Form: S-4

Registration of securities issued in business combination transactions

June 5, 1996

LIST OF SUBSIDIARIES

Published on June 5, 1996



EXHIBIT 21


LIST OF SUBSIDIARIES

The following table sets forth certain information concerning the
principal subsidiaries of the Company.


State or other
jurisdiction of
Name incorporation
---- ---------------

Matthews Redwood and Nursery Supply, Inc. California
Grant Laboratories, Inc. California


The names of certain subsidiaries have been omitted because such unnamed
subsidiaries, considered in the aggregate, would not constitute a significant
subsidiary as that term is defined in Regulation S-X.