SC 13D/A 1 tab13dno13.htm AMENDMENT NO. 13 Schedule 13D (Amendment No. 13)

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

(Amendment No. 13)

Tab Products Co.

(Name of Issuer)



Common Stock, $0.01 par value per share

(Title of Class of Securities)



873197 10 7

(CUSIP Number)



Edward E. Steiner, Esq.
Keating, Muething & Klekamp, P.L.L.
One East Fourth Street, 14th Floor
Cincinnati, Ohio 45202
(513) 579-6468

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)



May 14, 2002

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ].


CUSIP No. 873197107                                           Page 2 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          Phillip Ean Cohen
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                         (a) [X]
                                                                         (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          WC - See Item 3
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION
             Australia
--------- ----------------------------------------------------------------------
                   7      SOLE VOTING POWER

                          338,900
                  ------- ------------------------------------------------------
    NUMBER OF      8      SHARED VOTING POWER
     SHARES
  BENEFICIALLY             -0-
    OWNED BY      ------- ------------------------------------------------------
      EACH         9      SOLE DISPOSITIVE POWER
    REPORTING
   PERSON WITH            338,900
                  ------- ------------------------------------------------------
                  10      SHARED DISPOSITIVE POWER

                          -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          338,900 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          6.6%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          IN
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!






CUSIP No. 873197107                                           Page 3 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          Hamilton Sorter Co., Inc.
          31-0722233
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          WC - See Item 3
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION
             Ohio

--------- ----------------------------------------------------------------------
                 7      SOLE VOTING POWER

                        338,900
                ------- --------------------------------------------------------
                 8      SHARED VOTING POWER
  NUMBER OF
   SHARES               -0-
BENEFICIALLY    ------- --------------------------------------------------------
  OWNED BY       9      SOLE DISPOSITIVE POWER
    EACH
  REPORTING             338,900
 PERSON WITH    ------- --------------------------------------------------------
                10      SHARED DISPOSITIVE POWER

                        -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          338,900 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          6.6%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          CO
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!



CUSIP No. 873197107                                           Page 4 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          HS Morgan Corporation
          13-3526420
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                         (a) [X]
                                                                         (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          WC - See Item 3
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION
             Delaware
--------- ----------------------------------------------------------------------
                     7      SOLE VOTING POWER

                            338,900
                    ------- ----------------------------------------------------
  NUMBER OF          8      SHARED VOTING POWER
   SHARES
BENEFICIALLY                -0-
  OWNED BY          ------- ----------------------------------------------------
    EACH             9      SOLE DISPOSITIVE POWER
  REPORTING
 PERSON WITH                338,900
                    ------- ----------------------------------------------------
                    10      SHARED DISPOSITIVE POWER

                                     -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          338,900 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          6.6%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          CO
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!




CUSIP No. 873197107                                           Page 5 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          HS Morgan Limited Partnership
          13-3526423
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          WC - See Item 3
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)
--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION
             Delaware
--------- ----------------------------------------------------------------------
                 7      SOLE VOTING POWER

                        338,900
               -------- --------------------------------------------------------
  NUMBER OF      8      SHARED VOTING POWER
   SHARES
BENEFICIALLY            -0-
  OWNED BY     -------  --------------------------------------------------------
    EACH         9      SOLE DISPOSITIVE POWER
  REPORTING
 PERSON WITH            338,900
               -------  --------------------------------------------------------
                10       SHARED DISPOSITIVE POWER

                        -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          338,900 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          6.6%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          PN
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!






CUSIP No. 873197107                                           Page 6 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          Thaddeus S. Jaroszewicz
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          PF
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION

          USA
--------- ----------------------------------------------------------------------
                 7      SOLE VOTING POWER

                        100
                ------- --------------------------------------------------------
  NUMBER OF      8      SHARED VOTING POWER
   SHARES
BENEFICIALLY            -0-
  OWNED BY      ------- --------------------------------------------------------
    EACH         9      SOLE DISPOSITIVE POWER
  REPORTING
 PERSON WITH            100
                ------- --------------------------------------------------------
                10      SHARED DISPOSITIVE POWER

                        -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
          100 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          Less than 0.1%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*
          IN
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!





CUSIP No. 873197107                                           Page 7 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          Watkins C. Johnston
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                        (a) [X]
                                                                        (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          PF
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION

          USA
--------- ----------------------------------------------------------------------
                 7      SOLE VOTING POWER

                        1,000
                ------- --------------------------------------------------------
  NUMBER OF      8      SHARED VOTING POWER
   SHARES
BENEFICIALLY            -0-
  OWNED BY      ------- --------------------------------------------------------
    EACH         9      SOLE DISPOSITIVE POWER
  REPORTING
 PERSON WITH            1,000
                ------- --------------------------------------------------------
                10      SHARED DISPOSITIVE POWER

                        -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          1,000 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          Less than 0.1%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          IN
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!





CUSIP No. 873197107                                           Page 8 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          Mark J. Dessy
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                      (a) [X]
                                                                      (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          PF
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION

          USA
--------- ----------------------------------------------------------------------
                   7      SOLE VOTING POWER

                          5,000
    NUMBER OF     ------- ------------------------------------------------------
     SHARES        8      SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY              -0-
      EACH        ------- ------------------------------------------------------
    REPORTING      9      SOLE DISPOSITIVE POWER
   PERSON WITH
                          5,000
                  ------- ------------------------------------------------------
                  10      SHARED DISPOSITIVE POWER

                          -0-
--------- ----------------------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          5,000 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          Less than 0.1%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          IN
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!





