Capital Farm Credit Board of Directors

Capital Farm Credit

Governance

Senior Management
Board of Directors
Regional Presidents
Audit Committee Charter

Capital Farm Credit Senior Management Team

Capital Farm Credit Senior Management Team.

Senior Management

Chris Boutwell, Senior Vice President
Mr. Boutwell formerly served First Ag Credit, FCS as senior vice president and chief financial officer. He joined the Association in 2004 working as the vice president of risk management. Prior to his employment with the Association, he worked as a Certified Public Accountant with a local firm in Lubbock. He currently serves on the board and is actively involved with CASA, or Court Appointed Special Advocates, of Lubbock.

Kenny S. Brown, Senior Vice President - Policy and Compliance
Mr. Brown primarily was Director of Internal Audit and Review. He has been with Capital Farm Credit since 2000 and has experience in lending and administrative operations with Heritage Land Bank, ACA and as a Commissioned Examiner with the Farm Credit Administration (FCA). Mr. Brown is a graduate of Louisiana State University and has 15 years of Farm Credit System experience and over 4 years of experience with FCA.

Patricia A. Gonzales, Senior Vice President - Accounting and Administration
Ms. Gonzales was CFO of Southwest Texas ACA until the merger with Capital Farm Credit. She is a Certified Public Accountant licensed in the State of Texas and a graduate of St. Edward’s University with a BBA in Accounting. She has 5 years public accounting experience and worked for the Farm Credit Bank of Texas for 12 years, culminating in the Controller position, before joining Southwest Texas in 1999. Mrs. Gonzales has 19 years of Farm Credit experience, and is chairperson of the District’s CFO roundtable.

Mark L. Hiler, Senior Vice President - Lending Operations
Mr. Hiler, formerly Chief Operating Officer of Southwest Texas ACA, directs operations and marketing. Mr. Hiler was President of the FLBA of Uvalde prior to its merger into Southwest in 1996. He has 26 years of Farm Credit experience and holds BBA and master's degrees from Texas A&M University.

Mark Loveland, Senior Vice President
Mr. Loveland formerly served First Ag Credit as senior vice president and chief credit officer. Prior to his employment with the Association, he was chief credit officer of First Texas Ag Credit, FLBA. He has also held several positions with the Bank including director of credit operations, engineer/appraiser, mineral representative and loan officer. He has 25 years of service with the Farm Credit System.

Ben R. Novosad, Chief Executive Officer
Mr. Novosad was Chief Executive Officer of Capital Farm Credit prior to the merger and continues in that position. He became CEO of the FLBA of Bryan in September 1986. Since that time, he has guided the Association through several mergers and has overseen the successful transition of the organization from FLBA agent lender to a direct lender FLCA, then to the current structure, a multi-faceted $2.5 billion agricultural credit association. Mr. Novosad is a graduate of Texas A&M University with a degree in Agricultural Economics, and has 30 years experience with the Farm Credit System. On a national basis, he serves several Farm Credit Systemwide organizations, including the Presidents’ Planning Committee, the System Risk Management Workgroup, the Horizons Task Force, and the Farm Credit System Insurance Corporation Workgroup.

Eric C. Rothe, Executive Vice President - Lending
Mr. Rothe, previously CEO of Southwest Texas ACA, now oversees the credit functions for Capital Farm Credit. During his tenure as CEO of Southwest Texas ACA, a position in which he served since becoming CEO of the FLBA of Devine in February 1984, he led several mergers and transitioned the association from an FLBA to a $650 million ACA. He also served as President of Western FLBA of Marfa and as Assistant Manager of FLBA of Uvalde. He has 27 years of FCS experience and holds a master's degree in Agricultural Economics from Texas A&M University.

Glenn Trant, Executive Vice President - Lending
Mr. Trant previously served First Ag Credit, FCS as senior vice president of lending. Prior to his employment with the Association, he served as manager of Franchise Finance for Pizza Hut, Inc. He also served as a branch manager for the Federal Land Bank of Bryan for 10 years. He has 18 years of service with the Farm Credit System.

Don VandeVanter, Senior Vice President - Finance
Mr. VandeVanter, Chief Financial Officer of Capital Farm Credit until it merged with Southwest Texas ADA, is in charge of pricing and capital management. Prior to joining Capital Farm Credit in 1999, he was the CFO for Texas AgFinance, FCS for eight years. Mr. VandeVanter began his Farm Credit career with the Farm Credit Bank of Texas in 1987, after working for 3 years in public accounting. He graduated from the University of Texas with a degree in accounting, and is a licensed Certified Public Accountant in the State of Texas and also serves as District representative on the Farm Credit System Accounting Standards Workgroup.

Roy A. West, Senior Vice President - Credit
Mr. West was Chief Credit Officer of Southwest Texas ACA from 1998 until it merged with Capital Farm Credit. As Senior Vice President-Credit, he is responsible for credit policies and standards. Mr. West has previously served as Director of Credit for the Farm Credit Bank of Texas and Vice President for Capital of Texas FLBA. Overall, he has 25 years FCS experience. His past experience includes loan and appraisal positions for the USDA and a local appraisal company. He graduated in 1979 from Southwest Texas State University with a B.A. in Agriculture.

