the center of the city, since the
center point of the half-mile circle form the city walls (60 AD) of
Canterbury Falls in Whitehorse Lane, 30 or 40 yards away.



Many of the manuscripts relating to the hotel and barely date are
preserved in the cathedral library, Canterbury, while further
information may be drawn from other cathedral documents in the British
Museum, which I had the pleasure of viewing.



What is so profound is that if anyone had sat looking out of the front
window of the County Hotel through the ages, they would have witnessed
a large segment of English history.  This hotel is located on the old
Roman London-Dover Road, since ancient times an important artery in
European communications.  Before the coming of Railway's most of the
traffic with the continent move backwards and forwards along it.  The
watcher in the window will see William the Norman, fresh from his
victory at Hastings, leading his army up to capture London.  He would
see the Archbishop Thomas Beckett entering his Cathedral City for the
last time in December, 1170 only to be murdered moments later by King
Henry's II guards and little later watch Henry the second, ruler of
half Europe, hauling barefoot penance up the High Street to the tomb
of his old enemy in the cathedral.  The watcher will see Richard I
back from the crusades after landing at Sandwich in March 1194, and
Henry the third coming to his wedding with Eleanor of Provence. The
family of Richard the second pushes its way through the mob, which has
seized Canterbury and the peasants' revolt in 1381.  Nearly every
English monarch passes by.  Henry the forth, Henry the fifth, and the
sixth ride past on pilgrimage; Edward the fourth comes to execute the
Mayor of Canterbury for high treason.  Henry the eighth, Elisabeth the
first and Charles the first, all come in turn.  Charles II, after
years of exile, passes through after landing at Dover in 1660, on his
way to London, to claim his father's throne.



The rest is really history, you know the part about in 1492 Columbus
sailed the ocean blue, in the Pinto, Cordoba, and the Sedan De Ville
[for some reason the Pinto blew up] and founded the New World. Well we
also know that Columbus was out looking for spice, when the wrong way,
which actually turned to be the better way because he found a great
profit center. Columbus was also told that the world was flat, I
believe he proved that theory wrong. It is also interesting to note,
that Columbus used three ships. Why not one big boat?  My theory is
that he wanted to diversify and not put all of his "eggs" in one
basket...good move. We have also used this strategy in developing the
business plan for Struthers, Inc. We have diversified, in what I call
multiple source income strategies (MSI). We have a number of
alliances, and subsidiaries, that individually feed into each other to
create a whole strong entity. By somewhat of"cross-pollination" we
combine all of our products and services together to become a major
force and contributor in the world of animal reproductive
biotechnology.



The reason that I use the above analogies is because Struthers, Inc.
has taken a much shorter timeline roughly two years, and built upon a
foundation which in my opinion will carry this company very solid into
the future.  The foundations of Canterbury Cathedral and the actual
building structure took hundreds of years to build, however, today it
stands as a monument to those dedicated to a great cause.  It stands,
and has stood the test of time because of the craftspeople and
professionals that not only built a strong foundation, but the walls,
the roof and the folks inside are dedicated to a belief that no one
will be allowed to destroy. For almost 1000 years, people with the
same convictions you have with your Company Struthers, have made the
pilgrimage to this Cathedral, in fact it is a sobering thought to see
the grooves in the marble at the tombs of the martyrs who are buried
inside. The grooves in the marble were made by millions of pilgrims
who knelt to pray for peace, health and the betterment of mankind.
That day my wife and I were also pilgrims and on a personal note it
was a wonderful experience joining my wife and children in lighting
candles and pray with the bishop for those who are not as fortunate as
all of us and for the shareholders, staff and animals of our company.



