Red indicates typos which were part of the document.

IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINA

Alexandria Division

SUBMISSION OF SUBSTITUTE ORDER OF CONTEMPT

Subsequent to the telephone conference with Judge Williams on August 11, 1999, Bestfoods again reviewed the Skippy.com website and found that new passages in the text of the Skippy.com website have been added to the website that violate the Court's Order of September 4,1986, and noted that it had omitted some few passages from the proposed Order of Contempt and Schedule A submitted to this Court on July 23, 1999.

The enclosed Exhibit A highlights the new material that violates the Order and the material omitted from the website copy filed with Bestfoods' Motion.

It also appears that Skippy, Inc. and Ms. Tibbetts have engaged the assistance of others to spread their accusations against (??Note??). Therefore, Bestfoods has amended the Proposed Order of

1

Contempt to extend to those who continue to act in violation of the Court's Order of September 4,1999 after they have actual knowledge of it.

For these reasons, Bestfoods submits herewith for the Court's considerations a Revised Proposed Order of Contempt and Schedule A.

2

This is a reproduction, the orginal is available.

Editorial NOTE!!!! 

Page 2 refers to those who violate the Court's order of SEPTEMBER 4, 1999.

1999!!!!!!!!!!!!!!!!!

Also on page one (third paragagraph)--sentence
ends abruptly "spread their accusations against."
Period (the attached TYPED copy has "(??Note??)"
inserted to denote that the typo is in the complaint.

There are similar errors in Schedule A below.

Schedule A

The following passages have appeared in the Skippy.com website and are to be permanently removed from the website.

In the cascade of page names appearing at the top of each page and in the metatags of the website, delete "CPC'S FRAUD ON THE COURTS" and "CPC'S MALICIOUS PROSECUTION."

Page 2

During this time, Crosby's famous Skippy trademark and its valuable goodwill was pirated by a bankrupt peanut company, which later merged with a Fortune 500 company, making a fortune in illicit sales under the Skippy brand name.

* * *

Thanks to the advent of the Internet, the lawful Skippy heirs can reveal what the food pirates (Bestfoods) and their army of attorneys concealed from the courts and the public for decades . . . . Bestfoods' legal department, apprehensive of being exposed on the Internet as the naked Emperor, has recently changed its website about its Skippy history, and compounded its conduct by engaging in willful wire fraud, a federal crime.

Page 11

Percy Crosby referred to the NRA as Roosevelt's "New Russian Administration", unaware that it was by means of the NRA peanut butter code that a bankrupt California food packer (Rosefield) would steal Skippy and make a fortune.

Page 12

In 1933, Rosefield Packing Co., Ltd., attempted to register Skippy as a federal trademark for peanut butter, using the same fence theme with Skippy's bucket of red paint and artist's brush, and Crosby's distinctive Skippy lettering on the fence. Skippy, Inc. immediately filed suit in the U.S. Patent Office through Skippy's counsel, Lord, Day & Lord, and prevailed. Rosefield's Chicago lawyer, then under investigation by the Justice Department for a racketeering case in Chicago, advised his client that an appeal would be futile, and wrote that a better method was to inform the "criminal division" of Justice (the IRS) should Skippy, Inc. discover Rosefields' Skippy scheme.

Page 15-16

In June, 1944, he discovered that, despite the 1934 final decision for Skippy, Inc., Rosefield had continued to sell its peanut butter under the counterfeit Skippy label. A cease and desist letter from Crosby's new attorney resulted in Rosefield's renewed request to its Chicago attorney to report Crosby and Skippy, Inc. to the "criminal division" of the Justice Department.

* * *

Crosby, unable to pay an attorney, was forced to sue Rosefield pro se in New York (these document remain concealed by Bestfoods to date), which action was allegedly dismissed for failure to prosecute. It was during this period that Crosby's licensing agent said that the artists was "hounded and harassed", and was like "a hunted man" . . ." His phone was tapped, his mail intercepted, and he trusted noone.

Page 17-18

Five days later, on December 21, 1948, Rosefield was issued a federal trademark for Skippy the U.S. Patent Office after Rosefield's fraudulent application swore that no other person, firm or corporation had a right to the mark. Rosefield and its Chicago counsel had not appealed the 1934 decision for Skippy, Inc., and knew this federal registration was at their own peril as long as Percy Crosby was alive to make a protest.