Board of Directors

HIGH PLAINS - REGION 1

Roy H. Carlson, Director, currently serves as Stockholder Advisory Committee representative and as a member of the Executive/Planning Committee
Mr. Carlson, age 61, has been in the farming/ranching business for 40 years. With operations in Deaf Smith County, Texas and Quay County, New Mexico, Mr. Carlson produces food corn, wheat, black-eyed peas, seed milo, cotton, and vegetables. He is a 1971 graduate from WTSU (now W TAMU) with a B.S. degree in General Agriculture. In 2007 Mr. Carlson was elected Vice Chairman of the 10th Farm Credit District Stockholder’s Advisory Committee. He previously served on 3 other Farm Credit boards. Mr. Carlson is a member of the Deaf Smith County Tax Appraisal Review Board, serving 2 years as Chairman. In 1983 he received the Star Young Farmer of Texas Award - Young Farmer of Texas, he received the Outstanding Conservation Farmer award in 1987, the Farm and Ranch Award – grain and beef – Ft. Worth Star Telegram in 1996; and in 1998 he received the District 1 4-H Distinguished Leadership Award. He also served on a special committee for NRCS to analyze equipment. Mr. Carlson is a shareholder in Top of Texas Cotton Gin and has attended over 20 director development training seminars. He is a past member of the American Land Foundation Property Rights Board and currently serves on the Deaf Smith County 4-H Advisory Committee and Crops and Livestock Committee. He is a member of First Methodist Church where he serves on various boards. Mr. Carlson resides in Hereford, Deaf Smith County, Texas.

Dan Henard, Jr., Director, currently serves as the representative to the Tenth District Farm Credit Council and as a member of the Executive/Planning Committee
Mr. Henard, age 65, grew up on a farm and ranch in Collingsworth County, Texas. In 1960, with the aid of his father and a PCA loan, he began his own farm and ranch operation while attending high school. Upon graduating in 1967 with a degree in Range Science from Texas A&M University, he and his wife returned to Wellington to farm and ranch. Mr. Henard farms with his son, producing cotton, peanuts, wheat, hay, and run a cow/calf operation in Collingsworth County, Texas and Harmon County, Oklahoma. Mr. Henard has served as Board President of Wellington Farmers Co-op Gin, Board Secretary of Panhandle Regional Planning Commission Board, member of North Rolling Plains Resource Conservation and Development Board, and served as President of the Panhandle Association of Conservation Districts. He has also served on the Collingsworth County Hospital Board, Collingsworth County ASCS Committee, Texas Soil and Water Conservation 100 Man Committee and as President of the Wellington Lions Club. At the present time he serves on the Mesquite Groundwater Conservation District Board, Salt Fork Soil and Water Conservation District Board and serves as Chairman of the Finance Committee of Wellington First United Methodist Church. Mr. Henard began service on the Rolling Plains PCA Board in 1979 and was Vice Chairman when merging with First AgCredit. He currently serves on the National Farm Credit Council Board of Directors. Mr. Henard resides in Wellington, Collingsworth County, Texas.

Kenton B. Kimball, Director, currently serves on the Audit Committee
Mr. Kimball, age 56, owns and manages a 4000 acre farm and stocker operation in Sherman County, Texas. His grain production consists of irrigated corn, wheat, and seed milo and dryland production consisting of wheat and milo. Mr. Kimball received a Bachelor’s degree in Business Administration, with a specialization in finance, from Kansas State University. He has served as President on the Stratford Independent School Board, and has served on the Stratford Hospital Board, Sherman County Economic Development Board, Sherman County Livestock Show Board, Sherman County Soil and Conservation Board, and Sherman County Appraisal Board. He and his family are members of the United Methodist Church where he serves on the Trustee Committee. He is actively involved in the local Lion’s Club and has served as President. Mr. Kimball first served as a director with Dalhart Land Bank Association and then served as director with First AgCredit and presently serves on the board of Capital Farm Credit. He served 8 years on the Audit Committee of First AgCredit and has completed the S.W. Graduate School of Banking Foundation Director Development Program plus audit committee training. Mr. Kimball resides in Stratford, Sherman County, Texas.

ROLLING PLAINS - REGION 2

Keith Corzine, Director, currently serves on the Credit Standards and Limits Committee
Mr. Corzine, age 52, was raised on a farm and is a third generation farmer. With operations located in Haskell and Stonewall Counties, he produces cotton, wheat and milo, along with a cow/calf operation. Mr. Corzine attended Stamford Public Schools and before returning to the farm, received a degree from Texas State Technical College. He presently serves on the board Farmers Co-op in Stamford and has attended board training programs and received board training certificates. While serving on the Tri-Area Livestock board, Mr. Corzine was very proud to have had the opportunity to work with the youth in agriculture and is proud of the recognition of awards presented to him. Mr. Corzine feels his agricultural background and the experience he gained serving on the boards of Capital Farm Credit, Famers Co-op Stamford, Farmers Union, Sagerton Water Supply and Tri-Area Livestock, along with the performance of duties at Faith Lutheran Church, help to qualify him to continue to serve on the Capital Farm Credit Board. Mr. Corzine resides in Stamford, Haskell County, Texas.

Larry Miller, Director, currently serves on the Credit Standards and Limits Committee
Mr. Miller, age 62, is a third generation farmer in Baylor County raising small grains, hay and also manages range pasture for stocker cattle. He was one of the first in the county to practice no-till farming. Mr. Miller has a B.S. degree in Range Management from Texas Tech University. After more than 30 years of service as Engineering Tech and Soil Conservationist, he retired from USDA-NRCS (SCS). He is a past director of Farmers Co-op and present director of Tri-County Electric Co-op. Mr. Miller was recognized as Baylor County Farmer of the year in 1999 and has a farm in the Land Heritage Program. He is also a retired volunteer firefighter. Mr. Miller has been a member of the Association since 1966 and began his service as director in 1995 with Wichita Falls PCA, continued on with First Ag Credit and currently with Capital Farm Credit. Mr. Miller resides in Seymour, Baylor County, Texas.