CUSIP No. 873197107                                           Page 9 of 12 Pages
--------- ----------------------------------------------------------------------
 1        NAME OF REPORTING PERSONS
          I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

          MS TP Limited Partnership
          35-2162082
--------- ----------------------------------------------------------------------
 2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                                     (a) [X]
                                                                     (b) [ ]
--------- ----------------------------------------------------------------------
 3        SEC USE ONLY

--------- ----------------------------------------------------------------------
 4        SOURCE OF FUNDS*

          WC - See Item 3
--------- ----------------------------------------------------------------------
 5        CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
          TO ITEM 2(d) or 2(e)

--------- ----------------------------------------------------------------------
 6        CITIZENSHIP OR PLACE OF ORGANIZATION

          Delaware

----------------- ------- ------------------------------------------------------
                   7      SOLE VOTING POWER

                          338,900
                  ------- ------------------------------------------------------
    NUMBER OF      8      SHARED VOTING POWER
     SHARES
  BENEFICIALLY            -0-
    OWNED BY      ------- ------------------------------------------------------
      EACH         9      SOLE DISPOSITIVE POWER
    REPORTING
   PERSON WITH            338,900
                  ------- ------------------------------------------------------
                  10      SHARED DISPOSITIVE POWER

                          -0-
----------------- ------- ------------------------------------------------------
11        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          338,900 - See Item 5
--------- ----------------------------------------------------------------------
12        CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
          CERTAIN SHARES*

--------- ----------------------------------------------------------------------
13        PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          6.6%
--------- ----------------------------------------------------------------------
14        TYPE OF REPORTING PERSON*

          PN
--------- ----------------------------------------------------------------------

                      *SEE INSTRUCTIONS BEFORE FILLING OUT!




This Amendment No. 13 to Schedule 13D amends Items 4 and 7 of the Schedule 13D filed on February 8, 2001, as amended by Amendment Nos. 1-12 by Phillip Ean Cohen ("Mr. Cohen"), Hamilton Sorter Co., Inc., an Ohio corporation ("Hamilton Sorter"), HS Morgan Limited Partnership, a Delaware limited partnership ("HSMLP"), Thaddeus S. Jaroszewicz ("Mr. Jaroszewicz"), HS Morgan Corporation, a Delaware corporation ("HS Morgan"), Watkins C. Johnston ("Mr. Johnston"), Mark J. Dessy ("Mr. Dessy"), and MS TP Limited Partnership, a Delaware limited partnership ("MS TP") (collectively, the "Filers"). This filing relates to the Common Stock, $0.01 par value ("Common Stock") of Tab Products Co., a Delaware corporation (the "Corporation").

Item 4.    Purpose of Transaction.

On May 14, 2002 Mr. Jaroszewicz submitted to Tab Products Co. the nomination materials attached hereto as Exhibit No. 1. The Notice of Nomination included in the nomination materials nominates for election as directors John W. Boustead, Mark J. Dessy, Mr. Jaroszewicz, Watkins C. Johnston, Addison Lanier II and David Pease III.

Item 7.    Materials to be filed as Exhibits.

1.      Ted Jaroszewicz Nomination Materials submitted to Tab Products Co. on May 14, 2002.

Dated: May 14, 2002

                                                                        
*Phillip Ean Cohen


/s/ Thaddeus S. Jaroszewicz                              
Thaddeus S. Jaroszewicz


                                                                        
*Watkins C. Johnston


                                                                        
*Mark J. Dessy


HAMILTON SORTER CO., INC.,
an Ohio corporation


By:/s/ Thaddeus S. Jaroszewicz                         
Title: Chief Executive Officer                             


HS MORGAN LIMITED PARTNERSHIP,
a Delaware limited partnership.

By: HS MORGAN CORPORATION,
the General Partner


By:/s/ Thaddeus S. Jaroszewicz                         
Its: President                                                     


HS MORGAN CORPORATION,
a Delaware corporation


By:/s/ Thaddeus S. Jaroszewicz                         
Its: President                                                     

MS TP LIMITED PARTNERSHIP,
a Delaware limited partnership

By: MSTP, LLC, the General Partner


By:/s/ Thaddeus S. Jaroszewicz                         
Its: President                                                     


*By:/s/ Thaddeus S. Jaroszewicz                       
      Thaddeus S. Jaroszewicz
      Attorney-in-Fact

Exhibit 1

Ted Jaroszewicz
c/o Hamilton Sorter Co., Inc.

3158 Production Drive
Fairfield, Ohio 45014
Tel: (513) 870-4478
Fax: (513) 870-4468


May 14, 2002

Tab Products Co.
935 Lakeview Parkway
Suite 195
Vernon Hills, Illinois 60061-1442
Attention: Caroline A. Damask

Re: Notice of Nomination of Persons for Election as Directors

Dear Ms. Damask:

        I am, as of the date hereof, the record and beneficial owner of 100 shares of the Common Stock, $0.01 par value per share (“Common Stock”) of Tab Products Co. (the “Corporation”). I am therefore entitled to nominate persons for election as directors at the Corporation’s 2002 annual meeting (the “Annual Meeting”).

        In accordance with Article II, Section 11 of the Corporation’s Third Amended and Restated Bylaws (the “Bylaws”), I am submitting this letter to nominate John W. Boustead, Mark J. Dessy, Watkins C. Johnston, Addison Lanier, II, David Pease, III, and myself (the “Nominees”) for election as directors at the Annual Meeting.

        Based upon publicly filed information available on the date hereof, I understand that seven directors are to be elected at the Annual Meeting. However, I request that you inform me promptly if there has been any change in such publicly filed information, including any increase in the number of directors to be elected at the Annual Meeting (either because the Board of Directors is enlarged or otherwise), so that I can act promptly to determine whether to make further nomination(s). I hereby reserve the right to nominate additional nominees. Such additional nominations to be made by me, if any, are without prejudice to any position I may take with respect to a possible allegation that an attempt by the Corporation to increase the current size of the Board of Directors constitutes an unlawful manipulation of the Corporation’s corporate machinery. While it might not be possible under those circumstances to comply with the time periods of Article II, Section 11 of the Bylaws, I believe that the failure of the Corporation to permit additional nominations under those circumstances would be invalid and illegal. Similarly, if fewer than six directors are to be elected because the size of the Board of Directors is reduced, I request that you inform me promptly, so that I may notify you which of my six nominees listed herein will be so nominated.

