I, ALEX J. LUCHENITSER, DECLARE:

I am an attorney with the Mills Law Firm, counsel of record for plaintiff Dwight E. Wininger. I am a member of the State Bar of California and if called upon could and would competently testify to the following:

1. The Securities and Exchange Commission (SEC) maintains an electronic database called "EDGAR." Under SEC Regulation S-T all proxy statements and proxy solicitation materials for which confidential treatment has not been requested must be electronically filed on EDGAR. 17 C.F.R. § 232.101(a)(1)(iii). All documents which have been filed on EDGAR may be accessed by the public through the internet at the SEC's website, www.sec.gov. The SEC's website has a search utility which permits members of the public to search for filings made by a specific registrant.

2. On several occasions in April and May of 1997, most recently on May 19, 1997, I accessed the SEC's website and used the search utility in that website to search for documents filed by Synthetic Industries, L.P. Each of these searches revealed that the letter which was sent by Synthetic Industries, L.P. to all the limited partners in Synthetic Industries, L.P. on March 21, 1997, and which is attached as Exhibit A to the Declaration of Dwight E. Wininger, was not filed on EDGAR. Each of my searches also revealed that no proxy statement relating to the proposed Plan of Dissolution announced in the March 21 letter from Synthetic Industries, L.P. was filed on EDGAR.

3. On April 25, 1997, I spoke to Frank Zarb of the SEC's Office of Chief Counsel. Mr. Zarb searched an internal database maintained by the SEC, and informed me that there was no record in this SEC internal database of any filing with the SEC of the March 21 letter from Synthetic Industries, L.P.

4. Attached hereto as Exhibit B is a true and correct copy of a document entitled "Prospectus" for a public offering of stock in Synthetic Industries, Inc., dated October 4, 1996.

5. Attached hereto as Exhibit C is a true and correct copy of a form 10-Q (quarterly report) filed by Synthetic Industries, L.P., dated February 13, 1997. The Mills Law Firm retrieved this exhibit from EDGAR.

6. Attached hereto as Exhibit D is a true and correct copy of a September 10, 1996 letter from SI Management LP, Synthetic Management G.P., and Chill Investments, Inc. to the limited partners of Synthetic Industries, L.P. The letter bears a signature by defendant Leonard Chill.

7. Attached hereto as Exhibit E is a true and correct copy of a complaint, entitled "Class and Derivative Action Complaint," filed by plaintiff Dwight E. Wininger in the Delaware Court of Chancery on February 11, 1997 (C.A. No. 15538 NC).

8. Attached hereto as Exhibit F are true and correct copies of a document entitled "Synthetic Industries L.P. Amended and Restated Limited Partnership Agreement," dated as of November 11, 1986, and of a document entitled "Amendment to Amended and Restated Limited Partnership Agreement of Synthetic Industries L.P.," dated as of November 11, 1986.

I declare under penalty of perjury that the foregoing is true and correct and that this Declaration was executed on May __, 1997 at Greenbrae, California.