Steve Moore, Director, currently serves as a member of the Governance Committee
Mr. Moore, age 52, owns and operates 4,200 acres in Scurry, Nolan, Mitchell and Fisher Counties. He has been farming full time for the past 27 years, primarily growing dryland cotton with some wheat and milo. He has 350 acres of drip irrigation where he grows cotton. Mr. Moore graduated from Texas A&M – Commerce with an Agricultural Education degree and has taken numerous Director Development courses through First Ag Credit. He has Co-op Credential Certification through serving on Big Country Electric Co-op. He served on the First Ag Credit board for 4 years and served on the Policy and Bylaw Committee. He currently serves on the board of Capital Farm Credit and is a member of its Governance Committee. Mr. Moore is Vice President of the Central Rolling Plains Co-op, a board member of Big Country Electric Co-op, Scurry County Cotton Growers, and Rolling Plains Cotton Growers. He serves on the Rolling Plains TBWEF Steering Committee and served 18 years on the Scurry County Farm Bureau Board. Mr. Moore’s other leadership roles include: PYCO Industries, Texas Farm Bureau Farm Bill Committee, Texas Farm Bureau Cotton Committee and Scurry County FSA Committee. He also serves as an Elder at First Baptist Church in Sayder, Texas and was named Outstanding Young Farmer and Rancher by Texas Farm Bureau in 1991. Mr. Moore and his wife have 2 daughters. Mr. Moore resides in Roscoe, Scurry County, Texas.

SOUTH PLAINS - REGION 3

Kelly Gaskins, Director, presently serves as a member of the Audit Committee
Mr. Gaskins, age 56, grew up working on a family dry land cotton farm in Knott, Texas. He worked at the local cotton gin during Christmas break while attending high school and college. After graduation he managed a swine operation before returning to Knott to farm and manage a fertilizer operation. Currently, Mr. Gaskins and his brother farm approximately 7,500 acres of dry land cotton and 170 acres of irrigated cotton in Howard, Martin and Dawson Counties. They also own a ditching company. Mr. Gaskins has a Bachelors and Masters Degree from Texas A&M University. He has served on the Howard County Farm Bureau Board and has been Vice President and Chairman of the Sales Committee for the Howard County Jr. Livestock Association. He served on the Policy and By-laws Committee for First Ag Credit and has attended 7 Director Development Programs. He was also a member of First Ag Credit’s C.A.P.s program. He is also President of the Board for the Knott Co-op Gin, Fire Chief for the Knott Volunteer Fire Department and a member of the Knott Church of Christ. Mr. Gaskins has been a past Farmer of the Year for Howard County, 4-H Adult Leader of the Year for Howard County, and received an Honorary American Farmer FFA degree. He and his wife have 2 children. Mr. Gaskins resides in Knott, Howard County, Texas.

Lance D. Morris, Director, currently serves as Chairman of the Compensation Committee
Mr. Morris, age 59, has been in a farming partnership with his brother for 35 years, farming in Crosby, Dickens and Floyd Counties. He has been a member of the Farm Credit System since 1974. Mr. Morris has a BBA degree from Texas Tech in Accounting. He currently serves on the board of directors of Capital Farm Credit. He also serves on the boards of the Associated Cotton Growers, White River Municipal Water District, Crosby County Fuel Association, Crosby County Appraisal Review Board, and a member of the Southern High Plans Boll Weevil Grower Committee. Over the past 20 years, Mr. Morris has served on the board of directors for Rolling Plains PCA, First Ag Texas PCA, First Ag Credit and now Capital Farm Credit and has served on the Tenth District Farm Credit Benefits Administration Committee (DBAC). He is actively involved in the First Baptist Church in Crosbyton, serving as Deacon and Treasurer. Mr. Morris served as Mayor of the City of Crosbyton from 1986 to 1996, and served on the Board of Directors of South Plains Association of Governments and Crosby County Appraisal District. Mr. Morris resides in Crosbyton, Crosby County, Texas.

James L. (Jimmy) Wedel, Director, currently serves on the Compensation Committee
Mr. Wedel, age 51, began farming in 1979. Today he farms 4500 acres near Muleshoe, Texas in Bailey and Parmer Counties. He produces cotton, corn, wheat, soybeans, peanuts, black beans, black-eyed peas and flax. Mr. Wedel received a B.S. degree in Agricultural Economics in 1980 from Texas Tech University and is a graduate of TALL (Texas Agricultural Lifetime Leadership). He is President and founding member of Texas Organic Cotton Marketing Co-op, Secretary of the Texas Corn Producers Board/Corn Producers Association of Texas, and a member of First United Methodist Church where he serves on the finance committee and is past youth director. Mr. Wedel is delegate and committee member for the National Corn Growers Association (NCGA) and Director of Sunland, Inc, a peanut processing facility. Mr. Wedel has been recognized as Outstanding Alumni from TALL, received the Bailey County Farm Family of the Year Award in 2003, and was appointed to Congressman Randy Neugebauer’s Ag Advisory Committee and Commissioner of Agriculture Todd Staples’ Organic Industry Advisory Committee. At the state and national level, Jimmy serves in farm organizations and testifies before Congress and the State legislature on issues of importance to farmers and ranchers. He has served 4 years as director of First Ag Credit and completed the Farm Credit System’s Director Development Program each year of his directorship. He has also completed the NCGA Leadership Development Program. Mr. Wedel states he is proficient in computer technologies, accounting, taxes, and other financial business matters. Mr. Wedel resides in Muleshoe, Bailey County, Texas.