        If this letter shall be deemed for any reason by a court of competent jurisdiction to be ineffective with respect to the nomination of any Nominees at the Annual Meeting, or if any individual Nominee shall be unable to serve for any reason, this letter shall continue to be effective with respect to the remaining Nominee(s) and as to any replacement Nominee(s) selected by me.

        In accordance with Article II, Section 11 of the Bylaws, I hereby advise you that:

  1. my name and address are set forth above; the names and addresses (business and residence) of the Nominees are set forth in Exhibits A-F;

  2. I represent that, as of the date hereof, (i) I am the record and beneficial owner of 100 shares of Common Stock of the Corporation entitled to vote for the election of directors; (ii) I undertake to continue to hold such 100 shares of Common Stock through the record date for the Annual Meeting; and (iii) I intend to appear in person or by proxy at the Annual Meeting to nominate the Nominees;

  3. each of the Nominees has agreed to be nominated by me for election as a director, to be named in any proxy statement published by the Corporation or me, Hamilton Sorter Co., Inc. (“Hamilton Sorter”) or any affiliate of Hamilton Sorter pursuant to the proxy rules of the Securities and Exchange Commission (the “SEC”) in connection with the election of directors at the Annual Meeting and, if elected, to serve as a director of the Corporation. Except as indicated above and in Exhibits A-F, there are no arrangements or understandings between me or Hamilton Sorter and any of the Nominees and any other person or persons pursuant to which the nominations are to be made by me. You may note that I am the Chief Executive Officer of Hamilton Sorter and, through my relationship with Hamilton Sorter and ownership of shares of the Corporation, I am a member of the group of filers of the Amended Schedule 13D (defined below). You may also note that other Nominees, particularly Mr. Dessy and Mr. Johnston, are also members of this filing group;

  4. the information regarding each of the Nominees that would be required to be included in a proxy statement filed pursuant to the proxy rules of the SEC, had the nominee been nominated (or intended to be nominated) by the Corporation’s Board of Directors, is set forth in Exhibits A-F and such information is supplemented by information contained in the Schedule 13D filed by Hamilton Sorter on February 8, 2001, as amended (the “Amended Schedule 13D”);

  5. the consents of each of the Nominees to be named as nominees in any proxy statement referred to above and to serve as a director of the Corporation, if so elected, are set forth in Exhibits A-F; and

  6. I certify that none of the Nominees is now an officer or employee of the Corporation, and that each Nominee otherwise meets the qualifications to serve as a director of the Corporation prescribed in the Bylaws.

Very truly yours,


Ted Jaroszewicz

Receipt of a copy of the
foregoing letter is acknowledged.

TAB PRODUCTS CO.

By:                                                  
Name:                                             
Title:                                                


cc:   Diane Holt Frankle, Esq.
        William M. Lafferty, Esq.
        Edward E. Steiner, Esq.

Exhibit A

  1. Name, age and addresses of Nominee:

              John W. Boustead
               Age: 55
               Born: January 5, 1947

    Business and Residential Addresses:

               3158 Production Drive, Fairfield, Ohio, 45014 (Business)

               102 S. Peach Tree Lane, Republic, Missouri, 65738 (Residence)

  2. Principal Occupation and Directorships:

    Since March 1999, Mr. Boustead has served as the Senior Executive of Hamilton Sorter Co., Inc. From April 1995 through March 1999, Mr. Boustead served as President and Chief Operating Officer of Toftrees Consulting, Inc., a consulting company that provides services to underperforming organizations. From December 1992 through April 1995, Mr. Boustead served as President and Chief Operating Officer of Fisher Products Group, a $400 million division of Fisher Scientific International, Inc., a manufacturer and distributor of industrial products. From April 1986 through December 1992, Mr. Boustead served as President and Chief Operating Officer of Hamilton Industries, Inc., a $135 million manufacturer of laboratory products and services which was purchased by Fischer Scientific International, Inc. in December 1992. Mr. Boustead's salary and benefits are paid by Hamilton Sorter Co., Inc.

  3. The Nominee is not involved in any material legal proceeding in which he is a party adverse to, or has a material interest adverse to that of Tab Products Co. (the "Corporation") or any of its subsidiaries.

  4. The Nominee was not nominated as a director pursuant to any agreement or understanding between the Nominee and any other person(s). As set forth in Item 2 above, the Nominee is the Senior Executive of Hamilton Sorter Co., Inc., an affiliate of the stockholder of the Corporation submitting the nomination.

  5. The Nominee has never held any position or office with the Corporation, nor served as a Director of the Corporation.

  6. To the best of Nominee’s knowledge, there exists no family relationship between the Nominee and any director, any nominee for election as director or any executive officer of the Corporation.

  7. Presently, except as may be set forth in Item 2 above, the Nominee is not a director or a nominee for election as director of any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment Company Act of 1940.

  8. 8. Within the past five years, no petition under the Federal bankruptcy laws or any state insolvency law has been filed by or against, and no receiver, fiscal agent or similar court appointed officer has been appointed for the business or property of the Nominee or (a) any partnership in which the Nominee was a general partner, or (b) any corporation of which the Nominee was an executive officer, in either case at or within two years before the time of such filing.

  9. Within the past five years, the Nominee has not been convicted in a criminal proceeding (excluding traffic violations or other minor offenses).

  10. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, that permanently or temporarily enjoined any of the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws.

  11. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in clause (i) of item 10, above, or the right to be associated with persons engaged in any such activity.

  12. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any Federal or State securities law.

  13. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law.

  14. The Nominee does not currently and does not expect, (other than pursuant to the Corporation’s existing plans and policies relating to Directors) if elected, to receive any cash compensation, bonus, deferred compensation, pension plan coverage, stock option or stock appreciation rights from the Corporation.

  15. Neither the Nominee nor, to the best of the Nominee’s knowledge, any of the Nominee’s associates or immediate family members had or has a direct or indirect material interest in any transaction or series of similar transactions with the Corporation or any of its subsidiaries in which the amount involved exceeds $60,000 and which has occurred since May 31, 2000 or is currently proposed.