* * *

Stein became president of Skippy, Inc., which now was under the virtual control of the peanut butter racket and its ruthless drive to destroy Crosby's reputation and convert the meaning of the famous Skippy trademark to a brand name peanut butter. Because of Percy Crosby's distinctive, stylized Skippy name on the label, millions of consumer associated the brand name with the comic character . . . .

* * *

Rosefield and its attorneys lost no time in filing a prospectus of its Skippy criminal enterprise with the SEC in 1950, claiming there had been no material litigation. By 1954, Rosefield's business had made over $22 million in Skippy sales.

Page 19

In 1954, Rosefield sold its Skippy business to Best Foods, Inc. for $7.5 million, Jerome Rosefield became a Best Foods officer, director and head of the Skippy division, which bought corn syrup (dextrose) from Corn Products Refining Co. (CPC), a major client of Lord, Day & Lord. In 1958, Brownell rejoined the firm after resigning as Attorney General. Several months later CPC merged with Best Foods and Lord Day & Lord served as CPC's primary counsel. Clearly, it was not in Brownell's or the firm's interest to advise the New York Supreme Court that their former client had outstanding legal claims for the theft of the valuable Skippy name and business. Crosby was never aware of these transactions and the conspiracy by his lawyers and court-appointed "committee" to sell Skippy on the New York Stock Exchange as a legitimate business.

Page 21

Little did I know when I was appointed by the New York Surrogate Court as his administratrix in March, 1965 that he was a political prisoner of the powerful Corn Products Corporation ("CPC"), which had stolen his Skippy business, destroyed his reputation and career, and looted his estate of valuable assets. I was then age 32, with four infant children, unaware that I was now "under surveillance", and that it was the intent of CPC and its allies (including my father's and Skippy, Inc. former counsel, Lord, Day & Lord) to steal our inheritance, and to subject Skippy, Inc. and me to years of prolonged, vexatious lawsuits.

Years later, I learned that CPC was the infamous "Glucose Trust" the government had broken up for antitrust violations.

* * *

In that case, which became the Rosetta Stone for the lawful Skippy heirs, the government gave incriminating evidence of internal memos re CPC's illegal schemes, including the president's boast, "We have built a Chinese Wall around our competitors and have them in chains." My father was held hostage by this evil combination, and died in virtual poverty, while CPC made hundreds and millions of dollars from the Skippy criminal enterprise. Ironically, my father died on the date that CPC, aided and abetted by Percy Crosby's court-appointed committee, intended to buy the priceless Skippy assets for a mere $4,000, without court approval, using a Chicago syndicate as a front. His death aborted the illegal scheme and the assets of Skippy, Inc. became a major portion of the Crosby estate, which attorney Rose Lehman Stein, then Skippy's president, claimed to own over ninety percent.

* * *

Stein, an accomplice of Rosefield and CPC, lied to my attorney that Percy Crosby "gave permission" for the brand name Skippy in 1935, and that she investigated, telling him the estate had no legal claims.

Page 22

It was not until after Stein's death in 1985 that I learned of her ties to Rosefield and the Skippy peanut butter racket.

I became Skippy president in 1968, and reported to the Court that the assets of Percy Crosby estate were under $60,000, unaware that CPC had been a silent partner in the litigation and was concealing a fortune in stolen Skippy assets.

It was not until April 23,1987 that a top level CPC officer admitted to a news reporter after CPC's annual meeting that "CPC has been in court with the Crosby heirs for the past 20 years." (Bergen County NJ Record, 4/24/87, page B-1). This confession came after my four children (then adult) and I appeared at the annual meeting, distributed press releases, and made a public protest about CPC's theft of Skippy.