WEST TEXAS - REGION 4

Larry McBee, Director, presently is a member of the Governance Committee
Mr. McBee, age 62, has been a managing partner of Gurley & McBee Ranches for 37 years. With operations in Val Verde, Edwards and Kinney Counties, Mr. McBee’s livestock production consists of raising cattle, sheep and goats. Mr. McBee, a 1969 graduate of Texas A&M University, has a B.S.degree in Agriculture Economics. In 1970 he trained with the Federal Intermediate Credit Bank. Mr. McBee is a licensed Texas Real Estate Broker and an officer of the Devil’s River Soil and Water Conservation District. He is former Chairman of the Val Verde County Appraisal District and the District 5 Brucellosis Committee -Texas Animal Health Commission. He is a former committeeman of the Farm Service Agency, USDA, former director of the Texas Sheep and Goat Raisers Association, and former member of the Texas A&M Agriculture Development Council. Mr. McBee was elected to the board of directors of the FLBA of Uvalde in 1984 and served as its Board Chairman until its merger of the with Southwest Texas FLBA He then served as Vice-Chairman of the merged Board and also served on multiple Steering Committees. He served on the Compensation Committees for SWT and Capital Farm Credit. Mr. McBee resides in Del Rio, Val Verde County, Texas.

John B. Phillips, Director, currently is a member of the Credit Standards and Limits Commmittee
Mr. Phillips, age 60, is a third generation farmer and cattleman and currently owns and operates a diversified farming and cattle operation in Glasscock and Howard Counties. His operation is comprised of irrigated and dryland cotton, wheat, and hay as well as a cow herd. Mr. Phillips graduated from West Texas State University in 1971 with a degree in Business Agriculture. He is a past board member of the Glasscock County Junior Livestock Show and Glasscock County FSA Committee. He currently serves on the board of Glasscock County Ground Water Conservation District and Board of Trustees of the First United Methodist Church in Big Spring. Mr. Phillips resides in Garden City, Glasscock County, Texas.

Lowell Woodward, Director, serves as a member of the Compensation Committee
Mr. Woodward, age 53, is a fourth generation rancher. He began his ranching operation in 1978 with operations in Pecos, Crockett and Brewster Counties raising cattle, sheep, goats and horses. He holds a certificate in Ranch Management from Texas Christian University. He was elected to the Board of Directors of Capital Farm Credit in 2005. Mr. Woodward also served for nine years as a Director on the Rio Grande Electric Co-op and is a Credentialed Cooperative Director. He has been involved in wind energy development in Pecos County and continues to promote the development of renewable energy. He was a founding director of Producers Marketing Cooperative Incorporated, a co-op formed to assist ranchers in selling their product through vertical integration in the market place. Mr. Woodward is also a Texas Sheep and Goat Raisers Association Committeeman, past director of the Region F Water Planning Group, past President of the Pecos County Farm Bureau and has been recognized as Pecos County Conservation Rancher of the Year. He is married and has 3 children. Mr. Woodward resides in Ft. Stockton, Pecos County, Texas.

HILL COUNTRY - REGION 5

Allen Arfsten, Director, serves as Chairman of the Governance Committee
Mr. Arfsten, age 64, farms in San Saba County producing wheat, oats and hay. Mr. Arfsten also backgrounds steers on pasture, and runs stocker steers on wheat and oats. He has a hay operation and does some custom combining and hay baling. He has a B.S. in Agricultural Education/Animal Science from Southwest Texas State University. He is a Deacon at San Saba First Baptist Church. Mr. Arfsten serves on the County Crop Committee and with San Saba County Young Farmers. He was the 1979 Texas State Young Farmer President, and past President of Comal County and San Saba County Youth Shows. He has served as a Farm Credit Director for 10 years. Mr. Arfsten served as Chairman of First Ag Credit’s Policy and By-Laws Committee and has attended Farm Credit Director Development Programs for the past eight years. As a director, he has been responsible for making good, sound financial decisions that meet the credit and related service needs of Capital Farm Credit’s customers. Mr. Arfsten and his wife have 2 children and 6 grandchildren. Mr. Arfsten resides in San Saba, San Saba County, Texas.

Dale A. Crenwelge, Director, is currently a member of the Credit Standards and Limits Committee
Mr. Crenwelge, , age 50, was raised on a farm/ranch near Fredericksburg and has been involved in agriculture most of his life. He currently runs approximately 250 cows in Kerr, Gillespie, Blanco, Concho, Sutton and Terrell Counties. He also raises club lambs from about 250 ewes and oversees white tail deer hunting on most of his ranches. Mr. Crenwelge received a Bachelor of Science degree in 1981 and a Masters of Business Administration in 1985 from Texas A&M University. He has served on the Comfort ISD school board for 6 years, serving 2 years as President. He currently serves as a director for the Texas Hill Country Higher Education Foundation and Ambleside School of Fredericksburg. He served on the board of a NYSE company and served for 3 years on the American Realty Trust Board. He is a member of the Texas Farm Bureau, Texas Wildlife Association, Centurions of Kendall County, Grace Bible Church of Kerrville and St. Mary’s Catholic Church of Fredericksburg. Mr. Crenwelge and his wife have 2 daughters which participate in 4-H horse and lamb projects. Mr. Crenwelge resides in Comfort, Kerr County, Texas.

Danny Parker, Director, presently serves a the Vice Chairman of the Board and as a member of the Executive/Planning Committee
Mr. Parker, age 58, has been farming and ranching with his wife in the Winter Garden area for 30 years. He has operations in Frio, Zavala and Uvalde Counties. Mr. Parker farms cotton, grain and vegetables, and operates a cow/calf operation. He attended Texas A&I University prior to joining the Army in 1971. He served in Germany for 2 years as a Helicopter Crewman. He became a full time farmer/rancher upon the completion of serving his country. Mr. Parker has been an active member on the Board of Directors for Capital Farm Credit for 10 years and previously served as Vice-Chairman of the Board. Through the years he has attended numerous leadership institutes in the Farm Credit System and has received training in Farm Credit financing and board governance. He is past Chairman of the Winter Garden Co-op Gin and past board member of Uvalde County Farmers Co-op. Mr. Parker currently serves as an Executive Committeeman on the Gulf Cotton Compress Gin Board, serves on the Uvalde County Livestock Committee, the Winter Garden Spinach Growers Board, the South Texas Onion Committee and serves on several other Ag committees. He attends First Baptist Church in Uvalde.