  16. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity that has made, or proposes to make, payments to the Corporation or its subsidiaries for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last full fiscal year.

  17. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own, (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries has made or proposes to make payments for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last fiscal year.

  18. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record, or beneficially), an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries was indebted in an aggregate amount in excess of five percent of the Corporation’s total consolidated assets as of May 31, 2001.

  19. The Nominee is not, and during 2000, 2001 or 2002 was not, a member of, or of counsel to, a law firm that the Corporation retained during 2000, 2001 or 2002, or to the best of Nominee’s knowledge, proposes to retain during the current fiscal year.

  20. The Nominee is not, and during 2000, 2001 or 2002 was not, a partner or executive officer of any investment banking firm that has performed services for the Corporation during 2000, 2001 or 2002 or that the Corporation proposes to have perform services during the Corporation’s current fiscal year.

  21. The Nominee is not involved in any relations with the Corporation that are substantially similar in scope to those listed and described in items 16 through 20 above.

  22. Since May 31, 2000, the Nominee has not been, and to the best of the Nominee’s knowledge none of the following persons has been, indebted to the Corporation or any of its subsidiaries in an amount that exceeds $60,000: (i) any immediate family members of the Nominee; (ii) any corporation or organization of which the Nominee is an executive officer or partner or is, directly or indirectly, the beneficial owner of ten percent or more of any class of equity securities; or (iii) any trust or estate in which the Nominee has a substantial beneficial interest or serves as a trustee or in a similar capacity.

  23. The Nominee is not, directly or indirectly, the beneficial owner (as defined in Rule 13d-3 under the Exchange Act of 1934) of any securities of the Corporation except that he may be deemed to be the beneficial owner of 339,100 shares of Common Stock owned by Hamilton Sorter Co., Inc. and Ted Jaroszewicz, an affiliate thereof, because he is the Senior Executive of Hamilton Sorter Co., Inc. The Nominee owns no securities issued by the Corporation of record that he does not own beneficially.

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CONSENT TO SERVE AS DIRECTOR



         I hereby consent to be named as a nominee for election as a director of Tab Products Co. in any proxy statement published by Tab Products Co. or Hamilton Sorter Co., Inc. or an affiliate thereof, including Ted Jaroszewicz, pursuant to the proxy rules of the Securities and Exchange Commission in connection with the election of directors at the 2002 Annual Meeting of Stockholders of Tab Products Co. and to serve as a director of Tab Products Co. if so elected.

JOHN W. BOUSTEAD
Date: May 9, 2002

Exhibit B

  1. Name, age and addresses of Nominee:

               Mark J. Dessy
               Age: 48
               Born: August 26, 1953

    Business and Residential Addresses:

              15100 S. Figueroa Street, Gardena, CA 90248 (Business)

               #8 Maverick Lane, Rolling Hills, CA 90274 (Residence)

  2. Principal Occupation and Directorships:

    Since January 1998, Mark J. Dessy has served as the Chief Executive Officer of New Maverick Desk Inc., a wholly owned subsidiary of Workstream Inc., the parent company of Hamilton Sorter Co., Inc. Mr. Dessy has served as a director of Workstream Inc. since January 1998 and New Maverick Desk Inc. since January 1998. Mr. Dessy also founded Maverick Desk Manufacturing Inc. in 1991 before he sold it to Workstream Inc. in January 1998.

  3. The Nominee is not involved in any material legal proceeding in which he is a party adverse to, or has a material interest adverse to, that of Tab Products Co. (the "Corporation") or any of its subsidiaries.

  4. The Nominee was not nominated as a director pursuant to any agreement or understanding between the Nominee and any other person(s). As set forth in Item 2 above, the Nominee is a director of Workstream Inc., the parent company of Hamilton Sorter Co., Inc., an affiliate of the stockholder submitting the nomination.

  5. The Nominee has never held any position or office with the Corporation, nor served as a Director of the Corporation.

  6. To the best of Nominee’s knowledge, there exists no family relationship between the Nominee and any director, any nominee for election as director or any executive officer of the Corporation.

  7. Presently, except as may be set forth in Item 2 above, the Nominee is not a director or a nominee for election as director of any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment Company Act of 1940.

  8. Within the past five years, no petition under the Federal bankruptcy laws or any state insolvency law has been filed by or against, and no receiver, fiscal agent or similar court appointed officer has been appointed for the business or property of the Nominee or (a) any partnership in which the Nominee was a general partner, or (b) any corporation of which the Nominee was an executive officer, in either case at or within two years before the time of such filing.

  9. Within the past five years, the Nominee has not been convicted in a criminal proceeding (excluding traffic violations or other minor offenses).

  10. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, that permanently or temporarily enjoined any of the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws.

  11. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in clause (i) of item 10, above, or the right to be associated with persons engaged in any such activity.

  12. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any Federal or State securities law.

  13. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law.

  14. The Nominee does not currently and does not expect, (other than pursuant to the Corporation’s existing plans and policies relating to Directors) if elected, to receive any cash compensation, bonus, deferred compensation, pension plan coverage, stock option or stock appreciation rights from the Corporation.

  15. Neither the Nominee nor, to the best of the Nominee’s knowledge, any of the Nominee’s associates or immediate family members had or has a direct or indirect material interest in any transaction or series of similar transactions with the Corporation or any of its subsidiaries in which the amount involved exceeds $60,000 and which has occurred since May 31, 2000 or is currently proposed.

  16. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity that has made, or proposes to make, payments to the Corporation or its subsidiaries for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last full fiscal year.

  17. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own, (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries has made or proposes to make payments for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last fiscal year.

  18. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record, or beneficially), an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries was indebted in an aggregate amount in excess of five percent of the Corporation’s total consolidated assets as of May 31, 2001.

  19. The Nominee is not, and during 2000, 2001 or 2002 was not, a member of, or of counsel to, a law firm that the Corporation retained during 2000, 2001 or 2002, or to the best of Nominee’s knowledge, proposes to retain during the current fiscal year.

