FORM 10-K/A
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(Amendment No. 1)
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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TEJON RANCH CO.
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(Exact name of Registrant as specified in its charter)
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Delaware
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77-0196136
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(State or other jurisdiction of
incorporation or organization)
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(IRS Employer
Identification No.)
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Title of Each Class
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Name of Exchange of Which Registered
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Common Stock
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New York Stock Exchange
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Large accelerated filer
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¨
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Accelerated filer
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x
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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•
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Real Estate - Commercial/Industrial development
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•
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Real Estate - Resort/Residential development
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•
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Mineral Resources
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•
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Farming
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2013
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2012
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2011
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Revenues
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Real estate—commercial/industrial
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$
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11,148
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$
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9,941
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$
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13,746
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Real estate—resort/residential
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1,266
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583
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16,134
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Mineral Resources (1)
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10,242
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14,012
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12,206
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Farming
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22,682
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22,553
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21,012
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Segment revenues
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45,338
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47,089
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63,098
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Investment income
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941
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1,242
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1,260
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Other income
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66
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113
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98
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Total revenues and other income
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$
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46,345
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$
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48,444
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$
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64,456
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Segment Profits and Net Income
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Real estate—commercial/industrial
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$
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(1,754
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)
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$
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(2,330
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)
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$
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525
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Real estate—resort/residential
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(2,085
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)
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(4,178
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)
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12,192
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Mineral Resources (1)
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9,780
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13,678
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11,997
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Farming
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7,876
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9,230
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8,437
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Segment profits (2)
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13,817
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16,400
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33,151
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Investment income
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941
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1,242
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1,260
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Other income
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66
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113
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98
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Interest expense
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—
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(12
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)
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—
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Corporate expenses
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(12,641
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)
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(13,272
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)
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(12,277
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)
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Operating income before equity in earnings of unconsolidated joint ventures
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2,183
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4,471
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22,232
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Equity in earnings of unconsolidated joint ventures
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4,006
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2,535
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916
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Income before income taxes
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6,189
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7,006
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23,148
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Income tax provision
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2,086
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2,723
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7,367
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Net income
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4,103
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4,283
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15,781
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Net loss attributable to noncontrolling interest
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(62
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)
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(158
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)
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(113
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)
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Net income attributable to common stockholders
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$
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4,165
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$
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4,441
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$
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15,894
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Identifiable Assets by Segment (3)
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Real estate—commercial/industrial
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$
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58,390
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$
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57,151
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$
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56,552
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Real estate—resort/residential
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124,568
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118,627
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110,147
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Mineral Resources (1)
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1,063
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1,449
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1,193
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Farming
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31,925
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29,538
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24,326
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Corporate
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126,933
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121,091
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129,758
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Total assets
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$
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342,879
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$
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327,856
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$
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321,976
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Name
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Office
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Held since
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Age
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Gregory S. Bielli
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President and Chief Executive Officer, Director
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2013
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53
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Dennis J. Atkinson
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Senior Vice President, Agriculture
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2008
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63
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Joseph E. Drew
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Senior Vice President, Real Estate
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2003
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71
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Allen E. Lyda
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Executive Vice President, Chief Financial Officer
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2012
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56
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Greg Tobias
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Vice President, General Counsel
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2011
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49
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(a)
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Evaluation of Disclosure Controls and Procedures
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(b)
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Changes in Internal Control over Financial Reporting
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10.9(1)
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*Stock Option Agreement Pursuant to the Non-Employee Director Stock Incentive Plan
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FN 5
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10.10
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*Amended and Restated 1998 Stock Incentive Plan
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FN 14
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10.10(1)
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*Stock Option Agreement Pursuant to the 1998 Stock Incentive Plan
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FN 5
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10.12
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Lease Agreement with Calpine Corp.