WINTER GARDEN - REGION 6

Paul Aelvoet, Director, currently is a member of the Governance Committee
Mr. Aelvoet, age 49, has farmed and ranched in Medina County for the past 30 years. His farming operation consists of raising corn, cotton and grain sorghum. He is the managing partner of DA Cattle Company, a seed stock operation of Limousin and Angus cattle. Mr. Aelvoet has been the Hondo 4-H Manager for the past 25 years. He has served as Vice President for the Medina County Fair Association and for the Medina County Farm Bureau, is past President of the Hondo Soccer Association and is a current director of the Medina Country Crops Committee. For the past 8 years, Mr. Aelvoet has served as a Director of Capital Farm Credit and currently serves on its Governance Committee and previously served on its Planning Committee. He has received the Hondo Chamber of Commerce Agriculture Business of the Year and the 4-H Texas Salute to Excellence awards. Additional honors include producing the National Grand Champion Bull and Heifer and the production of the Grand Champion Steer of the San Antonio Livestock Show in 2005. He received the 2006 Limousin National Silver Medal Dam Award. He and his wife have 4 children. Mr. Aelvoet feels his 8 years on the Capital Farm Credit Board and his farming and business operations gives him the experience needed to serve as a member of the board. Mr. Aelvoet resides in Hondo, Medina County, Texas.

F. Shelby Henke, Director, presently is an alternate member of the Stockholder’s Advisory Committee and is a member of the Executive/Planning Committee
Mr. Henke, age 66, for the past 40 years has been a rancher with a cow/calf operation in the southern part of Atascosa County. In the past 2 years, he has converted farm land into grazing land by fencing the land in smaller plots and rotating the cattle. Mr. Henke is currently a director of Capital Farm Credit and has attended various Director Development programs provided by the Farm Credit System, including the Southwest Graduate School of Banking Foundation. He and his father organized the Fashing-Peggy Water Supply Corporation where he has been manager for the past 32 years. Mr. Henke has served as President, Secretary and Treasurer of Hot Wells Water Utility Association, he has served as an officer of the Cemetery Association, the Civic Center Association, and the Community Improvement Association and helped with community fundraisers. In 2000, he received the Exemplary Service Award for Community Service from the Texas Water Utilities Association. In 1981, he received the Outstanding Resident Conservation Farmer award from Atascosa County Soil and Water Conservation District. Mr. Henke served as Chairman of the Board of Southwest Texas ACA for 12 years and served on the Audit and Compensation Committees. In total, he has 45 years experience in the farming and ranching business. Mr. Henke resides in Campbellton, Atascosa County, Texas. As required by federal reporting requirements, the Association has transactions with this nominee’s relatives but these transactions should not represent a conflict of interest.

Ed Walker, Director, serves on the Compensation Committee
Mr. Walker, age 54, was raised in a custom farming and cow/calf operation in Zavala County. After graduating from Texas A&M with a B.S. degree in Agricultural Economics and employment with Farm Bureau, he returned and partnered in the family operation which included soil preparation, land leveling, crop planting and irrigation preparation. He operates a 400 acre pecan orchard. He has been a loan officer, with real estate and equipment appraisal duties. He is a board member of the local Farm Bureau, Lions Club and Jr. Livestock Association. He is a lifelong member of First Baptist Church. He has attended training while serving as a member of the Board of Capital Farm Credit. Mr. Walker is married and has 2 sons. He has been the general manager of a groundwater district since its inception 10 years ago and presided over various aquifer recharge research projects and hydrology studies with the help of the Southwest Research Institute. He has experience in open meeting/records and election processes. He is general manager/chief pilot of the district’s main project, a five-county, six million acre precipitation increase and hail suppression cloud seeding program, also a 10-year effort with day and night flying operations. Mr. Walker resides in Carrizo Springs, Dimmit County, Texas.

SOUTH TEXAS - REGION 7

Gary L. Palousek, Director, serves on the Compensation Committee
Mr. Palousek, age 57, has conducted his own farming operation for 37 years, currently raising cotton, grain sorghum, sugar cane and hay in Willacy County. Mr. Palousek was born and raised in Raymondville, Texas. He attended Wharton County Jr. College, Texas A&I University and Pan American University majoring in agriculture. As a director of Southwest Texas ACA and Capital Farm Credit ACA, he has completed numerous director development training programs and attended Farm Credit Council and 10th Farm Credit District meetings. Mr. Palousek has served over thirty years as director of agricultural co-operatives and held the office of President of two of the three in which he served. He is a current director and past president of Willacy County Co-op and a thirty year director of the Willacy County Drainage District Number Two, serving as its Secretary/Treasurer. He served as director of the Willacy County Farm Bureau and recently completed three terms on the USDA/Farm Service Agency County Committee, including serving as Chairman. He was a 4-H Adult Leader and FFA volunteer, as well as a Director of the Willacy County Livestock Show and Willacy County Livestock Syndicate. He served as director of a member owned rural water association. He is a member of the Cotton and Grain Producers of the Rio Grande Valley, a member of the Port Mansfield Chamber of Commerce, a member and past director of the Algodon Club which promotes the cotton industry, and a member of the Nominating and Advisory Committees of Magic Valley Electric Cooperative. He is a lifelong member of St. Anthony’s Catholic Church, serves on its Parish Council and is a member of the Knights of Columbus. Mr. Palousek resides in Raymondville, Willacy County, Texas.