  20. The Nominee is not, and during 2000, 2001 or 2002 was not, a partner or executive officer of any investment banking firm that has performed services for the Corporation during 2000, 2001 or 2002 or that the Corporation proposes to have perform services during the Corporation’s current fiscal year.

  21. The Nominee is not involved in any relations with the Corporation that are substantially similar in scope to those listed and described in items 16 through 20 above.

  22. Since May 31, 2000, the Nominee has not been, and to the best of the Nominee’s knowledge none of the following persons has been, indebted to the Corporation or any of its subsidiaries in an amount that exceeds $60,000: (i) any immediate family members of the Nominee; (ii) any corporation or organization of which the Nominee is an executive officer or partner or is, directly or indirectly, the beneficial owner of ten percent or more of any class of equity securities; or (iii) any trust or estate in which the Nominee has a substantial beneficial interest or serves as a trustee or in a similar capacity.

  23. The Nominee is not, directly or indirectly, the beneficial owner (as defined in Rule 13d-3 under the Exchange Act of 1934) of any securities of the Corporation except for the 5,000 he owns as disclosed in the Amended Schedule 13D and that he may be deemed to be the beneficial owner of 339,100 shares of Common Stock owned by Hamilton Sorter Co., Inc. and Ted Jaroszewicz, an affiliate thereof, because he is a director of Workstream Inc., the parent company of Hamilton Sorter Co., Inc. The Nominee owns no securities issued by the Corporation of record that he does not own beneficially.

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CONSENT TO SERVE AS DIRECTOR

          I hereby consent to be named as a nominee for election as a director of Tab Products Co. in any proxy statement published by Tab Products Co. or Hamilton Sorter Co., Inc. or an affiliate thereof, including Ted Jaroszewicz, pursuant to the proxy rules of the Securities and Exchange Commission in connection with the election of directors at the 2002 Annual Meeting of Stockholders of Tab Products Co. and to serve as a director of Tab Products Co. if so elected.

MARK J. DESSY
Date: May 9, 2002

Exhibit C

  1. Name, age and address of Nominee:

               Ted Jaroszewicz
               Age: 44
               Born: November 8, 1957

    Business and Residential Addresses:

               3158 Production Drive, Fairfield, Ohio 45014 (Business)

               7900 Finley Lane, Indian Hill, Ohio 45242 (Residence)

  2. Principal Occupation and Directorships:

    Ted Jaroszewicz has been the President and a director of Workstream Inc., the parent company of Hamilton Sorter Co., Inc., since 1989. In addition, since 1991 Mr. Jaroszewicz has served as the Chief Executive Officer and a director of Hamilton Sorter Co., Inc., and, since January 1998, he has been a director of New Maverick Desk Inc., which is a wholly owned subsidiary of Workstream Inc. Since 1989, Mr. Jaroszewicz has been President of HS Morgan Inc., the general partner of the HS Morgan Limited Partnership, which is the sole shareholder of Workstream Inc. Mr. Jaroszewicz is also a member of the Indian Hill Exempted Village Board of Education, a member of the Vestry of the Christ Church Cathedral (Episcopal) of Cincinnati, and member of the Board of Directors of Employers Resource Association of Cincinnati. Mr. Jaroszewicz's salary and benefits are paid by Hamilton Sorter Co., Inc.

  3. The Nominee is not involved in any material legal proceeding in which he is a party adverse to, or has a material interest adverse to, that of Tab Products Co. (the "Corporation") or any of its subsidiaries.

  4. The Nominee was not nominated as a director pursuant to any agreement or understanding between the Nominee and any other person(s). As set forth in Item 2 above, the Nominee is the Chief Executive Officer and director of Hamilton Sorter Co., Inc., an affiliate of the other Nominees as disclosed in Exhibits A-F.

  5. The Nominee has never held any position or office with the Corporation, nor served as a Director of the Corporation.

  6. To the best of Nominee’s knowledge, there exists no family relationship between the Nominee and any director, any nominee for election as director or any executive officer of the Corporation.

  7. Presently, except as may be set forth in Item 2 above, the Nominee is not a director or a nominee for election as director of any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment Company Act of 1940.

  8. Within the past five years, no petition under the Federal bankruptcy laws or any state insolvency law has been filed by or against, and no receiver, fiscal agent or similar court appointed officer has been appointed for the business or property of the Nominee or (a) any partnership in which the Nominee was a general partner, or (b) any corporation of which the Nominee was an executive officer, in either case at or within two years before the time of such filing.

  9. Within the past five years, the Nominee has not been convicted in a criminal proceeding (excluding traffic violations or other minor offenses).

  10. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, that permanently or temporarily enjoined any of the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws.

  11. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in clause (i) of item 10, above, or the right to be associated with persons engaged in any such activity.

  12. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any Federal or State securities law.

  13. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law.

  14. The Nominee does not currently and does not expect, (other than pursuant to the Corporation’s existing plans and policies relating to Directors) if elected, to receive any cash compensation, bonus, deferred compensation, pension plan coverage, stock option or stock appreciation rights from the Corporation.

  15. Neither the Nominee nor, to the best of the Nominee’s knowledge, any of the Nominee’s associates or immediate family members had or has a direct or indirect material interest in any transaction or series of similar transactions with the Corporation or any of its subsidiaries in which the amount involved exceeds $60,000 and which has occurred since May 31, 2000 or is currently proposed.

  16. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity that has made, or proposes to make, payments to the Corporation or its subsidiaries for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last full fiscal year.

  17. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own, (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries has made or proposes to make payments for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last fiscal year.

  18. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record, or beneficially), an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries was indebted in an aggregate amount in excess of five percent of the Corporation’s total consolidated assets as of May 31, 2001.

  19. The Nominee is not, and during 2000, 2001 or 2002 was not, a member of, or of counsel to, a law firm that the Corporation retained during 2000, 2001 or 2002, or to the best of Nominee’s knowledge, proposes to retain during the current fiscal year.

