Mr. Harry A. Blazer

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  www.sec.gov/Archives/edgar/data/899755/0000931763-02-00 - [Cached Version]
  Published on: 10/25/2002    Last Visited: 10/28/2002  

  Harry A. Blazer, our president and chief executive officer, is the beneficial owner of all our Class B common stock and has indicated that he will vote for approval of the Plan of Liquidation and Dissolution.Because of the voting rights of the Class B shares, Mr. Blazer's vote in favor of the plan would ensure approval of the plan. See "The Special Meeting - Record Date; Quorum; Shares Outstanding and Entitled to Vote; Required Vote" on page 1. Timing and Procedure:
  
  As promptly as practicable, after approval of the Plan of Liquidation and Dissolution by our shareholders, we will file a Notice of Intent to Dissolve with the Georgia Secretary of State.We will then wind up our business.
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  Harry A. Blazer, our president and chief executive officer, is the beneficial owner of all our Class B common stock and has indicated that he will vote for approval of the Plan of Liquidation and Dissolution.Because of the voting rights of the Class B shares, Mr. Blazer's vote in favor of the plan would ensure approval of the plan. Q:
  
  What if the Plan of Liquidation and Dissolution is not approved by the shareholders? A:

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  www.sec.gov/Archives/edgar/data/899755/0000931763-02-00 - [Cached Version]
  Published on: 8/29/2002    Last Visited: 8/31/2002  

  Harry A. Blazer, age 51, is the founder of Harry's Farmers Market and served as the sole General Partner and as Chief Executive Officer of HURRY INC's predecessor from its inception in 1987.Upon HURRY INC's incorporation in 1993, Mr. Blazer was named a director and
  
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  President and Chief Executive Officer and was elected to the additional office of chairman in June 1994.From 1979 to 1987, Mr. Blazer was employed at DeKalb Farmers Market in Atlanta, Georgia and served as its General Manager from 1983 until 1987, when he left to form Harry's Farmers Market.
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  Harry A. BlazerChairman, President, Chief Executive Officer and
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  During fiscal 2002, Mr. Blazer agreed to decrease his salary from $250,000 to $100,000 and later to $52,000.During the first quarter of fiscal 2003, Mr. Blazer agreed to further decrease his salary to $26,000.
  
  (2)
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  Mr. Blazer has never received options to purchase our common stock. OPTION EXERCISES IN LAST FISCAL YEAR
  
  Name
  
  Shares Acquired on Exercise
  
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  Because of his beneficial ownership of our Class B common stock, Mr. Blazer has never been eligible to receive options under the Director Stock Option Plan.The exercise price of the options is equal to the fair market value of the Class A common stock on the date of grant, and the options vest in one-third increments on each of the first three anniversaries of the date of grant.In addition to the automatic grants, upon the initial adoption of the Director Stock Option Plan, each eligible director received an option to purchase 30,000 shares of our Class A common stock.These options vested as to 20,000 of the shares on the date of grant and the remaining 10,000 shares vested on the day prior to the 1997 annual meeting of shareholders.
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  Harry Blazer, Donald Pamenter and Charles Sapp serve on the executive compensation committee of our board of directors.
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  Mr. Blazer serves as our President and Chief Executive Officer, but neither Mr. Pamenter nor Mr. Sapp are our employees.
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  Mr. Blazer routinely excludes himself when the committee discusses and makes determinations regarding his salary and compensation. Item 12.Security Ownership of Certain Beneficial Owners and Management. The following table sets forth information as of August 15, 2002, unless otherwise indicated, regarding the beneficial ownership of our equity securities by each person known by us to own more than 5% of any class of our voting securities, each director and nominee for director, each executive officer named in the Summary Compensation Table and all directors and executive officers as a group. Pursuant to SEC rules, the number of shares of common stock beneficially owned by a specific person or group includes shares issuable pursuant to convertible securities, warrants and options held by such person or group that may be converted or exercised within 60 days after August 15, 2002.These shares are deemed to be outstanding for the purpose of computing the
  
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  Harry A. Blazer is the beneficial holder of all of the shares of our Class B common stock.Holders of Class B shares are entitled to ten votes per share.If at any time any shares of Class B common stock are beneficially owned by any person other than Mr. Blazer (or entities controlled by him) or upon his death, these shares of Class B common stock automatically convert to an equal number of shares of our Class A common stock.
  
