63330--3/17/2008--MAUI_LAND_&_PINEAPPLE_CO

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{loan, real, estate}

{competitive, industry, competition}

{cost, contract, operation}

{operation, natural, condition}

{personnel, key, retain}

{cost, regulation, environmental}

{gas, price, oil}

{tax, income, asset}

Our success depends in large part upon the continued services of a number of significant employees, the loss of which could have a material adverse effect on our business, financial condition and results of operation. Real estate investments are subject to numerous risks. If we are unable to complete land development projects within forecasted timing and budgeting, or at all, financial results may be negatively affected. If we are unable to obtain required land use entitlements at reasonable costs, or at all, our operating results would be adversely affected. Legislation adopted by the County of Maui may increase land use entitlement costs, negatively impact land values, defer planned development projects, and materially impact operating results. The historical price and market for luxury real estate on Maui has been highly cyclical and if the market demand for luxury real estate were to decrease, our operating results could be adversely affected. If we are unable to successfully compete with other developers of luxury real estate on Maui, our financial results could be materially affected. We have entered into limited guarantees under which we may be required to guarantee completion of the Kapalua Bay project or certain limited recourse obligations of Kapalua Bay. If we cannot attract and retain skilled workers for our resort operations, and Community Development teams, our financial results could be negatively impacted. There is a potential lack of adequate skilled workers on Maui for larger development projects. We may be subject to certain environmental regulations under which we may have additional liability and experience additional costs for land development. Our agriculture operations face significant competition from companies with greater financial resources and from foreign competition with lower cost structures. Changes in weather conditions or natural disasters can have an adverse impact on crop production and materially affect our results of operations. If we are unable to successfully compete with other producers of fresh pineapple products, our financial results could be materially affected. We are highly dependent on the success of our consignment arrangement to sell our fresh pineapple. If we are unable to find a title sponsor for the LPGA golf tournament that we are contractually obligated to sponsor in October 2008, we may have to bear the full cost of producing the tournament. Our ability to competitively serve our customers depends on the availability of reliable and low-cost transportation, and any increases in transportation-related costs could have material adverse impact on our results of operations. Because we are located in Hawaii and therefore apart from the mainland United States, we are more sensitive to certain economic factors, which may adversely affect operating results.

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63330--3/17/2008--MAUI_LAND_&_PINEAPPLE_CO_INC