GREAT WESTERN RECLAMATION, INC.- STOCK ASSIGNMENTS

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SCA SERVICES, INC. 27 State Street Boston, Massachusetts 02109 +SCA 617-723-7340 SERVICES May 17, 1972 The Honorable Carl Thornton City Manager City of Santa Ana Santa Ana, California 92701 Dear Mr. Thornton: Re Great Western Reclamation, Inc. I appreciated the opportunity of discussing with you the matter of the proposed merger between Great Western Reclamation, Inc. , and SCA Services, Inc. It is my understanding that since our last visit there have been further inquiries in regard to the background of this proposed transaction. In order that you and the entire City Council of the City of Santa Ana will be aware of the true perspective of the matter, I submit the following: Technically, this would be a true merger rather than a purchase in the sense that the Blackman family is not selling out but is in fact maintaining the present relationship with the City of Santa Ana and adding a substantial amount of further capability. SCA Services, Inc. , in similar transactions with other companies throughout the country, has insisted that the key management people remain to carry on with the day-to-day decisions, policy, and service functions . This is certainly true of Great Western Reclamation, Inc. , in that long-term employment agreements would be entered into with each of the key management personnel of said corporation. What SCA Services, Inc. , can supply in addition is a sub- stantially larger financial capability which will insure that Great Western Reclamation, Inc. , will always have a full and total capa- bility of meeting all of the capital needs for new technology as the same develops in the solid waste industry. Not only does this include capital needs for such items as new equipment, more sophisticated packer bodies, transfer stations, but also includes