  Shares Beneficially Owned
  
  Percentof Class
  
  Percent of Total
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  Harry A. BlazerClass A Common Stock38,0001
  
  Class B Common Stock2,050,7012100.00%
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  Shares owned by Mr. Blazer's wife, with respect to which Mr. Blazer disclaims beneficial ownership.
  
  Includes 2,049,400 shares owned by Harry Blazer, Inc., an entity of which Mr. Blazer is sole director and sole shareholder.Mr. Blazer's address is c/o Hurry, Inc., Post Office Box K, Ellijay, Georgia 30540.
  
  Includes 26,666 shares subject to presently exercisable stock options or stock options exercisable within 60 days of August 15, 2002.
  
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  Also includes 38,000 shares owned by Mr. Blazer's wife, with respect to which Mr. Blazer disclaims beneficial ownership.
  
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  www.sec.gov/Archives/edgar/data/899755/0000931763-01-50 - [Cached Version]
  Published on: 9/26/2001    Last Visited: 6/27/2002  

  In connection with the Asset Purchase Agreement, Harry A. Blazer, the beneficial owner of all outstanding shares of our Class B common stock, entered into a Voting Agreement with Whole Foods Market Group pursuant to which he agreed to vote the Class B shares for approval of the Asset Purchase Agreement and related asset sale.Because of the voting rights of the Class B shares, this ensures approval of the proposal. Directors are elected by a plurality of the votes cast.Votes withheld from any nominee, abstentions and broker non-votes will have no effect on the outcome of the election of directors.
  
  THE ASSET PURCHASE AGREEMENT AND ASSET SALE Purchaser:
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  At this time, we have decided to promptly close the Harry's In A Hurry store located in Dunwoody, Georgia, and we are evaluating our alternatives with respect to the remaining Harry's In A Hurry stores.Alternatives being considered include continuing to operate one or more of the stores, closing one or more of the stores or selling one or more of the stores, including possibly selling one or more of the stores to an affiliate of Harry A. Blazer, our president and chief executive officer.In addition, we are retaining other existing liabilities of Harry's Farmers Market under the terms of the Asset Purchase Agreement.
  
  -ii- See "Proposal 1: The Asset Purchase Agreement and Asset Sale--The Asset Purchase Agreement--Assets Not Purchased, and Liabilities Not Assumed, by Whole Foods Market Group" on page 14 and "Proposal 1: The Asset Purchase Agreement and Asset Sale--Ongoing Operations of Harry's Farmers Market" on page 22.
  
  Purchase Price:
  
  Whole Foods Market Group has agreed to purchase our assets for a cash purchase price of $35.0 million.
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  These alternatives include possibly continuing to operate some or all of the stores, closing some or all of the stores or selling some or all of the stores, including the possibility that we will sell one or more stores to an affiliate Harry A. Blazer, our president and
  
  -iv- chief executive officer.As of the date of this proxy statement, our board of directors has decided to promptly close the Harry's In A Hurry located in Dunwoody, Georgia.Our decision about the remaining Harry's In A Hurry stores will depend on what course of action our board of directors and special committee believes will best maximize shareholder value.To maintain our ability and flexibility in continuing to operate the Harry's In A Hurry stores, we will enter into a Supply Agreement and a License Agreement with Whole Foods Market Group at the time of the closing of the asset sale.Pursuant to the Supply Agreement, Whole Foods Market Group generally will supply us with the products now sold in the Harry's In A Hurry stores for a period of up to three years.Under the License Agreement, Whole Foods Market Group will license intellectual property to us, including the right to use the "Harry's In A Hurry" name.
  