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FN 6
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10.15
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Form of Securities Purchase Agreement
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FN 7
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10.16
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Form of Registration Rights Agreement
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FN 8
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10.17
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*2004 Stock Incentive Program
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FN 9
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10.18
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*Form of Restricted Stock Agreement for Directors
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FN 9
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10.19
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*Form of Restricted Stock Unit Agreement
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FN 9
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10.23
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Tejon Mountain Village LLC Operating Agreement
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FN 11
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10.24
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Tejon Ranch Conservation and Land Use Agreement
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FN 12
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10.25
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Second Amended and Restated Limited Liability Agreement of Centennial Founders, LLC
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FN 15
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10.26
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*Executive Employment Agreement - Allen E. Lyda
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FN 16
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10.27
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Limited Liability Company Agreement of TRCC/Rock Outlet Center LLC
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FN 17
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10.28
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Warrant Agreement
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FN 18
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10.29
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Amendments to Limited Liability Company Agreement of Tejon Mountain Village LLC
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Filed herewith
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21
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List of Subsidiaries of Registrant
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†
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23.1
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Consent of Ernst & Young LLP, independent registered public accounting firm
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†
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23.2
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Consent of Ernst & Young LLP, independent registered public accounting firm regarding opinion in Exhibit 99.1
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Filed herewith
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31.1
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Certification as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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Filed herewith
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31.2
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Certification as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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Filed herewith
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32
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Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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Filed herewith
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99.1
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Financial Statements of Petro Travel Plaza Holdings LLC
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Filed herewith
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101.INS
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XBRL Instance Document.
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†
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101.SCH
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XBRL Taxonomy Extension Schema Document.
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†
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document.
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†
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document.
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†
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document.
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†
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document.
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†
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*
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Management contract, compensatory plan or arrangement.
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†
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Incorporated by reference to the corresponding exhibit to the original Form 10-K filing.
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FN 1
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This document, filed with the Securities and Exchange Commission in Washington D.C. (file number 1-7183) under Item 14 to our Annual Report on Form 10-K for year ended December 31, 1987, is incorporated herein by reference.
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FN 2
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 4.3 to our Current Report on Form 8-K filed on May 7, 2004, is incorporated herein by reference.
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FN 3
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number I-7183) as Exhibit 4.4 to our Current Report on Form 8-K filed on May 7, 2004, is incorporated herein by reference.
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FN 4
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This document, filed with the Securities and Exchange Commission in Washington D.C. (file number 1-7183) under Item 14 to our Annual Report on Form 10-K for year ended December 31, 1994, is incorporated herein by reference.
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FN 5
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This document, filed with the Securities and Exchange Commission in Washington D.C. (file number 1-7183) under Item 14 to our Annual Report on Form 10-K, for the period ending December 31, 1997, is incorporated herein by reference.
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FN 6
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This document filed with the Securities and Exchange Commission in Washington D.C. (file number 1-7183) under Item 14 to our Annual Report on Form 10-K for the year ended December 31, 2001, is incorporated herein by reference.
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FN 7
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 4.1 to our Current Report on Form 8-K filed on May 7, 2004, is incorporated herein by reference.
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FN 8
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 4.2 to our Current Report on Form 8-K filed on May 7, 2004, is incorporated herein by reference.
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FN 9
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This document, filed with the Securities and Exchange Commission in Washington D.C. (file number 1-7183) under Item 15 to our Annual Report on Form 10-K for the year ended December 31, 2004, is incorporated herein by reference.
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FN 10
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 4.1 to our Current Report on Form 8-K filed on December 20, 2005, is incorporated herein by reference.
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FN 11
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This document, filed with the Securities and Exchange Commission in Washington D.C. (file number 1-7183) as Exhibit 10.24 to our Current Report on Form 8-K filed on May 24, 2006, is incorporated herein by reference.
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FN 12
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 10.28 to our Current Report on Form 8-K filed on June 23, 2008, is incorporated herein by reference.
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FN 13
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 10.9 to our Annual Report on form 10-K for the year ended December 31, 2008, is incorporated herein by reference.
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FN 14
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) as Exhibit 10.10 to our Annual Report on form 10-K for the year ended December 31, 2008, is incorporated herein by reference
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FN 15
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) under Item 6 to our Quarterly Report on Form 10-Q for the period ending June 30, 2009, is incorporated herein by reference.
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FN 16
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) under Item 6 to our Quarterly Report on Form 10-Q for the period ending March 31, 2013, is incorporated herein by reference.
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FN 17
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) under Item 10.27 to our Current Report on Form 8-K filed on June 4, 2013, is incorporated herein by reference.
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FN 18
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This document, filed with the Securities and Exchange Commission in Washington, D.C. (file number 1-7183) under Item 10.1 to our Current Report on Form 8-K filed on August 8, 2013, is incorporated herein by reference.
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(b)
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Exhibits. The exhibits for this report are listed and filed as set forth above.
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(c)
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Financial Statement Schedules - Not applicable.
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TEJON RANCH CO.