  20. The Nominee is not, and during 2000, 2001 or 2002 was not, a partner or executive officer of any investment banking firm that has performed services for the Corporation during 2000, 2001 or 2002 or that the Corporation proposes to have perform services during the Corporation’s current fiscal year.

  21. The Nominee is not involved in any relations with the Corporation that are substantially similar in scope to those listed and described in items 16 through 20 above.

  22. Since May 31, 2000, the Nominee has not been, and to the best of the Nominee’s knowledge none of the following persons has been, indebted to the Corporation or any of its subsidiaries in an amount that exceeds $60,000: (i) any immediate family members of the Nominee; (ii) any corporation or organization of which the Nominee is an executive officer or partner or is, directly or indirectly, the beneficial owner of ten percent or more of any class of equity securities; or (iii) any trust or estate in which the Nominee has a substantial beneficial interest or serves as a trustee or in a similar capacity.

  23. The Nominee is not, directly or indirectly, the beneficial owner (as defined in Rule 13d-3 under the Exchange Act of 1934) of any securities of the Corporation not disclosed in the cover letter accompanying this material except that he may be deemed to be the beneficial owner of 339,100 shares of Common Stock owned by Hamilton Sorter because he is the Chief Executive Officer of Hamilton Sorter Co., Inc., and is a member of the Schedule 13D filing group of Hamilton Sorter. The Nominee owns no securities issued by the Corporation of record that he does not own beneficially.

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CONSENT TO SERVE AS DIRECTOR

        I hereby consent to be named as a nominee for election as a director of Tab Products Co. in any proxy statement published by Tab Products Co. or Hamilton Sorter Co., Inc. or an affiliate thereof, including myself, pursuant to the proxy rules of the Securities and Exchange Commission in connection with the election of directors at the 2002 Annual Meeting of Stockholders of Tab Products Co. and to serve as a director of Tab Products Co. if so elected.

TED JAROSZEWICZ
Date: May 9, 2002

Exhibit D

  1. Name, age and addresses of Nominee:

               Name: Watkins C. Johnston
               Age: 61
               Born: May 5, 1941

    Business and Residential Addresses:

               1100 Chandler Street, Montgomery, Alabama 36102 (Business)

               1738 Pineneedle Road, Montgomery, Alabama 36106 (Residence)
  2. Principal Occupation and Directorships:

    Mr. Johnston has been an owner of STS Filing Products, Inc. (formerly known as Sav-Tyme Systems, Inc.) and its Chief Executive Officer since 1986. Mr. Johnston also served as a director of Union Bank and Trust Company from 1991 to 1994 and from 1980 to 1985 served as a director of Gulf America Fire and Casualty Co. Additionally, Mr. Johnston has served as a director of Regions Bank since 1994. From 1991 to the present, Mr. Johnston is the President of Johnston Cattle Co.

  3. The Nominee is not involved in any material legal proceeding in which he is a party adverse to, or has a material interest adverse to that of Tab Products Co. (the "Corporation") or any of its subsidiaries.

  4. The Nominee was not nominated as a director pursuant to any agreement or understanding between the Nominee and any other person(s).

  5. The Nominee has never held any position or office with the Corporation, nor served as a Director of the Corporation.

  6. To the best of Nominee’s knowledge, there exists no family relationship between the Nominee and any director, any nominee for election as director or any executive officer of the Corporation.

  7. Presently, except as may be set forth in Item 2 above, the Nominee is not a director or a nominee for election as director of any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment Company Act of 1940.

  8. Within the past five years, no petition under the Federal bankruptcy laws or any state insolvency law has been filed by or against, and no receiver, fiscal agent or similar court appointed officer has been appointed for the business or property of the Nominee or (a) any partnership in which the Nominee was a general partner, or (b) any corporation of which the Nominee was an executive officer, in either case at or within two years before the time of such filing.

  9. Within the past five years, the Nominee has not been convicted in a criminal proceeding (excluding traffic violations or other minor offenses).

  10. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, that permanently or temporarily enjoined any of the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws.

  11. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in clause (i) of item 10, above, or the right to be associated with persons engaged in any such activity.

  12. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any Federal or State securities law.

  13. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law.

  14. The Nominee does not currently and does not expect, (other than pursuant to the Corporation’s existing plans and policies relating to Directors) if elected, to receive any cash compensation, bonus, deferred compensation, pension plan coverage, stock option or stock appreciation rights from the Corporation.

  15. Neither the Nominee nor, to the best of the Nominee’s knowledge, any of the Nominee’s associates or immediate family members had or has a direct or indirect material interest in any transaction or series of similar transactions with the Corporation or any of its subsidiaries in which the amount involved exceeds $60,000 and which has occurred since May 31, 2000 or is currently proposed.

  16. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity that has made, or proposes to make, payments to the Corporation or its subsidiaries for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last full fiscal year.

  17. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own, (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries has made or proposes to make payments for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last fiscal year.

  18. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record, or beneficially), an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries was indebted in an aggregate amount in excess of five percent of the Corporation’s total consolidated assets as of May 31, 2001.

  19. The Nominee is not, and during 2000, 2001 or 2002 was not, a member of, or of counsel to, a law firm that the Corporation retained during 2000, 2001 or 2002, or to the best of Nominee’s knowledge, proposes to retain during the current fiscal year.

  20. The Nominee is not, and during 2000, 2001 or 2002 was not, a partner or executive officer of any investment banking firm that has performed services for the Corporation during 2000, 2001 or 2002 or that the Corporation proposes to have perform services during the Corporation’s current fiscal year.

  21. The Nominee is not involved in any relations with the Corporation that are substantially similar in scope to those listed and described in items 16 through 20 above.

  22. Since May 31, 2000, the Nominee has not been, and to the best of the Nominee’s knowledge none of the following persons has been, indebted to the Corporation or any of its subsidiaries in an amount that exceeds $60,000: (i) any immediate family members of the Nominee; (ii) any corporation or organization of which the Nominee is an executive officer or partner or is, directly or indirectly, the beneficial owner of ten percent or more of any class of equity securities; or (iii) any trust or estate in which the Nominee has a substantial beneficial interest or serves as a trustee or in a similar capacity.

