I, ALEX J. LUCHENITSER, DECLARE:

I am an attorney with The Mills Law Firm, counsel of record for plaintiff Dwight E. Wininger. I have been admitted to practice before this Court and if called upon could and would competently testify, in support of Plaintiff's Ex Parte Motion for Enlargement of Time ("the Motion"), to the following:

1. As more fully set forth in the Motion, plaintiff's counsel requests a postponement of the briefing schedule on class certification because the briefing and discovery appropriate to class certification will be dramatically affected by imminent events -- (1) a ruling by the Delaware Supreme Court on the defendants' appeal of the Delaware Chancery Court's issuance of a preliminary injunction against the implementation of the proposed "Plan of Withdrawal and Dissolution" for Synthetic Industries, L.P. ("the Proposed Plan"), and (2) the probable subsequent withdrawal by the defendants of the Proposed Plan. As more fully set forth in the Motion, plaintiff's counsel believes that postponing class certification briefing and discovery until after these imminent events will be conducive to making the proceedings and schedule of this case more efficient and orderly.

2. Attached hereto as Exhibit A is a true and correct copy of a letter from defense counsel Bruce D. Angiolillo to United States Magistrate Judge Bernard Zimmerman, dated March 11, 1998, stating that defendants do not oppose plaintiff's request to postpone the briefing on class certification.

3. Attached hereto as Exhibit B is a true and correct copy of a letter from me to Mr. Angiolillo, copied to counsel for proposed intervenors Sutherland, et al. and counsel for proposed intervenors Boyden, et al., dated March 11, 1998, giving notice of plaintiff's intent to file this Motion.

4. Attached hereto as Exhibit C is a true and correct copy of "Defendants' Opposition to Plaintiff's Expedited Motion to Compel, Expedited Cross-Motion for Protective Order, and Cross-Motion for Stay of Discovery," filed on March 2, 1998, in which defendants state, "If the Delaware Supreme Court affirms the decision of the Court of Chancery then the Plan will never be implemented . . . ."

5. Attached hereto as Exhibit D is a true and correct copy of Section II of the Internal Operating Procedures of the Delaware Supreme Court, in which it is stated, "Pursuant to an Administrative Directive, each Justice is obligated to decide all assigned matters within 90 days of submission."

6. Attached hereto as Exhibit E is a transcript of the telephonic discovery conference that took place in this action on March 5, 1998 before United States Magistrate Judge Bernard Zimmerman. As no court reporter was present at the conference, the transcript was prepared by our office from a tape of the hearing provided by Judge Zimmerman's chambers. I reviewed the transcript and the tape, and have verified that the transcript is an accurate record of the conference.

7. The following modifications of time have previously been given in this case:

a. By stipulation, defendant SI Management L.P. was given an extension of time from May 25, 1997 to June 3, 1997 to respond to plaintiff's original complaint.

b. By stipulation, the time for all defendants to respond to the original complaint was extended until June 26, 1997.

c. By court order, upon request of the defendants, the defendants were given an extension from June 6, 1997 to July 3, 1997 to file their opposition to plaintiff's motion for a preliminary injunction, and the hearing on this motion was continued from June 27, 1997 to July 25, 1997.

d. By court order, the hearing on plaintiff's motion for partial summary judgment was continued from October 24, 1997 to December 5, 1997, and a case management conference set for October 31, 1997 was continued to December 5, 1997.

e. By stipulation, the due date for the reply brief of proposed intervenors Sutherland, et al. in support of their motion to intervene and for a temporary restraining order was extended from November 21, 1997 to November 26, 1997.

f. By stipulation, the hearing on plaintiff's motion for a preliminary injunction, the hearing on plaintiff's motion for partial summary judgment, and a case management conference were continued from December 5, 1997 to December 19, 1997.

g. By court order, the hearing on plaintiff's motion for a preliminary injunction, the hearing on plaintiff's motion for partial summary judgment, and a case management conference were continued from December 19, 1997 to January 9, 1998.

h. By stipulation, the due date for plaintiff's opposition to the motion of proposed intervenors Boyden, et al. to intervene and disqualify plaintiff's counsel was extended from January 9, 1998 to January 16, 1998, and the hearing on that motion was continued from January 30, 1998 to February 6, 1998.

I declare under penalty of perjury that the foregoing is true and correct and that this Declaration was executed on March __, 1998 at Greenbrae, California.

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