Stanley Schilling, Vice President, serves as a member of the Executive/Planning Committee and is an alternate member to the Tenth District Farm Credit Council
Mr. Schilling, age 60, began his farming career as an agronomist and sales specialist for Farmland Industries. Today, his livelihood is derived from farming, ranching, seed sales, hunting, and real estate in Live Oak and San Patricio Counties. He attended Bee County College and Texas A&I University along with the Southwest Graduate School of Banking Foundation Director Development (2004, 2006, and 2007). Mr. Schilling was elected President of Bee County Co-op, South Texas (and Live Oak County) Soil and Water Conservation, Bee County Marketing Club, Texas Junior Meat Goat Show Circuit, Live Oak County Agricultural Appraisal Committee, and served on Live Oak County Farm Service Agency board. He is a member of Farm Bureau and First United Methodist Church. He received the 2003 Man of the Year Award from the Texas County Agricultural Extension Agents Association, the Merit Achievement Award, Customer Connection Program, Pioneer Hi-Bred International in 2005, and Area Conservation Farmer of the Year from South Texas SWCD in 1998. Mr. Schilling has more than 30 years of leading local and state organizations through a various economic conditions. His service in cooperative banking began at the FLBA-Kenedy where he served as Chairman and Vice Chairman from 1980 to 2001. After merging with Capital Farm Credit in 2001, he served on the Legislative Committee and the Steering Committee for the past 2 mergers and was Capital Farm Credit’s representative to the 10th District Farm Credit Council. Mr. Schilling resides in George West, Live Oak County, Texas.

Mike Vickers, D.V.M., Director, serves on the Governance Committee
Dr. Vickers, age 59, has ranching operations in Brooks, Hidalgo and Jim Hogg Counties. He is a practicing veterinarian and President of Las Palmas Veterinary Hospital, Inc. Dr. Vickers has been ranching for 34 years and has operated his veterinary hospital for 34 years. He works with youth in FFA and 4-H, and is an avid hunter. He received his B.S. in 1972 and his D.V.M. in 1973, both from Texas A&M University. He is an FFA “Lone Star Famer”, Consultant to the Texas Beef Quality Producers and represents Texas veterinarians as Commissioner on the Texas Animal Health Commission. Dr. Vickers authored and instituted legislation that removed biological waste issues from TNRCC (TCEQ) and put TAHC in charge of these issues. He also works with the U.S. Military on anthrax research. Dr. Vickers resides in Falfurrias, Brooks County, Texas.

CENTRAL TEXAS - REGION 8

Dale Hoelscher, Director, is a member of the Compensation Committee
Ms. Hoelscher, age 42, was raised and worked on his parents’ farm in Falls County. It is this same farmland, with added acreage that he works today. In 1989, following his father’s retirement from farming, Mr. Hoelscher and his brother started their own farming and ranching business. They produce corn and wheat in Bell, Falls and Milam Counties and also run a cow/calf operation. Mr. Hoelscher volunteers his time to many community projects throughout the year. While serving as a director on the Heart of Texas Electric Co-op and Capital Farm Credit Boards, he attended various training and certification seminars. He is a member of the Westphalia Knights of Columbus, Westphalia Volunteer Fire Department and the Catholic Church of the Visitation. He has worked with the County Extension Service with numerous test plots and field demonstrations. He received the Falls County Young Farmer of the Year Award in 1997. Mr. Hoelscher served on the Heart of Texas PCA Board for four years prior to the merger with Capital Farm Credit where he continued to be a Board member, serving on its Audit Committee. Mr. Hoelscher resides in Rosebud, Falls County, Texas. As required by federal reporting requirements, the Association has transactions with this nominee’s relatives but these transactions should not represent a conflict of interest.

Phillip Munden, Director, currently is the Chairman of the Board and Chairman of the Executive/Planning Committee
Mr. Munden, age 65, has a lifelong involvement with agriculture having grown up on the family’s farming/ranching operation. He previously managed a multi-county ranching/feedlot operation and is currently the managing partner of a registered Hereford and commercial F-1 operation. He also operates a cow/calf, stocker, and commercial hay operation in Bosque County. Mr. Munden received a B.S. Degree in Ranch Animal Science in 1967 and a M.S. in Animal Nutrition in 1969, each from Sul Ross University in Alpine, Texas. He is Vice-Chairman of the Bosque Soil & Water Conservation Board, past Chairman of the State SWCD Soil Steward Ship Committee and past member of the State SWCD Committee of 100. He is a member of multiple Bosque County Agricultural Committees and serves as a Houston Livestock Show Committeeman. He is a member of Farm Bureau, Texas & Southwestern Cattle Raisers Association, Chairman of the Board of Trustees of Walnut Springs Memorial UMC, past President of the Walnut Springs ISD School Board, and was recipient of the Superior Volunteer Award presented by Bosque County Commissioners Court and Bosque County Extension Program Council. Mr. Munden has been a Farm Credit stockholder since 1973 and has previously served on the FLBA of Waco and Heart of Texas PCA boards and as a result of its merger with Heart of Texas PCA in 2000, he became a Capital Farm Credit board member and served two terms as Vice-Chairman of the Board. Since 2003, he has annually attended the Director Development program seminars conducted by Cox School of Business/SMU. Mr. Munden considers his greatest accomplishment was the achievement of his ultimate career goal, becoming a self-employed rancher. Mr. Munden resides in Morgan, Bosque County, Texas.