I truly believe that what we're building is not just another company,
a very unique Corporation.  We're changing history and the industry as
we know it today, it will no longer be the same. The unveiling of the
Gourley Scope has just proved my point. We have built, Struthers, Inc.
your Company on the premise that it has to be an industry leader; I
personally will not accept less! I believe that we have learned from
the past, we did not have access as a young growing Corporation to the
expertise we now bring to the industry. We have all heard stories
about Thomas Edison, and Andrew Carnegie, however, the one story of
success is the adventure of this guy who at the age of 65, living on a
Social Security check, driving around in old station wagon, dressed in
a crumpled white suit knocking on over a thousand restaurant doors,
trying to sell a fried chicken recipe.  After being turned down over
1000 times and living off the chicken he fried at the restaurants, he
finally came up with an idea that instead of selling recipe, he would
license the recipe and receive a royalty for every piece of chicken
that was fried and sold.  On or about the 1012th sales call someone
believed in him and the rest is history.  This man was Col. Sanders.
There is now a Kentucky Fried Chicken outlet in every city in North
America, which has a population of 100,000 or more. This concept has
been duplicated worldwide. What these gentlemen achieved took years to
build.  What we have achieved has taken a lot less time, because we
use history as a tool to exponentially grow this company. We have
introduced new ideas, new award winning innovative biotechnology,
professionals with the dedication and the interest in mind of the
producer, to the Packer, and to the retail market and we will stand
the test of time.  It may also be an interest to know that Microsoft
was a privately held corporation for 12 years prior to going public;
Struthers, Inc. went public almost immediately.  We have much to be
proud of, an excellent selection of products and innovative
reproductive techniques, the dedicated staff, and the dedication and
conviction of a very unique shareholder base. I believe we have earned
the right to be here and be public!



I've had the privilege in my lifetime to work with many individuals,
from salespeople, Fortune 500 executives, military leaders, royalty,
noted speakers, Nobel prize winners, TV personalities, Olympic
athletes and sports stars, however, it truly is amazing that the
individuals who we call shareholders, investors or team mates had
given me more pleasure than anyone else I've ever had the opportunity
to work with or for.  It is my hope, that the patience you have had
over the last two years will pay dividends in numerous ways, and in
the value of what we bring as a whole group to this industry we call
reproductive biotechnology.



Just recently, we delivered the first piglets ever conceived by
non-surgical embryo transplantation, by using the patented Gourley
Scope. This birth was the "shot" that was heard around the world and
you the shareholders took the initiative to share this opportunity
around the globe.  Although, Struthers was sharing this information
with the media and incorporations, which need this technology, you our
teammates took the time to send this information to anyone who had a
fax machine, e-mail or would listen.  I know this, because of the
calls I received from the media and from biotechnology companies
around the globe.  Although, at this time I can't tell you as of yet
what has transpired, I can tell you that you should be very proud of
what you did, it was something that virtually is unheard of in the
public arena. Your efforts are about to change the Company and the
industry forever; for this I am truly grateful.  I'm also grateful for
the phone calls, faxes and e-mails of encouragement, believe it or not
together we have already made the difference.  And yes, we still have
a few hoops to jump through i.e. full registration, but we will do it!
That's a given, and I appreciate your patience. We have done
everything possible to move in the correct direction. When I get the
news, you will get the news. You also named the seven piglets I
initially called "The Magnificent Seven". We received over 850 names
of which the following were drawn at the boar stud opening,
MinneSTRUta, Zoloft (that's useful), Hammibol, Hamingway, RMG, Babe in
the Woods and Ontario School. All of the offspring are doing well and
will be registered under their new names. The rest of the names will
be kept on file and drawn for the other non-surgical embryo transfers
on pigs, sheep and deer that we are continuing to perform.



I have always said, "if you really want know with the future holds,
then design it yourself", no one else will.  The only caveat is that
with all the great suggestions from the shareholders, you are actually
helping to develop our future along with us and as you know I
appreciate all of your suggestions, they are most welcomed.



I would also like to take the opportunity, to thank everyone, from our
staff, shareholders, builders, and the media and especially our new
family of piglets who were part of the grand opening of our boar stud
facility.  This event did not go unnoticed as we were visited not only
by current clients, but individuals representing corporations from
around the world.  I also like to take this opportunity to personally
thank Dr. Alan Carlson, Brent Legred and Randy Muller for the
excellent job of designing one of the most impressive state-of-the-art
boar stud facilities in North America.  The timing of the opening of
the boar stud could not happened at a better time.  Once the
bio-security checks have been made of the unit, 200 boars will enter
the facility within the next week to 10 days. Along with other
superior boars we have located overseas that contain genetic traits
that we feel are necessary to meet the future packer and consumer
needs. The interesting aspect of bringing in these additional boars is
that we do not need to buy them.we place them in our stud and a
portion of the semen profit goes back to the company who sent them to
us.  Not only do we increase the number of animals in our stud boar
operation (to utilize its full capacity), we continue to improve upon
the elite genetics available for our clients who would otherwise not
have access to the genetic package we have available. As the porcine
breeding season is now getting underway I fully expect that the LSG
subsidiary will be very busy filling the orders which have increased
since the boar stud opening.



