OPTION NO: D-2
FOUNDERS FOOD & FIRKINS LTD.
STOCK OPTION AGREEMENT
PURSUANT TO 1997 DIRECTOR STOCK OPTION PLAN
Founders Food & Firkins Ltd., a Minnesota corporation (the "Company"), hereby grants to Arthur E. Pew, III
(the "Optionee"), an option to purchase a total of 5,000 shares of the Company's Common Stock, $.01 par value
per share (the "Stock"), at the price determined as provided herein, and in all respects subject to the terms,
definitions and provisions of the Founders Food & Firkins Ltd. 1997 Director Stock Option Plan (the "Plan")
adopted by the Company, which is incorporated herein by reference. Unless otherwise defined herein, the terms
defined in the Plan shall have the same defined meanings herein.
W I T N E S S E T H :
1. GRANT OF OPTION. Pursuant to the provisions of the Plan and subject to the additional conditions set forth
herein, the Optionee has been automatically granted on the date hereof the right and option to purchase from the
Company all or a part of an aggregate of 5,000 shares of Stock, at the purchase price of $1.00 per share (the
"Option"). The Option does not constitute an incentive stock option within the meaning of Section 422 of the
2. TERMS AND CONDITIONS. It is understood and agreed that the Option evidenced hereby is subject to
the following terms and conditions and to the terms and conditions of the Plan:
(a) EXPIRATION DATE. The Option shall expire five (5) years after the date hereof.
(b) EXERCISE OF OPTION. The Option shall become exercisable in full on the first anniversary of the grant of
the Option, provided that the Optionee shall have maintained Continuous Service as a Director throughout such
12-month period. The Option shall be exercisable only while the Optionee serves as an outside director of the
Company, and for a period twelve (12) months after ceasing to be an outside director pursuant to Section 10 of
the Plan. Any exercise shall be accompanied by a written notice to the Company specifying the number of s