Page 23

CPC'S FRAUD ON THE COURTS (1980-87)

* * *

I asked Heller if he had a copy of the action with him, and he said it was in his briefcase, but would not show it to me. He falsely told me that he had no knowledge of trademark law, and stated falsely that the statute of limitations had expired. Although he admitted that Rosefield's conduct in taking Skippy was "unconscionable", he denied that Best Foods/CPC had any liability. But he did not disclose that Jerome Rosefield became Best Foods officer, director and head of the "Skippy division" in 1955. He denied any knowledge Lord, Day & Lord represented CPC, and had refused to give me legal files of Skippy, Inc. and Percy Crosby I demanded. He offered me $10,000 to file a dissolution as a Delaware corporation, which I refused. He asked me what I would do if I had "a lot of money", and I said I would use it to sue CPC if, as I believed, CPC had no legal right to the Skippy trademark. Heller claimed he was "sympathetic" to what happened to my father and wanted to "help". His "help" came in the use of fraud, trickery and threats to induce me to sign an option agreement to CPC for the Skippy property, with a payment of $25,000, which required me to release CPC before I could receive the legal files from Lord, Day & Lord.

* *

When I got the files in 1978, I was angry and phoned Heller to protest that they were highly material and deliberately concealed from my father's estate. His comment: "I was afraid you'd find them helpful." I was unaware then he had written a memo of our first meeting, admitting that the Skippy peanut butter label was "plagiarized" from my father's work, and stated his concern about "adverse publicity" to CPC if I pursued Skippy's legal claims. Heller refused to settle out of court, and warned me that if Skippy Inc. sued to cancel CPC's Skippy trademark, "We'll fight you to the death...CPC has considerable influence in Washington corridors and can see to it that certain doors remain forever closed to you and Skippy." As my family and I were to learn, CPC had no qualms about using its corrupt influence to compromise Skippy, Inc. counsel, to obstruct justice and to use its political influence with law firms and government agencies to suppress a criminal investigation of its Skippy enterprise.

Page 24

Trattner not only lost our jury trial demand for damages, and request for an injunction, but he concealed incriminating evidence in CPC's legal files from his client and the Court, and never revealed that the New York Supreme Court had original jurisdiction over Rosefield's fraudulent conveyance of Skippy to Best Foods in 1955. Skippy, Inc. v. CPC International, Inc., 210 U.S.P.Q. 589, E.D. Va.,1980.

* * *

CPC refused to heed the district judge's request for a certified order .... Little did we know then that CPC had fraudulently concealed "smoking gun" evidence of its infamous battle with the Food & Drug Administration (FDA) re peanut butter standards, and the FDA decision in 1966 that "Skippy is adulterated and outlawed." CPC lost its appeal of the FDA decision in 1970 (U.S. Court of Appeals, Third Circuit).

Page 25

It was dismissed in 1985, the Court finding that Lord, Day & Lord should have been named defendant with CPC in 1980. There were major omissions in the case pleadings as well, notably the fact that it was Lord, Day & Lord who drafted and filed the original 1933 Skippy Inc. action v. Rosefield in the Patent Office, and had destroyed the evidence before sending the legal files to me in 1978. No conspiracy count was included in the complaint. Trattner received a letter from Chester Vincent dated June 30,1981 that he told me proved his belief of CPC's "fraud", but he would not give me a copy of letter. I typed a copy of the letter while he was absent from his office, and phoned Vincent after I fired Trattner. Vincent confirmed that Trattner lied to me he contacted Vincent, who alleged that the Rosefield family put millions of dollars in off-shore banked to keep it "out of the reach of the Crosby heirs."

CPC'S MALICIOUS PROSECUTION (1982-87)

One month before the Fourth Circuit decision in 1982, CPC filed oppositions to Skippy, Inc. service mark applications in the Patent Office, accusing Skippy of fraud, but acknowledging the confusion of consumers, which CPC had denied in 1980 and as appellee. This was blatant harassment and intent to restrain Skippy's trade, but CPC refused to dismiss case. The decision for CPC was viewed by many attorneys as being incontrovertible evidence of CPC's political influence with certain Patent Office officials, and CPC's continuing, reckless fraud on the Patent Office. CPC v. Skippy, Inc., 3 U.S.P.Q. 2d 1457, PTO/TTAB, 1987

Page 26

I discovered why CPC had fraudulently concealed this incriminating evidence from the 1980 Court. Not only had Jerome Rosefield given knowingly false testimony to the FDA Examiner at the 1966 peanut butter hearings, denying the Examiner's question, "Are you sure there isn't some patent abuse here (with Skippy)?", but CPC officer John Volkhardt had given testimony to the FDA : "Skippy was originally named after the cartoon character who was painting his name on a fence." This blatant admission of trade forgery of Percy Crosby's Skippy signature and comic symbols was the basis of our 1980 lawsuit, yet Volkhardt 's 1980 sworn testimony denied any connection. Rosefield also admitted that the FDA complained about Rosefield's 1933 Skippy label, but he did not reveal to the FDA Examiner in 1966 that the Patent Office had prohibited Rosefield's Skippy application as a matter of statutory law in 1934.