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March 31, 2014
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BY:
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/s/ Gregory S. Bielli
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Gregory S. Bielli
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President and Chief Executive Officer
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(Principal Executive Officer)
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March 31, 2014
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BY:
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/s/ Allen E. Lyda
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Allen E. Lyda
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Executive Vice President and Chief Financial Officer
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(Principal Financial and Accounting Officer)
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(1)
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First Level. First, for the payment of any Member Loans (including any interest accrued thereon);
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(3)
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Third Level
. Third, 50% to Tejon and 50% to DMB until DMB has received under this Section 4.4H(3), an amount equal to all of its Shared Entitlement Contributions and Shared Development Contributions, and received a cumulative return of 20%, compounded quarterly, on its DMB Shared Entitlement Contributions and Shared Development Contributions;
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(4)
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Fourth Level.
Fourth, 100% to Tejon until Tejon has received distributions under this Section 4.4H(4) that, together with Sections 4.4H(2) and 4.4H(3), cumulatively total the Condemnation Threshold; and
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(1)
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Registration Statement (Form S-8 No. 333-152804) pertaining to the Tejon Ranch Co. Amended and Restated 1998 Stock Incentive Plan,
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(2)
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Registration Statement (Form S-8 No. 333-68869) pertaining to the Tejon Ranch Co. 1998 Stock Incentive Plan and Non-Employee Director Stock Incentive Plan,
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(3)
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Registration Statement (Form S-8 No. 333-70128) pertaining to the Tejon Ranch Co. 1998 Stock Incentive Plan,
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(4)
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Registration Statement (Form S-8 No. 333-113887) pertaining to the Tejon Ranch Nonqualified Deferred Compensation Plan,
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(5)
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Registration Statement (Form S-3 No. 333-115946) and related Prospectus;
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(6)
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Registration Statement (Form S-3 No. 333-130482) and related Prospectus;
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(7)
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Registration Statement (Form S-3 No. 333-166167) and related Prospectus;
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(8)
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Registration Statement (Form S-3 No. 333-184367) and related Prospectus; and
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(9)
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Registration Statement (Form S-3 No. 333-192824) and related Prospectus;
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1.
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I have reviewed this annual report on Form 10-K/A of Tejon Ranch Co.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
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a.
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b.
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a.