  See "Proposal 1: The Asset Purchase Agreement and Asset Sale--"Ongoing Operations of Harry's Farmers Market" on page 22. Closing Conditions:
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  In connection with the closing of the asset sale, Harry A. Blazer, our president, chief executive officer and chairman of our board of directors, will be required to enter into a Consulting and Noncompetition Agreement.Mr. Blazer will act as a consultant to Whole Foods Market Group for a specified number of hours for five years and has agreed not to compete with Whole Foods Market Group during this period.In exchange for his consulting services and agreement not to compete, Mr. Blazer will receive $250,000 during each of the five years.
  
  See "Proposal 1: The Asset Purchase Agreement and Asset Sale--Interests of Our Directors and Executive Officer in the Asset Sale" on page 12.
  
  Voting Agreement:
  
  As a condition to entering into the Asset Purchase Agreement, Whole Foods Market Group required that Harry A. Blazer, the sole record and beneficial holder of our Class B common stock, enter into a Voting Agreement Pursuant to the Voting Agreement, Mr. Blazer has agreed to vote all of the shares beneficially owned by him and over which he has voting control in favor of the Asset Purchase Agreement and the asset sale, except in limited circumstances.A copy of the Voting Agreement is attached to this proxy statement as Annex C.
  
  OUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE FOR THE PROPOSAL TO APPROVE THE ASSET PURCHASE AGREEMENT AND RELATED ASSET SALE. -vi- QUESTIONS AND ANSWERS ABOUT THE ASSET SALE Q: Who is soliciting my proxy? A: Our board of directors is soliciting proxies from each of our shareholders. Q: When and where is the annual meeting? A: The annual meeting will be held October 23, 2001 at 10:00 a.m. Eastern time, at the Auditorium of the Roswell Cultural Arts Center located at 950 Forrest Street, Roswell, Georgia.
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  These alternatives include continuing to operate some or all of the stores, closing some or all of the stores or selling some or all of the stores, including the possibility that we will sell one or more stores to an affiliate of Harry A. Blazer, our president and chief executive officer.In addition to retaining the assets and liabilities of the Harry's In A Hurry stores, we also are retaining some corporate liabilities that we will have to satisfy.
  
  Q: What will we do if the asset sale is not approved by the shareholders? A: If the asset sale is not approved, our board of directors will evaluate other strategic alternatives available to us in accordance with its fiduciary obligations to our shareholders. Q: When do you expect the asset sale to be completed? A: We expect to complete the asset sale within five business days following the satisfaction of the conditions specified in the Asset Purchase Agreement, including the receipt of shareholder approval at the annual meeting.
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  Harry A. Blazer is the beneficial holder of all of the shares of our Class B common stock.Holders of Class B shares are entitled to ten votes per share.If at any time any shares of Class B common stock are beneficially owned by any person other than Mr. Blazer (or entities controlled by him) or upon his death, these shares of Class B common stock automatically convert to an equal number of shares of our Class A common stock. Shares Beneficially Owned ------------------------- Percent Percent of Total
  
  Beneficial Owner Class
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  Harry A. Blazer Class A Common Stock Class B Common Stock
  