  23. The Nominee is not, directly or indirectly, the beneficial owner (as defined in Rule 13d-3 under the Exchange Act of 1934) of any securities of the Corporation except for the 1,000 shares he owns as disclosed in the Amended Schedule 13D. The Nominee owns no securities issued by the Corporation of record that he does not own beneficially.

[Remainder of page intentionally left blank.]

CONSENT TO SERVE AS DIRECTOR

         I hereby consent to be named as a nominee for election as a director of Tab Products Co. in any proxy statement published by Tab Products Co. or Hamilton Sorter Co., Inc. (or an affiliate thereof) pursuant to the proxy rules of the Securities and Exchange Commission in connection with the election of directors at the 2002 Annual Meeting of Stockholders of Tab Products Co. and to serve as a director of Tab Products Co. if so elected.

WATKINS C. JOHNSTON
Date: May 9, 2002

Exhibit E

  1. Name, age and addresses of Nominee:

               Addison Lanier, II
               Age: 48
               Born: January 1, 1954

    Business and Residential Addresses:

               3000 Carew Tower, 441 Vine Street, Cincinnati, Ohio 45202 (Business)

  2. Principal Occupation and Directorships:

    Mr. Lanier engages in investing activities primarily for his own and his family's account. He has been Chairman of Scinet Development & Holdings Inc., a closely held investment company, since 2000, and was its President from 1990 through 2000. Mr. Lanier has also been a director of Hannibal Land Company, a closely held land development company, since 1989.

  3. The Nominee is not involved in any material legal proceeding in which he is a party adverse to, or has a material interest adverse to that of Tab Products Co. (the "Corporation") or any of its subsidiaries.

  4. The Nominee was not nominated as a director pursuant to any agreement or understanding between the Nominee and any other person(s). As set forth in Item 2 above, the Nominee is a director of Hamilton Sorter Co., Inc., an affiliate of stockholder submitting the nomination.

  5. The Nominee has never held any position or office with the Corporation, nor served as a Director of the Corporation.

  6. To the best of Nominee’s knowledge, there exists no family relationship between the Nominee and any director, any nominee for election as director or any executive officer of the Corporation.

  7. Presently, except as may be set forth in Item 2 above, the Nominee is not a director or a nominee for election as director of any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment Company Act of 1940.

  8. Within the past five years, no petition under the Federal bankruptcy laws or any state insolvency law has been filed by or against, and no receiver, fiscal agent or similar court appointed officer has been appointed for the business or property of the Nominee or (a) any partnership in which the Nominee was a general partner, or (b) any corporation of which the Nominee was an executive officer, in either case at or within two years before the time of such filing.

  9. Within the past five years, the Nominee has not been convicted in a criminal proceeding (excluding traffic violations or other minor offenses).

  10. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, that permanently or temporarily enjoined any of the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws.

  11. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in clause (i) of item 10, above, or the right to be associated with persons engaged in any such activity.

  12. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any Federal or State securities law.

  13. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law.

  14. The Nominee does not currently and does not expect, (other than pursuant to the Corporation’s existing plans and policies relating to Directors) if elected, to receive any cash compensation, bonus, deferred compensation, pension plan coverage, stock option or stock appreciation rights from the Corporation.

  15. Neither the Nominee nor, to the best of the Nominee’s knowledge, any of the Nominee’s associates or immediate family members had or has a direct or indirect material interest in any transaction or series of similar transactions with the Corporation or any of its subsidiaries in which the amount involved exceeds $60,000 and which has occurred since May 31, 2000 or is currently proposed.

  16. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity that has made, or proposes to make, payments to the Corporation or its subsidiaries for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last full fiscal year.

  17. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own, (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries has made or proposes to make payments for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last fiscal year.

  18. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record, or beneficially), an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries was indebted in an aggregate amount in excess of five percent of the Corporation’s total consolidated assets as of May 31, 2001.

  19. The Nominee is not, and during 2000, 2001 or 2002 was not, a member of, or of counsel to, a law firm that the Corporation retained during 2000, 2001 or 2002, or to the best of Nominee’s knowledge, proposes to retain during the current fiscal year.

  20. The Nominee is not, and during 2000, 2001 or 2002 was not, a partner or executive officer of any investment banking firm that has performed services for the Corporation during 2000, 2001 or 2002 or that the Corporation proposes to have perform services during the Corporation’s current fiscal year.

  21. The Nominee is not involved in any relations with the Corporation that are substantially similar in scope to those listed and described in items 16 through 20 above.

  22. Since May 31, 2000, the Nominee has not been, and to the best of the Nominee’s knowledge none of the following persons has been, indebted to the Corporation or any of its subsidiaries in an amount that exceeds $60,000: (i) any immediate family members of the Nominee; (ii) any corporation or organization of which the Nominee is an executive officer or partner or is, directly or indirectly, the beneficial owner of ten percent or more of any class of equity securities; or (iii) any trust or estate in which the Nominee has a substantial beneficial interest or serves as a trustee or in a similar capacity.

  23. The Nominee is not, directly or indirectly, the beneficial owner (as defined in Rule 13d-3 under the Exchange Act of 1934) of any securities of the Corporation. The Nominee owns no securities issued by the Corporation of record that he does not own beneficially.

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CONSENT TO SERVE AS DIRECTOR

         I hereby consent to be named as a nominee for election as a director of Tab Products Co. in any proxy statement published by Tab Products Co. or Hamilton Sorter Co., Inc. or an affiliate thereof, including Ted Jaroszewicz, pursuant to the proxy rules of the Securities and Exchange Commission in connection with the election of directors at the 2002 Annual Meeting of Stockholders of Tab Products Co. and to serve as a director of Tab Products Co. if so elected.