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Dated:
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March 31, 2014
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/s/ Gregory S. Bielli
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Gregory S. Bielli
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Chief Executive Officer
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1.
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I have reviewed this annual report on Form 10-K/A of Tejon Ranch Co.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
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a.
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b.
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c.
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Dated:
|
March 31, 2014
|
/s/ Allen E. Lyda
|
|
|
|
|
Allen E. Lyda
|
|
|
|
Chief Financial Officer
|
•
|
The Annual Report of the Company on Form 10-K/A for the period ended
December 31, 2013
fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and
|
•
|
The information contained in such report fairly presents, in all material respects, the financial condition and results of operation of the Company.
|
Dated:
|
March 31, 2014
|
|
|
|
|
/s/ Gregory S. Bielli
|
|
|
Gregory S. Bielli
|
|
|
Chief Executive Officer
|
|
|
|
|
|
/s/ Allen E. Lyda
|
|
|
Allen E. Lyda
|
|
|
Chief Financial Officer
|
|
|
|
December 31,
|
||||||
|
|
2013
|
|
2012
|
||||
Assets
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
11,178
|
|
|
$
|
6,416
|
|
Inventories
|
|
2,360
|
|
|
2,325
|
|
||
Due from affiliate
|
|
1,143
|
|
|
571
|
|
||
Other current assets
|
|
151
|
|
|
266
|
|
||
Total current assets
|
|
14,832
|
|
|
9,578
|
|
||
Property and equipment, net
|
|
43,950
|
|
|
44,196
|
|
||
Other noncurrent assets, net
|
|
208
|
|
|
246
|
|
||
Total assets
|
|
$
|
58,990
|
|
|
$
|
54,020
|
|
Liabilities and Members’ Capital
|
|
|
||||||
Current liabilities:
|
|
|
||||||
Current portion of long-term debt
|
|
$
|
755
|
|
|
$
|
719
|
|
Accrued expenses and other current liabilities
|
|
1,628
|
|
|
2,104
|
|
||
Total current liabilities
|
|
2,383
|
|
|
2,823
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
||||
Long-term debt, excluding current portion
|
|
16,602
|
|
|
17,358
|
|
||
Other noncurrent liabilities
|
|
153
|
|
|
141
|
|
||
Total liabilities
|
|
19,138
|
|
|
20,322
|
|
||
Members’ capital
|
|
39,852
|
|
|
33,698
|
|
||
Accumulated other comprehensive income (loss)
|
|
—
|
|
|
—
|
|
||
Total members’ capital
|
|
39,852
|
|
|
33,698
|
|
||
Total liabilities and members’ capital
|
|
$
|
58,990
|
|
|
$
|
54,020
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Revenues:
|
|
|
|
|
|
|
||||||
Fuel
|
|
$
|
102,209
|
|
|
$
|
111,342
|
|
|
$
|
107,459
|
|
Nonfuel
|
|
23,595
|
|
|
22,620
|
|
|
20,885
|
|
|||
Total revenues
|
|
125,804
|
|
|
133,962
|
|
|
128,344
|
|
|||
Costs and expenses:
|
|
|
|
|
|
|
||||||
Cost of sales:
|
|
|
|
|
|
|
||||||
Fuel
|
|
92,705
|
|
|
102,206
|
|
|
99,400
|
|
|||
Nonfuel
|
|
10,061
|
|
|
9,688
|
|
|
8,878
|
|
|||
Total cost of sales (excluding depreciation)
|
|
102,766
|
|
|
111,894
|
|
|
108,278
|
|
|||
Operating expenses
|
|
14,767
|
|
|
14,539
|
|
|
14,766
|
|
|||
Depreciation and amortization expense
|
|
1,564
|
|
|
1,482
|
|
|
1,392
|
|
|||
Total costs and expenses
|
|
119,097
|
|
|
127,915
|
|
|
124,436
|
|
|||
Operating income
|
|
6,707
|
|
|
6,047
|
|
|
3,908
|
|
|||
Interest income
|
|
2
|
|
|
7
|
|
|
8
|
|
|||
Interest expense
|
|
(555
|
)
|
|
(810
|
)
|
|
(1,227
|
)
|
|||
Net income
|
|
$
|
6,154
|
|
|
$
|
5,244
|
|
|
$
|
2,689
|
|
|
|
|
|
|
|
|
||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
||||||
Change in accumulated unrealized loss on cash flow hedging derivative
|
|
—
|
|
|
254
|
|
|
364
|
|
|||
Other comprehensive income (loss):
|
|
—
|
|
|
254
|
|
|
364
|
|
|||
Comprehensive income
|
|
$
|
6,154
|
|
|
$
|
5,498
|
|
|
$
|
3,053
|
|
|
|
Years Ended December 31,
|
||||||||||
|
|
2013
|
|
2012
|
|
2011
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
6,154
|
|
|
$
|
5,244
|
|
|
$
|
2,689
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