  2,0 Total 38,000/(1)/ 50,701/(2)/ 100 * .00% 83.33%
  
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  1 Shares owned by Mr. Blazer's wife, with respect to which Mr. Blazer disclaims beneficial ownership. 2 Includes 2,049,400 shares owned by Harry Blazer, Inc., an entity of which Mr. Blazer is the sole director and sole shareholder.Mr. Blazer's address is 1180 Upper Hembree Road, Roswell, Georgia 30076. 3 Includes 19,999 shares subject to presently exercisable stock options or stock options exercisable within 60 days of August 15, 2001. 4 Includes 129,999 shares subject to presently exercisable stock options or stock options exercisable within 60 days of August 15, 2001. 5 Includes 9,999 shares subject to presently exercisable stock options or stock options exercisable within 60 days of August 15, 2001. 6 Represents shares subject to presently exercisable stock options or stock options exercisable within 60 days of August 15, 2001. 7 Includes 463,330 shares subject to presently exercisable stock options or stock options exercisable within 60 days of August 15, 2001.
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  Also includes 38,000 shares owned by Mr. Blazer's wife, with respect to which Mr. Blazer disclaims beneficial ownership. Costs of Solicitation of Proxies We will bear the cost of the solicitation of proxies from our shareholders and the cost of printing and mailing this proxy statement.In addition to solicitation by mail, our directors, officers and employees may contact our shareholders to solicit their proxies.Those directors, officers and employees will not be paid any additional compensation for doing so. PROPOSAL 1: THE ASSET PURCHASE AGREEMENT AND ASSET SALE Background of the Asset Sale
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  The special committee usually invited Mr. Blazer and representatives of Houlihan Lokey and Mirzaco to participate in the meetings as well as representatives of Alston & Bird, counsel to Harry's Farmers Market. Whole Foods Market, Inc. was one of the entities identified by Houlihan Lokey as possibly being interested in further expanding in the Atlanta market.
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  On April 4 and 5, 2001, officers and other management employees of Whole Foods met with Mr. Blazer and other of our officers in Atlanta and visited our stores.The representatives of Whole Foods also performed other due diligence tasks, including the review of our books and records and inspections of our facilities. On April 28, 2001, Whole Foods submitted a non-binding letter of intent to us, offering to purchase our three megastores, distribution center, commissary kitchen, bakery and office facilities as well as our intellectual property.Pursuant to the letter of intent, Whole Foods would assume liabilities related to the purchased assets and would require that Mr. Blazer enter into a noncompetition agreement.In order to take advantage of our net operating losses, or NOLs, Whole Foods Market proposed that it buy all of our issued and outstanding capital stock for $35.0 milli

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  www.sec.gov/Archives/edgar/data/899755/0000931763-01-50 - [Cached Version]
  Published on: 5/16/2001    Last Visited: 9/17/2001  

  Harry A. Blazer , age 50 , is the founder of Harry's Farmers Market and served as the sole General Partner and as Chief Executive Officer of the Company's predecessor from its inception in 1987.Upon HARRYS FARMERS MARKET INC's incorporation in 1993 , Mr. Blazer was named a director and President and Chief Executive Officer and was elected to the additional office of chairman in June 1994.From 1979 to 1987 , Mr. Blazer was employed at DeKalb Farmers Market in Atlanta , Georgia and served as its General Manager from 1983 until 1987 , when he left to form Harry's Farmers Market.
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  ( a ) The executive compensation committee is currently comprised of Harry Blazer , Donald Pamenter and Charles Sapp.
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  ( c ) The stock option committee is currently comprised of Harry Blazer and Robert Glustrom.
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  Harry A. BlazerChairman , President and Chief Executive Officer
  
