MANAGEMENT

The following table includes the names, positions held and ages of our executive officers and directors. All directors serve for one year and until their successors are elected and qualify. Officers are elected by the Board and their terms of office are, except as otherwise stated in employment contracts, at the discretion of the Board.

Mark L. Kallan has been our president and a director since June 2003, is also President and Director of CyberPlant Designs, Inc. Mr. Kallan also served as a Director of Diversified Media Holdings, Inc (OTC) from December 2002 through June 2004. Formerly, Mr. Kallan was a Director and Senior Vice President of New China Homes, Ltd. (NASDAQ), Senior Vice President and Director of CCA Companies Inc (NASDAQ), Senior Vice President of Envirokare (OTC), and a Senior Vice President of Seacom (an Australian company) and Lancelot Holdings (a Hong Kong company). Prior to 1982, Mr. Kallan was Chairman and CEO of Helbros Watches Inc., a major American wristwatch manufacturer and distributor. Previously, he held Senior Account Management positions at several advertising agencies, including divisions of William Esty, N.W. Ayer, and Young & Rubicam.

Anne Invernale, R.N., O.C.N. has been a director and Chief Operating Officer of Atlantic PolyPlants, Inc. since its inception. She is also currently Executive Director of The Hortus Carus Foundation, Inc., a non-profit organization that provides complementary horticultural therapy to both home and hospital based patients. Previously Ms. Invernale was Operations Manager for M.D. Anderson Cancer Center in Orlando, Florida from 2001 to 2003, where she managed and organized the delivery of patient care for medical and radiation oncology for up to 600 out-patients a day. From 1985 to 2000, Ms. Invernale served as Supervisor and Research Assistant for the Derald H. Ruttenberg Cancer Center at Mount Sinai Hospital, New York City. She worked along side a world renown oncologist and managed the day-to-day treatment protocols for a diverse group of oncology patients. Prior to entering nursing, Ms. Invernale worked for Citibank in New York City during 1981, and from 1972 to 1981, she was with Schroder Bank, holding various responsibilities in both the Corporate Trust Department and the Reserve Asset Management Program, investing in short-term liquid assets

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for major Fortune 500 companies. Ms. Invernale holds a Baccalaureate in Nursing and in Economics. She is a registered nurse and holds an additional certification for oncology.

Charles H. Stein has been a director of Atlantic PolyPlants, Inc. since its inception. From 1998 to 2001, he served as Chairman and Director of New China Homes (NASDAQ). From 1996 to 1998 he was Chairman and CEO of CCA Companies Incorporated (NASDAQ) and from 1968 to 1984 Chairman and CEO of Hardwick Companies Inc. (NASDAQ), which built, developed or operated more than 50 restaurants (Tavern on the Green, Maxwell’s Plum and others), health spas, theme parks in North America, Europe and Asia (including Great Adventure in New Jersey), and duty-free shops. Mr. Stein also served as President and Chief Executive Officer of Kitchens of Sara Lee, the world’s largest bakery. He was also a Director, member of the Executive Committee and Vice President of Consolidated Foods, parent company of Sara Lee and one of the top 30 companies of the Fortune 500. Mr. Stein has also served as Director or advisor to a wide range of American and international public companies including: General Host Corporation (NYSE), Ward Foods (NYSE), Consolidated Foods Corporation (NYSE), Goldfield Corp. (AMEX), Tokyo Corporation, Land Development Division (Tokyo Stock Exchange) and Watney Mann, Ltd. (London Stock Exchange), a British-based brewer and hotel company. He was also President of Benihana of Tokyo, an international restaurant chain. Originally, Mr. Stein pioneered the concept of fresh orange juice in “milk-type” cartons, which business he sold to Kraft Foods. Mr. Stein also served as Special Trade Representative for the State of Florida.

Board Committees

We have not established an audit committee or a compensation committee. We may organize these committees in the future.

Limitation on Liability and Indemnification Matters

As authorized by the Florida Business Corporation Law, our articles of incorporation provides that none of our directors shall be personally liable to us or our shareholders for monetary damages for breach of fiduciary duty as a director, except for liability for:

This provision limits our rights and the rights of our shareholders to recover monetary damages against a director for breach of the fiduciary duty of care except in the situations described above. This provision does not limit our rights or the rights of any shareholder to seek injunctive relief or rescission if a director breaches his duty of care. These provisions will not alter the liability of directors under federal securities laws.

Our articles of incorporation further provides for the indemnification of any and all persons who serve as our director, officer, employee or agent to the fullest extent permitted under Florida law.

Insofar as indemnification for liabilities arising under the Securities Act may be permitted to our directors, officers and controlling persons pursuant to the foregoing provisions, or otherwise, we have been advised that in the opinion of the SEC, this indemnification is against public policy as expressed in the securities laws, and is, therefore unenforceable.

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Employment Agreements

We have entered into a three year employment contract with Mr. Kallan to insure his continued participation and guidance. We also plan to purchase key man insurance and disability insurance as part of our future planning. His employment contract calls for a minimum of $80,000 per year, an automobile allowance, plus Medical and Disability Insurance which will commence when we attain certain positive cash flow objectives.