With respect to breeding, Dr. Gourley and his team have been extremely
busy with semen/embryo collection, inseminations and non-surgical
embryo transfers in swine, deer and sheep. Over the past few weeks Dr.
Gourley has performed inseminations and non-surgical embryo transfers
in hundreds of animals for our new clients.



With respect to the Spencer, Iowa research facility we now have data
available on over 500 Gourley Scope inseminations and non-surgical
embryo transfers.  At present this data is being compiled both for
publication and marketing materials.  Dr. Gourley is also heavily
involved with the USDA "Food for Peace" project that he leads in
Mongolia.  The notoriety that he brings to Struthers, Inc. in the
Asian community has given us a major jump-start in the Pacific Rim
countries.



With respect to the Pacific Rim, I am delighted to report that
Struthers, Inc. will have a booth (A33) at the Agri-Link 2000 Expo, at
the World Trade Center, Manila, Philippines, October 19th to 21st. In
attendance at the Expo will be Dr. Dennis Gourley, and our
International Genetic Consultant to the Philippines, Mr. Mark Anderson
and Mr. Patrick Chua our Asia/Pacific Rim Marketing Consultant. The
Gourley Scope will be demonstrated along with our line of artificial
insemination supplies and our porcine and sheep genetics. This is the
largest agriculture industry show its type in the Pacific Rim and we
believe our presence will jump start our business and office in this
extremely important area of the world. After working in the
Philippines on behalf of Struthers, Inc., and working with the swine
producers and agriculture department Mark helped develop a business
plan which has demonstrated how we can increase the Philippines pork
production by 30 to 40 percent without increasing existing herd sizes,
reducing disease, improve local meat quality/nutrition, and also
assist the countries food security program using our elite genetics
and the Gourley Scope. A "cookie cuter" approach we are to employ
worldwide. What we have achieved nationally is ready internationally!



Since interest in our technology within Europe has grown tremendously
since the release of the article on the Gourley Scope by Pig
International Magazine, we are also in the process of considering
displaying at the Hanover, Germany, BIV conference to be held November
28th to December 2nd. This is one of the largest animal reproductive
conferences held yearly in Europe. Dr. Gourley and I are working on
the data collected so far to be displayed in poster fashion and also
publication for major journals.



I'm also very proud of Ms. Tracy McGraw, General Manager of our Elite
Visions team in Waukon, Iowa. Tracy and her team have worked very hard
to develop our Tender Prime meat distribution center. Along with the
5000 square foot office and warehouse facility we now have a subzero
freezer unit which is capable of holding and sorting 30,000 pounds of
meat per week.  Although, we are currently shipping product in large
quantities, an e-commerce commercial Web site is in production to be
able to handle orders via the Internet.  We expect that this facility
will be fully operational within a month and be able to handle and
ship our naturally raised meat products in smaller quantities to meet
the individual consumers needs.  The products that will be available
to our retail market will consist of; our Tender Prime line of USDA
certified pork, lamb, venison, beef, and chicken.  Peripheral items,
which will be available, are at the moment an all-natural USDA
certified barbecue sauce, dry spices and a USDA certified all organic
breading mixtures. For those of you who have already ordered, you know
that we always add a little something extra. Our goal is to supply our
consumers with the best wholesome products available on the market
today.



Muller AI, Inc. Open House



We are all very excited about our grand opening of the Muller AI new
warehouse and office facility Oct. 5th and 6th.  The new facility
located in Sioux Falls, South Dakota will support the sales and
distribution of all of our artificial insemination products and
reproductive training. For the opening we have invited our clients,
news media and placed numerous ads in trade journals and local
newspapers.  As with the opening of the boar stud facility, you the
shareholders have an open invitation to also attend this event and
enjoy the festivities, which include a luncheon featuring Tender
Prime.