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  Harry A. Blazer , age 50 , was the founder of HARRYS FARMERS MARKET INC and served as the sole General Partner of the predecessor to HARRYS FARMERS MARKET INC and as Chief Executive Officer from its inception in 1987.Upon HARRYS FARMERS MARKET INC's incorporation in 1993 , Mr. Blazer was named a director and President and Chief Executive Officer.In June 1994 , Mr. Blazer was elected to the additional office of Chairman.From 1979 to 1987 , Mr. Blazer was employed at DeKalb Farmer's Market in Atlanta and served as its General Manager from 1983 , until he left to form HARRYS FARMERS MARKET INC..Jim Drummond , age 42 , was appointed Chief Operating Officer of Harry's Farmers Market , in January 2001.
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  Stephen Whitesmith , age 48 , was appointed Chief Information Officer of Harry's Farmers Market in January 2001.
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  HARRYS FARMERS MARKET INC leases each of the five existing Harry's In A Hurry locations in Atlanta and has entered into a lease for the planned sixth store.Two of the Harry's In A Hurry stores are located in the Buckhead area of Atlanta approximately four miles apart.The first consists of approximately 3 , 700 square feet and is leased through 2002.The second consists of approximately 7 , 200 square feet and is leased through 2004 , with options to extend the lease through 2019.The third Harry's In A Hurry store is located on Cobb Parkway in the Marietta area of Atlanta , has approximately 15 , 000 square feet of space and is leased through 2007 , with options through 2017.The fourth Harry's In A Hurry location , which is leased through 2009 with options through 2024 , is approximately 15 , 400 square feet and is located off Mount Vernon Road in the Dunwoody area of Atlanta.The fifth Harry's In A Hurry location , which is leased through 2008 with options through 2018 , is approximately 14 , 400 square feet and is located on Ponce de Leon Avenue in the Virginia-Highland area of Atlanta.The Company is completing plans to open a sixth Harry's In A Hurry store in the Peachtree City area of Atlanta.HARRYS FARMERS MARKET INC has entered into a 15-year lease for approximately 13 , 600 square feet of space at the Peachtree City location.HARRYS FARMERS MARKET INC also leases approximately 53 , 000 square feet of distribution space in a facility it previously owned.This lease expires in 2003.

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  www.sec.gov/Archives/edgar/data/899755/0000931763-01-50 - [Cached Version]
  Published on: 4/26/2001    Last Visited: 9/16/2001  

  Harry's Farmers Market , Inc. has recently undergone a change in officers and top managers , and its new officers and managers have had many internal matters requiring their immediate attention , including , but not limited to , the Company's recently announced plans to seek strategic alternatives on a going- forward basis.Although HARRYS FARMERS MARKET INC's officers and managers have been working diligently to complete all the required information for HARRYS FARMERS MARKET INC's annual report on Form 10-K for the fiscal year ended January 31 , 2001 and a substantial part of such information has been completed as of the date hereof , management does not believe that the Form 10-K can be completed on or before the May 1 , 2001 prescribed due date without unreasonable effort or expense.PART IV - OTHER INFORMATION( 1 ) Name and telephone number of person to contact in regard to this notification.Harry A. Blazer
  
  ( 770 )
  
  751-3357 ---------------------------- -------------- ------------------------- ( Name )
  
  ( Area Code )
  
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  By : /s/ HARRY A. BLAZER
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  Name : HARRY A. BLAZERTitle : CHAIRMAN , PRESIDENT AND CHIEFOFFICER
  
  INSTRUCTION : The form may be signed by an executive officer of HARRYS FARMERS MARKET INC or by any other duly authorized representative.The name and title of the person signing the form shall be typed or printed beneath the signature.If the statement is signed on behalf of HARRYS FARMERS MARKET INC by an authorized representative , evidence of the representative's authority to sign on behalf of HARRYS FARMERS MARKET INC shall be filed with the form.+--------------------------------- - ATTENTION-----------------------------------+ | INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
  
  | | CONSTITUTE FEDERAL CRIMINAL VIOLATIONS

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  www.wisewire-corp.com/atlantabankergaininvestment.html - [Cached Version]
  Published on: 10/6/2008    Last Visited: 11/8/2007  

  Farmer Market Investment Advisor - Farmer Market Harry's Farmers Market - Harry's Farmers Market debuted in the Atlanta area in 1987 when founder Harry Blazer opened the first megastore in Alpharetta, GA.

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  - 2001-12-24 - Atlanta Business Chronicle - [Cached Version]
  Published on: 12/24/2001    Last Visited: 12/24/2001  

  Harry's In A Hurry store in Peachtree City to close
  
  Hurry Inc., formerly known as Harry's Farmers Market Inc., has reported its losses continued in the third quarter of fiscal 2002 and it will close another Harry's In A Hurry store.
  
  The Atlanta-based company (OTC: HURY) reported a loss of $7.6 million in the third quarter and a loss of $9.3 million through nine months of fiscal 2002.
  
