SPECIAL POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS that the undersigned, PARK FINANCIAL GROUP
LTD., an International Business Company existing and operating under the laws
of the British Virgin Islands (the "Company"), and having its registered office
at Citco Building, Wickhams Cay, P.O. Box 662, Road Town, Tortola, British
Virgin Islands, does hereby constitute and appoint:

                          MR. BERNARDO JIMENEZ BARRERA


domiciled at Av. Roble 565 Ote., Valle del Campestre, Garza Garcia, Nuevo Leon
66265, Mexico, as its true and lawful Attorney-in-Fact, with full powers to
represent the Company, in relation to the Company's shareholding in Seminis,
Inc., a Delaware corporation ("Seminis"), and in such capacity to negotiate the
final terms of, execute and deliver in the name and on behalf of the Company all
documents, and to take all other actions, that he in his discretion deems
necessary or appropriate as the Company's representative, including but not
limited to the execution and delivery of a Contribution Agreement, an Indemnity
Agreement, a Stockholders Agreement, and an Escrow Agreement and to sign any and
all papers and documents and to do any and all things on behalf of the Company
as may be deemed necessary or desirable in connection to the transaction
presently scheduled to be signed on the 30th day of May 2003.


IN WITNESS WHEREOF, PARK FINANCIAL GROUP LTD. has caused this Special Power of
Attorney to be duly executed this 29th day of May 2003.


                                        PARK FINANCIAL GROUP LTD.

                                        [Illegible Signature]
                                        --------------------------------------
                                        Tortola Corporation Company Limited
                                        Director


Witness:  [Illegible Signature]
         ------------------------

                                                    [SEAL]