Recent Media Articles


*www.waukonstandard.com - article on Elite Visions meat distribution
facility

*Pig International - article on Gourley Scope, distributed worldwide

*www.meatingplace.com - article in Meat Marketing Industry, magazine,
distributed worldwide

*ABC NEWS - taped segment for local stations and then sent to
affiliates

*Local Charleston Post & Courier

*Charleston Symphony Orchestra  (CSO)- sponsored opening night, media,
paper, ads and opening night recognition, full page ad in the CSO
guide throughout 2000-2001

*Bricelyn and local papers

*National Hog farmer - magazine ads for Muller AI

*AgDay TV and radio

*KNAC - radio, 30 and 60-second commercials for the Boar Stud - did
full remote reporting from Boar             Stud opening all day

*Video interview with Dr. Carlson explaining the role disease has in
pork production and why our LSG herds are the hogs of choice for the
producer and Packers.



*Contracted videographers - Full video of Struthers and Boar Stud
opening for use as a corporate video

*Company updates in the NPPC and Porknet web sites



*Letter from the United States Senate, Sen. Paul D. Wellstone (MN),
congratulating Struthers, Inc. for the opening of the boar stud
facility.  Sen. Wellstone, although, impressed with the fact that we
opened our new state-of-the-art boar stud facility, sent his regrets
for not being able to attend due to his presence required in
Washington at this time.



We have also have had articles written in Germany with respect to our
company which I will add along with the newspaper articles and videos
to our new Web site.



The recent worldwide media attention has generated a steady stream of
requests for our products and services, which has kept us very busy.
It is my opinion that we're going to have an excellent fall breeding
season.



SEC Update



Although, we are in constant contact with the SEC and expect to hear
from them soon, I have no pertinent information that I can share with
you at the present time other than we are making excellent progress.
However, when news is available, it will be shared with everyone in
the investment community at once by newswire. Just a helpful
reminder .it does not help us if folks keep calling the SEC to keep
checking on our status.



Annual Meeting of Shareholders



To date we have had an excellent response from shareholders to attend
our first Annual Meeting.  In attendance to make presentations from
all of our subsidiaries, will be Dr. Dennis Gourley, Dr. Alan Carlson,
Brent Legred, Randy Muller, Tracy McGraw, Frances Kotnik, Rhett
Seabrook and myself. Also in attendance will be other members of our
staff and the industry to address questions, which are pertinent to
our business.



As mentioned previously, we have planned an excellent meeting, and in
my opinion if there is any question in your mind on whether you should
attend this meeting, I can only say, that I would highly recommend it.



The general meeting will be held between 9 AM and noon, after which
the afternoon is free time until the evening festivities, which start
at 5 PM to 7 PM for hospitality, dinner and speeches to follow. I
would greatly appreciate if you would e-mail Frances Kotnik (investor
relations) at fkotnik@struthersinc.com and indicate how many in your
party will be attending the dinner so that we may set the room
accordingly.



The special room rate that we have for shareholders at the Embassy
Suites Hotel expires Oct. 6.  If you are planning to stay in this
hotel, please reserve your room before the expiration date. Please
review our website for further details on the hotel and meeting. Hotel
shuttles are available from the Charleston International Airport. As
some shareholders are arriving prior to the meeting a dinner/dancing
boat cruise has been arranged for Friday night Oct. 27th. Although,
this is not a Struthers, Inc. event, my family, and I and other
"Struthers Family Companies" staff members will be in attendance to
spend time with anyone who would like to share this fun evening with
us. The three-hour cruise of the Charleston harbor at night aboard the
SpiritLine ship is spectacular.  If anyone is interested in attending
this cruise, it boards at 6:30 PM and returns to Patriots Point at 10
PM.  The cost of the dinner cruise is approximately $40 and tickets
may be obtained by calling 843-722-2628. When booking tickets please
mention that you're with the Struthers group and their staff will seat
you in our area. They also have a Web site at
www.spiritlinecruises.com.



Thank you very much in advance for taking the time to read such an
extensive note, however, I hope that you found its contents
informative.  I look forward to meeting everyone very soon.



As always, warmest regards,

Douglas W. Beatty, Ph.D.

President/CEO

Struthers, Inc.



For further information on Struthers, Inc., visit their web site at
www.struthersinc.com.

This is not a solicitation to buy securities and does not purport to
be a complete analysis of Struthers, Inc. Investing in securities is
highly speculative and carries a degree of risk. Past performance does
not guarantee future results.



Contact: Struthers, Inc. Charleston, SC

Ms. Frances Kotnik, Public Relations, 843/763-1755


 

 STRU DD   SHAREHOLDERLETTERS