I sent a demand letter to CPC counsel Hanes Heller, warning him Skippy would re-enter the food market with an authentic Skippy product, but I got no reply. My husband and I found a licensee interested in selling Skippy caramel corn with peanuts in a child's sand pail that my sister (a commercial artist) and I designed with Percy Crosby's Skippy character to parody Volkhardt's admissions of trade forgery. Skippy counsel James L. Kurtz advised us to recapture the market "CPC stole from your father", assuring us CPC would "commit legal suicide" if they dared to sue. Annual minimum sales of the product were estimated at $1.5 million dollars, and the artistic pail was an instant success. Then our attorney suddenly refused to represent Skippy, denying that CPC had influenced him. CPC then made a major change on its Skippy label to conceal its imitation of Crosby's distinctive lettering. Our licensee told us they were having problems getting the product on store shelves via jobbers and distributors who were afraid of CPC's reprisal, but did not tell us that CPC had sent a cease and desist letter to our licensee, Pineland Peanut Processors. My husband and I became alarmed when attorney Kurtz warned us CPC intended to sue until we were "both dead." We met with the assistant U.S. Attorney. He told us there was "strong evidence of CPC's fraud on the court in 1980", and assured us he would take action if CPC sued. Both Kurtz and CPC were fully aware my husband had been hospitalized and diagnosed with congestive heart disease, and that further litigation could be dangerous.

Pages 27-28

CPC made a secret with our licensee to cut off our royalty income and got a preliminary injunction. My pro se protests were futile. I was unaware then that Congress in 1984 made trademark counterfeiting a federal crime, but could not believe that the government would turn a deaf ear and blind eye to CPC's predatory conduct.

* * *

We returned to Virginia, unaware that CPC had filed a bogus default motion in our absence.

* * *

I phones the attorney the next morning, who told me CPC would not let him defend us because of a "conflict", which he denied. He promised to find us counsel, but never revealed that his new partner had defended CPC in the 1980 case.

I hired the attorney he referred to me, unaware of the serious conflict, who assured me he could convince CPC to dismiss the case and pay Skippy, Inc., in view of Waldo's critical condition. CPC refused to dismiss the case, and it went to trial (a half day), after which our attorney suddenly withdrew.

* * *

Scores of consumers boycotted Skippy peanut butter in protest, and I filed a complaint with the Justice Department at the assistant U.S. Attorney's request. Notably, CPC never advised its stockholders or the Securities & Exchange Commission of its alleged victories in the Skippy litigation, knowing full well that title to stolen property can not be conveyed.

Page 29

. . . remained convinced CPC and its lawyers would eventually pay a high price for their "utter cowardice and greed."

* * *

His greatest anguish was at the rank betrayal of the attorneys we hired and paid to expose fraud and CPC's Skippy criminal enterprise, who remained silent in the face of a clear duty to speak and inform federal authorities of fraud on the government.

New Matter on Website since July 16, 1999¹

At pages 3, 12, 13, 16, 17, 18, 20, 22, 23, 24, 25, 26, 27 and 28, delete the following text:

Due to a pending lawsuit from Best Foods, this portion of the story has

been temporarily deleted.

At page 28, delete the following text:

Immediately after the release of this web site, CPC filed a motion in court to silence Joan Crosby Tibbetts from publishing the true story of Skippy. Ms. Tibbetts is in need of your support to help protect the property rights of Skippy that her father lived and died to preserve. For more information on how you can help, please email Joan Crosby Tibbetts. Your support of Skippy is very much appreciated!

Also delete the cartoon at page 28 and its caption, "Why is Bestfoods bullying the

little Skippy once again?"

______________________

¹The page numbering of the July 16 and the August 13 printouts differs slightly because of the addition of an "introductory" page just before the "Prologue" page and because the deletion of some text has shortened some pages from two pages of printout to one.

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