1,564
|
|
|
1,482
|
|
|
1,392
|
|
|||
Amortization of debt issuance costs
|
|
30
|
|
|
30
|
|
|
84
|
|
|||
Increase (decrease) from changes in:
|
|
|
|
|
|
|
||||||
Inventories
|
|
(35
|
)
|
|
(167
|
)
|
|
(240
|
)
|
|||
Other current assets
|
|
115
|
|
|
(7
|
)
|
|
(16
|
)
|
|||
Due to/from affiliates
|
|
(572
|
)
|
|
(16
|
)
|
|
35
|
|
|||
Accrued expenses and other current liabilities
|
|
(476
|
)
|
|
97
|
|
|
652
|
|
|||
Other, net
|
|
8
|
|
|
2
|
|
|
(24
|
)
|
|||
Net cash provided by operating activities
|
|
6,788
|
|
|
6,665
|
|
|
4,572
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||||
Purchases of property and equipment
|
|
(1,306
|
)
|
|
(1,577
|
)
|
|
(832
|
)
|
|||
Net cash used in investing activities
|
|
(1,306
|
)
|
|
(1,577
|
)
|
|
(832
|
)
|
|||
Cash flow from financing activities:
|
|
|
|
|
|
|
||||||
Repayments of term debt
|
|
(720
|
)
|
|
(640
|
)
|
|
(571
|
)
|
|||
Payments of debt issuance costs
|
|
—
|
|
|
—
|
|
|
(166
|
)
|
|||
Distribution to members
|
|
—
|
|
|
(12,000
|
)
|
|
—
|
|
|||
Net cash used in financing activities
|
|
(720
|
)
|
|
(12,640
|
)
|
|
(737
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
4,762
|
|
|
(7,552
|
)
|
|
3,003
|
|
|||
Cash and cash equivalents, beginning of period
|
|
6,416
|
|
|
13,968
|
|
|
10,965
|
|
|||
Cash and cash equivalents, end of period
|
|
$
|
11,178
|
|
|
$
|
6,416
|
|
|
$
|
13,968
|
|
Supplemental cash flow information:
|
|
|
|
|
|
|
||||||
Interest paid during the period
|
|
$
|
557
|
|
|
$
|
817
|
|
|
$
|
1,252
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
||||||
Net change in Accumulated unrealized gain (loss) on cash flow hedging derivative
|
|
$
|
—
|
|
|
$
|
254
|
|
|
$
|
364
|
|
|
|
Members’
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Total
Members’
Capital
|
||||||
Balances, December 31, 2010
|
|
$
|
37,765
|
|
|
$
|
(618
|
)
|
|
$
|
37,147
|
|
Distribution to members
|
|
2,689
|
|
|
—
|
|
|
2,689
|
|
|||
Other comprehensive loss
|
|
—
|
|
|
364
|
|
|
364
|
|
|||
Balances, December 31, 2011
|
|
40,454
|
|
|
(254
|
)
|
|
40,200
|
|
|||
Distribution to members
|
|
(12,000
|
)
|
|
—
|
|
|
(12,000
|
)
|
|||
Net income
|
|
5,244
|
|
|
—
|
|
|
5,244
|
|
|||
Other comprehensive loss
|
|
—
|
|
|
254
|
|
|
254
|
|
|||
Balances, December 31, 2012
|
|
33,698
|
|
|
—
|
|
|
33,698
|
|
|||
Net income
|
|
6,154
|
|
|
—
|
|
|
6,154
|
|
|||
Balances, December 31, 2013
|
|
$
|
39,852
|
|
|
$
|
—
|
|
|
$
|
39,852
|
|
|
|
2013
|
|
2012
|
||||
Nonfuel products
|
|
$
|
1,777
|
|
|
$
|
1,762
|
|
Fuel products
|
|
583
|
|
|
563
|
|
||
Inventories
|
|
$
|
2,360
|
|
|
$
|
2,325
|
|
|
|
Estimated
Useful
Lives
|
|
2013
|
|
2012
|
||||
|
|
(years)
|
|
|
|
|
||||
Land
|
|
|
|
$
|
17,717
|
|
|
$
|
17,717
|
|
Building and improvements
|
|
10-40
|
|
34,794
|
|
|
34,526
|
|
||
Furniture and equipment
|
|
3-10
|
|
8,665
|
|
|
8,017
|
|
||
Construction in progress
|
|
|
|
390
|
|
|
—
|
|
||
|
|
|
|
61,566
|
|
|
60,260
|
|
||
Less: accumulated depreciation
|
|
|
|
17,616
|
|
|
16,064
|
|
||
Property and equipment, net
|
|
|
|
$
|
43,950
|
|
|
$
|
44,196
|
|
|
|
2013
|
|
2012
|
||||
Taxes payable, other than income taxes
|
|
$
|
264
|
|
|
$
|
608
|
|
Environmental reserve
|
|
599
|
|
|
750
|
|
||
Accrued wages and benefits
|
|
371
|
|
|
382
|
|
||
Other
|
|
394
|
|
|
364
|
|
||
Total other current liabilities
|
|
$
|
1,628
|
|
|
$
|
2,104
|
|
|
|
2013
|
|
2012
|
||||
Note payable to a bank
|
|
$
|
17,357
|
|
|
$
|
18,077
|
|
Less current portion
|
|
755
|
|
|
719
|
|
||
Long-term debt, excluding current portion
|
|
$
|
16,602
|
|
|
$
|
17,358
|
|
Year ending December 31,
|
Total
|
||
2014
|
$
|
719
|
|
2015
|
$
|
755
|
|
2016
|
$
|
795
|
|
2017
|
$
|
835
|
|
2018
|
$
|
878
|
|
Members
|
|
|
Tejon Development Corporation
|
60
|
%
|
TA Operating LLC
|
40
|
%
|
|
|
Accumulated other comprehensive income (loss)
|
||
Balance at December 31, 2010
|
|
(618
|
)
|
|
Change in accumulated unrealized loss on cash flow hedging derivative
|
|
364
|
|
|
Balance at December 31, 2011
|
|
(254
|
)
|
|
Change in accumulated unrealized loss on cash flow hedging derivative
|
|
254
|
|
|
Balance at December 31, 2012
|
|
$
|
—
|
|