Rudy Schroeder, Director, serves as a member of the Governance Committee
Mr. Schroeder, age 68, was born on a farm and has been involved in agriculture his entire life. He presently farms corn and cotton in Caldwell County. He has a B. A. Degree and did graduate work in economics and sociology at Sam Houston State University. He served in the US Marine Corps and is a Vietnam War veteran. He is President of Caldwell County Farm Bureau and is on the Board of Directors of Lockhart Gin Co., Caldwell-Travis Water Conservation District, St. Paul United Church of Christ, American Legion and VFW. He was chosen by the Lockhart Chamber of Commerce as 1994 Agribusiness Man of the Year. Mr. Schroeder and his wife have 3 children and 4 grandchildren. He has served on the Capital Farm Credit Board for 17 years. He has attended Director Development and Audit Committee conferences and served on the Capital Farm Credit Audit Committee. Mr. Schroeder resides in Lockhart, Caldwell County, Texas.

COASTAL BEND - REGION 9

George S. Harrington, Director, serves as Chairman of the Audit Committee and as a member of the Executive/Planning Committee and was named the “Financial Expert” for the Association
Mr. Harrington, age 71, has a cow/calf operation near Columbus, Texas in Colorado County. He is a CPA and accounting graduate of UT at Austin. Mr. Harrington currently serves on the board of Capital Farm Credit and has served as Chairman of its Audit Committee for the past 6 years. He was designated by the Board as a “financial expert”, based on the requirements and definitions provided by the federal financial regulator. He served on the Steering Committee during the merger of Capital Farm Credit and First Ag Credit. He was also elected by the District Associations to serve on the District Benefits Advisory Committee and has attended numerous director and audit committee training courses. Mr. Harrington believes that the knowledge and experience that he has gained as a corporate controller of a major multi-billion dollar corporation has enabled him to be an effective Chairman of the Audit Committee during the Association’s extended period of growth and diversification. Mr. Harrington resides in Cat Springs, Colorado County, Texas.

Harlan Metting, Director, currently serves as a member of the Credit Standards and Limits Committee
Mr. Metting, age 61, has always lived in the country where his father was a farmer. While attending Yorktown High School, he started a hog feedlot business and continued its operation for 25 years. Shortly after graduation, he managed a dairy for 10 years and then started his own cow/calf operation. His cow/calf operation has grown to over 800 head of beef cattle in DeWitt, Gonzales and Goliad Counties. He currently serves on the Board of Directors of Capital Farm Credit and has attended various Director Development seminars. He served on the Nominating Committee for South Texas FLBA for several years and served on several committees for Capital Farm Credit, including the Director Realignment Committee. Mr. Metting has been a member of the First United Methodist Church for over 40 years and has held several committee positions. He is currently a director of the Gruenau Verein, a local historic German heritage organization and a member of the Yorktown Volunteer Fire Department, DeWitt County Farm Bureau, Farmers Union, and R-Calf USA, and was chosen as the 2004 Outstanding Farmer-Rancher by the Yorktown Chamber of Commerce. Mr. Metting and his wife have 2 children and their families are all involved in agricultural-related businesses. He was a director for the FLBA of South Texas for 2 years and has been a director of the Capital Farm Credit Board for the past 9 years. Mr. Metting resides in Yorktown, DeWitt County, Texas. As required by federal reporting requirements, the Association has transactions with this nominee’s relatives but these transactions should not represent a conflict of interest.

Carl Sample, Director, serves as a member of the Credit Standards and Limits Committee
Mr. Sample, age 58, has been a rancher and poultry producer in Gonzales County since 1974. He currently has a cow/calf operation and is a contract broiler grower. He received a B.B.A. degree from Baylor University in 1973, majoring in Accounting. He serves on the Finance Committee of his local church and is a member of the Independent Cattleman’s Association and Farm Bureau. As a Life Member of the San Antonio Livestock Exposition, he serves on the Calf Scramble Committee and is a supporter of the local 4-H and FFA stock show. During his 20 years as a director of Capital Farm Credit, he has attended many Director Development programs, and while serving on the Audit Committee, he attended numerous audit training conferences. He has also served as director of various county agencies including Gonzales County Underground Water District, Farm Bureau and Gonzales County Appraisal District. Mr. Sample resides in Smiley, Gonzales County, Texas. As required by federal reporting requirements, the Association has transactions with this nominee’s relatives but these transactions should not represent a conflict of interest.

EAST TEXAS - REGION 10

John Malazzo, Director, serves as a member of the Governance Committee
John Malazzo, age 53, is the owner and operator of John Malazzo Farms in Burleson and Brazos Counties. He raises cotton, corn, milo, hay and F-1 replacement heifers. Mr. Malazzo graduated with a B.S. degree in Agricultural Economics from Texas A&M University. He was named “Conservation Rancher of the year” in 1996 by the Region III Soil and Water Conservation Districts of Texas. Mr. Malazzo served as a director of the Heart of Texas PCA through its merger with Capita Farm Credit. He serves as director of Producer Co-operative Association of Bryan, the Texas Cotton Growers Co-operative Association, Taylor Compress, as well as the Farm Service Agency – USDA Burleson County Committee. He is past director and agricultural representative of the Post Oak-Savannah Underground Water Conservation District, the Burleson County Fair Association and the Burleson County Field Crops Committee, the Burleson County Beef and Forage Committee, the Extension Program Council and the Extension Leadership Advisory Board. Mr. Malazzo resides in Caldwell, Burleson County, Texas. As required by federal reporting requirements, the Association has transactions with this nominee’s relatives but these transactions should not represent a conflict of interest.

Roy Allen Schmidt, Director, serves as a member of the Governance Committee
Mr. Schmidt, age 60, operates a cow/calf operation and has been farming and ranching all his life in Washington County. He owns and operates Schmidt Construction LLC providing on-farm pond and brush work. He attended Blinn College and completed Director Development programs with the Southwestern Graduate School of Banking and the Farm Credit Bank of Texas. He has served 7 years on the Burton Independent School Board and now serves as Vice President. Mr. Schmidt has served as a Capital Farm Credit director for 20 years. He is a Property Owner’s Association Director and a member of the American Legion Post 242. For 17 years he has owned and operated LaBahia Antiques and has been a licensed auctioneer for 21 years, specializing in farm auctions. After 32 years of service, Mr. Schmidt retired from Southwestern Bell. Mr. Schmidt feels as a business owner, he has the experience in making decisions to strengthen the financial position and to participate in the growth and success of Capital Farm Credit. Mr. Schmidt resides in Burton, Washington County, Texas.