ADDISON LANIER, II
Date: May 9, 2002

Exhibit F

  1. Name, age and addresses of Nominee:

               David Pease, III
               Age: 42
               Born: June 1, 1959

    Business and Residential Addresses:

               1100 Rookwood Drive, Cincinnati, OH 45208

  2. Principal Occupation and Directorships:

    Mr. Pease now engages in investing activities primarily for his own account. From 1981 to 1999 Mr. Pease was an owner of Pease Industries, Inc., a Fairfield Ohio based national manufacturer of building materials. Mr. Pease became President of Pease Industries, Inc. in 1999. Since 1998 Mr. Pease has been a member of the Board of Directors of each of Hamilton Sorter Co., Inc. and Workstream Inc., the parent company of Hamilton Sorter Co., Inc.

  3. The Nominee is not involved in any material legal proceeding in which he is a party adverse to, or has a material interest adverse to that of Tab Products Co. (the "Corporation") or any of its subsidiaries.

  4. The Nominee was not nominated as a director pursuant to any agreement or understanding between the Nominee and any other person(s). As set forth in Item 2 above, the Nominee is a director of Hamilton Sorter Co., Inc., an affiliate of stockholder submitting the nomination.

  5. The Nominee has never held any position or office with the Corporation, nor served as a Director of the Corporation.

  6. To the best of Nominee’s knowledge, there exists no family relationship between the Nominee and any director, any nominee for election as director or any executive officer of the Corporation.

  7. Presently, except as may be set forth in Item 2 above, the Nominee is not a director or a nominee for election as director of any company with a class of securities registered pursuant to Section 12 of the Exchange Act or subject to the requirements of Section 15(d) of the Exchange Act or any company registered as an investment company under the Investment Company Act of 1940.

  8. Within the past five years, no petition under the Federal bankruptcy laws or any state insolvency law has been filed by or against, and no receiver, fiscal agent or similar court appointed officer has been appointed for the business or property of the Nominee or (a) any partnership in which the Nominee was a general partner, or (b) any corporation of which the Nominee was an executive officer, in either case at or within two years before the time of such filing.

  9. Within the past five years, the Nominee has not been convicted in a criminal proceeding (excluding traffic violations or other minor offenses).

  10. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, that permanently or temporarily enjoined any of the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment adviser, underwriter, broker or dealer in securities, or as an affiliated person, director or employee of any investment company bank, savings and loan association or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of Federal or State securities laws or Federal commodities laws.

  11. Within the past five years, the Nominee has not been the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any Federal or State authority barring, suspending or otherwise limiting for more than 60 days the right to engage in any activity described in clause (i) of item 10, above, or the right to be associated with persons engaged in any such activity.

  12. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Securities and Exchange Commission to have violated any Federal or State securities law.

  13. Within the past five years, the Nominee has not been found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law.

  14. The Nominee does not currently and does not expect, (other than pursuant to the Corporation’s existing plans and policies relating to Directors) if elected, to receive any cash compensation, bonus, deferred compensation, pension plan coverage, stock option or stock appreciation rights from the Corporation.

  15. Neither the Nominee nor, to the best of the Nominee’s knowledge, any of the Nominee’s associates or immediate family members had or has a direct or indirect material interest in any transaction or series of similar transactions with the Corporation or any of its subsidiaries in which the amount involved exceeds $60,000 and which has occurred since May 31, 2000 or is currently proposed.

  16. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity that has made, or proposes to make, payments to the Corporation or its subsidiaries for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last full fiscal year.

  17. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own, (of record or beneficially) an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries has made or proposes to make payments for property or services in excess of five percent of (i) the Corporation’s consolidated gross revenues for 2000, 2001 or 2002 or (ii) the other entity’s consolidated gross revenues for its last fiscal year.

  18. The Nominee has not been an executive officer of, does not own and did not during 2000, 2001 or 2002 own (of record, or beneficially), an equity interest in excess of ten percent of any business or professional entity to which the Corporation or its subsidiaries was indebted in an aggregate amount in excess of five percent of the Corporation’s total consolidated assets as of May 31, 2001.

  19. The Nominee is not, and during 2000, 2001 or 2002 was not, a member of, or of counsel to, a law firm that the Corporation retained during 2000, 2001 or 2002, or to the best of Nominee’s knowledge, proposes to retain during the current fiscal year.

  20. The Nominee is not, and during 2000, 2001 or 2002 was not, a partner or executive officer of any investment banking firm that has performed services for the Corporation during 2000, 2001 or 2002 or that the Corporation proposes to have perform services during the Corporation’s current fiscal year.

  21. The Nominee is not involved in any relations with the Corporation that are substantially similar in scope to those listed and described in items 16 through 20 above.

  22. Since May 31, 2000, the Nominee has not been, and to the best of the Nominee’s knowledge none of the following persons has been, indebted to the Corporation or any of its subsidiaries in an amount that exceeds $60,000: (i) any immediate family members of the Nominee; (ii) any corporation or organization of which the Nominee is an executive officer or partner or is, directly or indirectly, the beneficial owner of ten percent or more of any class of equity securities; or (iii) any trust or estate in which the Nominee has a substantial beneficial interest or serves as a trustee or in a similar capacity.

  23. The Nominee is not, directly or indirectly, the beneficial owner (as defined in Rule 13d-3 under the Exchange Act of 1934) of any securities of the Corporation except that he may be deemed to be the beneficial owner of 339,100 shares of Common Stock owned by Hamilton Sorter Co., Inc. and Ted Jaroszewicz, an affiliate thereof, because he is a director of Hamilton Sorter Co., Inc. The Nominee owns no securities issued by the Corporation of record that he does not own beneficially.

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CONSENT TO SERVE AS DIRECTOR

         I hereby consent to be named as a nominee for election as a director of Tab Products Co. in any proxy statement published by Tab Products Co. or Hamilton Sorter Co., Inc. or an affiliate thereof, including Ted Jaroszewicz, pursuant to the proxy rules of the Securities and Exchange Commission in connection with the election of directors at the 2002 Annual Meeting of Stockholders of Tab Products Co. and to serve as a director of Tab Products Co. if so elected.

DAVID PEASE, III
Date: May 9, 2002