  The company will now close the Harry's In A Hurry store in Peachtree City by the end of 2001.The company has already closed its Harry's in A Hurry stores on Peachtree Road and in Dunwoody and said it is debating closing its remaining three stores.The remaining stores are at 3804 Roswell Road in Roswell, 1051 Ponce de Leon Ave. in Atlanta and 2939 Cobb Parkway at Akers Mills Square.
  
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  Harry Blazer, founder of Harry's, now is a consultant for Whole Foods.
  
  Coke's highest-ranking black executive to retire
  
  The highest ranking black executive at The Coca-Cola Co. will retire at the end of 2002.

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  Article - New Location Harrys for kids - [Cached Version]
  Published on: 7/15/1999    Last Visited: 9/25/2002  

  The new center, located at 4785 Peachtree Corners Circle, premiers Harry's in a Hurry at Crème – the first interactive farmers' market designed to enhance children's learning – sponsored by Harry's Farmers' Market.
  
  This hands-on, child-scaled Harry's in a Hurry is designed to reinforce and teach math, science and geography skills, and is the first of its kind anywhere.According to Harry Blazer, CEO of Harry's Farmers' Market, "Harry's has always been dedicated to the nutritional education of children and we are proud to join Crème de la Crème in this innovative and exciting opportunity."
  
  Crème's new 19,000 square-foot facility also features classroom entrances designed like store fronts set around an imaginary park, complete with a free-standing circular glass music room painted with horses to resemble a carousel.Add a computer learning bus, an educational video screening room and indoor playground called The Coconut Theatre, a barbershop, diner and puppetry arts stage, and you've got a glimpse into the imaginative world at Crème.
  
  Well known for their innovative curriculum, Crème's WEE TV – an interactive television studio designed to teach rising kindergartners communication skills – is on location at this new facility.Another popular Crème landmark is Catchacrèmer Creek Waterworks, a unique shallow water playland featuring a trough station of running water, shallow currents, spontaneous rain showers and a rainbow full of sprinkles.Preschoolers with energy to burn can also take delight in the Trike Super Service Station and race on the Tricycle Autobahn, scale the climbing equipment or shoot hoops on the basketball court.

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  AustinXL - The Gateway To Austin Business - [Cached Version]
  Published on: 4/5/2001    Last Visited: 8/27/2001  

  Whole Foods Market , Inc. ( Nasdaq : WFMI ) signed a definitive agreement to acquire substantially all of the assets of Harry's Farmers Market , Inc. ( OTC Bulletin Board : HARY ) for approximately $35 million in cash.The assets to be purchased are all assets relating to the three perishable superstores , including but not limited to real estate , the Harry's Farmers Market name , distribution center , commissary kitchen , bakehouse , and office facilities.Six small format Harry's in a Hurry food stores are not included in the transaction.The transaction is expected to close in November.The Company expects the acquisition to be neutral to slightly accretive to the Company's earnings in fiscal year 2002 and to produce cumulatively positive EVA within five years.Harry's Farmers Market owns and operates three perishables superstores in Atlanta , Georgia.The revenues of these stores , for the year ended January 31 , 2001 , was approximately $100 million.
  
  Approximately $23 million of the proceeds will be used to pay off and retire the Harry's Farmers Market credit facility with Back Bay Capital and pay transaction fees.The six Harry's in a Hurry food stores are not included in the transaction.The company retains the use of the Harry's in a Hurry name through a license from Whole Foods along with the right to operate and grow these stores in the United States.
  
  The Harry's Farmers Market is continuing to evaluate its strategic alternatives with respect to the Harry's in a Hurry stores.The company noted that its business model would be significantly revised in light of the sale of the three megastores to Whole Foods Market and that the results of operations following the sale would be materially different than the financial performance of the company prior to the sale.
  
  As a condition of the transaction , Harry Blazer , Chairman and CEO of Harry's Farmers Market , whose shares represent over 80 percent of the total shareholder votes , has agreed to vote for this transaction.

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