Wayne Wilson, Director, serves as Chairman of the Credit Standards and Limits Committee
Mr. Wilson, age 48, owns and operates a diversified stocker and cow/calf operation located in Brazos and Robertson Counties and also owns and manages an independent rural insurance agency, specializing in farm and ranch insurance. He previously owned a livestock order buying business and worked as an independent feed sales representative. He was elected to the Heart of Texas Production Credit Association board in 1994 and served continuously as director through three mergers. He previously served on the Audit, Legislative and Steering Committees for Capital Farm Credit, and as Vice-Chairman of the Heart of Texas PCA Board. Mr. Wilson also served on the Tenth District Farm Credit Council. He currently serves on the Board of Directors for the Brazos Valley Groundwater Conservation District, Groundwater Management Area 12 and the Texas Brazos G Regional Water Planning Group. He has served as Treasurer of the Brazos County Extension Executive Board, Secretary of the Brazos County Youth Commercial Heifer Show and Sale, Chairman of the Brazos County Extension Beef & Forage Committee, Bryan-College Station Chamber of Commerce Agribusiness Committee, President of the Brazos County Farm Bureau, Texas Farm Bureau Young Farmer and Rancher Committee, Texas Farm Bureau Project 2000 Committee and Texas Farm Bureau Resolutions Committee. He is a member of the Brazos County Farm Bureau, Texas Farm Bureau, Texas and Southwestern Cattle Raisers Association, Texas Cattle Feeders Association and National Cattlemen’s Beef Association. Mr. Wilson has completed three Bank Director Development programs through Southwest Graduate School of Banking Foundation and several Audit Committee educational trainings and the 10th District Director Development programs. Mr. Wilson resides in Bryan, Brazos County, Texas.

APPOINTED DIRECTORS

Richard Counts, Director-Elected Director, serves as a member of the Audit Committee and the Executive/Planning Committee
Mr. Counts started serving as an outside director in February 2005. He retired as a CPA and audit partner with Arthur Andersen, LLP in June 1996. Mr. Counts has served as a financial consultant for various companies from 1996 through 2005. Mr. Counts has served on the Association's Audit Committee since March 2005.

Leigh Hudson, Director-Elected Director, serves as a member of the Audit Committee and the Executive/Planning Committee
Ms. Hudson serves the board as the financial expert. She resides in Dallas where she provides accounting services to several businesses. She has over 20 years of experience in a variety of industries including internet hosting, consulting, real estate and advertising. She began her career working in public accounting with Arthur Andersen. She serves on the board of Northway Christian Church. She graduated from Texas Christian University with a BBA in accounting and is licensed as a Certified Public Accountant.

Lloyd Shoppa, Director-Elected Director, serves as a member of the Audit Committee and the Executive/Planning Committee
Mr. Shoppa started serving as an outside director in February 2005. Mr. Shoppa is retired president of Bell Helicopter Textron, Inc., and currently owns five John Deere dealerships in South Texas. He is former president of the Hurst-Euless-Bedford (HEB) Rotary Club and Chamber of Commerce and has also served as president of the HEB School Board and is currently on the advisory board of the Prosperity Bank in East Bernard.

Regional Presidents

Matthew C. Bathe, Regional President
Mr. Bathe began his employment with the former FLBA of Bryan in 1982. He is regional president of the Bryan, Clifton, Conroe, Crockett, Gatesville, Livingston, Madisonville, Taylor, Temple and Waco credit offices.

Mike Conradt, Regional President
Mr. Conradt is the regional president of the Alpine, Brady, Burnet, El Paso, Goldthwaite, San Angelo, San Saba and Sonora credit offices.

Roger Gaskamp, Regional President
Mr. Gaskamp began his employment with the FLBA of South Texas at Kenedy in 1981. He is the regional president of the Edinburg, Kenedy, Laredo, and Robstown offices.

Allen Hornung, Regional President
Mr. Hornung is regional president of the Devine, Hondo, Jourdanton, San Antonio, and Uvalde offices.

Thomas Kolwes, Regional President
Mr. Kolwes began his employment with Capital Farm Credit in 1980. He is regional president of the Bay City, Bellville, Dayton, Edna, El Campo, Katy, La Grange, Rosenberg and Sugar Land credit offices.

Dave Peterson, Regional President
Mr. Peterson is the regional president of the Canadian/Pampa, Childress, Crosbyton, Dalhart, Dimmitt, Hereford, Levelland, Littlefield, Lubbock, Matador, Muleshoe, Perryton, Tulia and Wheeler credit offices.

Mark Rutledge, Regional President
Mr. Rutledge is the regional president of the Austin, Lockhart and New Braunfels credit offices. He also runs a small cattle operation in Hays and Zavala counties.

Mike Sloan, Regional President
Mr. Sloan is the regional president of the Abilene, Lamesa, Munday, Snyder and Stamford credit offices.

Jay Stewart, Regional President
Mr. Stewart is regional president of the Fredericksburg, Kerrville and Mason credit offices. He began his employment with the Association in 2001 as a vice president in the Mason credit office. Prior to his employment with the Association, Mr. Stewart was an examiner with the Farm Credit Administration and a manager of an agricultural supply business.

Glenn Trant, Regional President
Mr. Trant is the regional president of the Bowie, Graham, Seymour, Spur, Vernon and Wichita Falls credit offices.

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