Montlake Community Club
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(last update: 9 April 1997)
MONTLAKE COMMUNITY CLUB
"Cooperating to maintain a fine Montlake Residential District"
PREAMBLEThe object of the Montlake Community Club is to maintain and improve the Montlake neighborhood. These Bylaws are intended to foster a sense of neighborhood community among all who live or work in the Montlake Neighborhood and to maintain and nurture its natural environment and history. These Bylaws should be interpreted to encourage open and thoughtful debate and active participation by all.
Section 1. Qualifications
All residents, property owners and business operators, 18 years of age or older, with Street Addresses in the Montlake Neighborhood are Members of the Montlake Community Club (hereafter "Club" or "Membership").
Section 2. Montlake Neighborhood
The Montlake Neighborhood is that portion of the City of Seattle, Washington, bounded by a line beginning at the Western edge of Montlake Playfield at the intersection of 15th Avenue and Calhoun, South from there to Boyer Ave. E. then Southeast on Boyer Ave. E. to the five corner intersection with 16th Ave. E. and Delmar and from that intersection South along a line to Interlaken Blvd., including all addresses served by the 16th Avenue E. cul de sac, and then Southeast on Interlaken Blvd. to 24th Avenue E, and then south on 24th Avenue E. to E. Galer Street, and then east on E. Galer Street to Lake Washington Blvd., and then North through the Washington Park Arboretum to Union Bay then West following the South shoreline of the Lake Washington Ship Canal to the Western edge of West Montlake Park and from there a line South to Montlake Playfield and then to the beginning intersection of Calhoun and 15th Ave.
Section 3. Declaration of Non-Membership
Any Member may file with the Secretary a declaration of Non-Membership and the Secretary shall keep a record of all such declarations. The declaration can be reversed at any time. This section does not permit the Club to expel any Member.
Section 4. Honorary and Associate Members
The Membership may grant Honorary or Associate Memberships, without voting rights or the right to hold office , to anyone for any length of time.
Section 5. Meetings
Membership meetings shall generally be held at 7:30 p.m. on the second Wednesday of each month (except in July and August) at the Montlake Community Center or the Montlake Elementary School. Notice of the time, place and proposed agenda of General Meetings shall be published in advance in the Newsletter, or by notice to all Neighborhood Addresses. The meetings are open to the public.
Section 6. Voting
Only Members are permitted to vote. Each Member has one vote. Proxy voting is prohibited. All ballots shall become part of the Club Records for a period of at least six months.
Section 7. Agenda
The Agenda of a Meeting is determined by a Standing Rule or Rule of Order passed by the Membership.
Section 8. Annual Meeting
The Annual Meeting is the April meeting.
Section 9. Resolutions
A Club Resolution is a formal motion which states the position of the Club on a vital issue affected by a proposed action or event. All Resolutions must be in writing, signed by the proposer and a copy given to the Secretary.
A Resolution may come to a vote at any Membership Meeting provided the full text of the Resolution is published in the previous Newsletter or, in the alternative, delivered to all Neighborhood Addresses at least seven (7) days before the meeting. A two-thirds vote of the total votes cast is necessary to pass a Resolution.
Section 10. Candidate Endorsements
The Club shall not endorse, nor expend funds, for any candidate for political office. PROVIDED the Club may, by Resolution, endorse, support, take a position and expend money for any propositions, initiatives or other general ballot measures.
Section 11. Expenditures of Club
Funds Expenditure of Club money may be made by Resolution.
ARTICLE II--CLUB RECORDS
Section 1. Records
Club Records include the minutes of the Club and Trustee meetings, correspondence, record books, financial records and accounts, membership lists, corporate records, reports of committees, a copy of each Newsletter, and records of any other sort.
All Club records (either by copies or originals), including corporate records, except the financial records, shall be maintained by, and are the responsibility of, the Secretary. The Treasurer shall maintain and be responsible for all financial records.
Section 2. Access
All Club Records are open to inspection and copying by any Member at a reasonable time and place. No Member information may be disseminated to the public or used for commercial purposes.
Section 3. Publication of Records
The minutes of all Membership and Trustees' meetings, the results of all elections, the creation of all committees and the members thereof, the annual budget, and the year-end Treasurer's report shall be published in the Newsletter.
Section 4. Transfer of Records
All Officers, Directors and Trustees shall, upon leaving office, transfer all Club Records in their possession to their successor or to the Secretary.
Section 1. Composition and Terms of Office
The Officers of the Club shall consist of a President, a VicePresident, a Secretary, andäa Treasurer. The officers are elected at the Annual Meeting for a term of one year. No one can remain in the same office more than two elected terms in succession. All officers must be Members of the Club. The term of office begins after the Annual Meeting is adjourned and continues until a replacement is elected or appointed.
Section 2. Duties, Responsibilities and Powers
It is the duty of the President to:(1) preside at all meetings of the Club and of the Trustees;
(2) to see that the Constitution, Articles of Incorporation, Standing Rules and Bylaws are enforced;
(3) to call such meetings as provided herein;
(4) to have general supervision over all the affairs of the Club;
(5) at the Annual Meeting to make a "Report of the Club" summarizing the operations of the Club during the year;
(6) appoint Members, pursuant to these Bylaws, to perform duties as deemed necessary
(7) shall represent, in person or by designee, the Club at any Seattle Neighborhood Council pursuant to these Bylaws.
In the absence or disability of the Treasurer, the President is empowered and authorized to receive and disburse monies belonging to the Club and to sign checks on the accounts in the Club's name. In the absence or disability of the Secretary, the President is empowered and authorized to appoint a temporary Secretary. Upon the election or appointment of a new President the past president shall attend the Trustee meetings as a non-voting member for a period of six months.
In the absence or disability of the President, his or her duties and responsi-bilities shall be discharged by the VicePresident who will have all the authority of the President.
The Secretary shall keep a record of all business conducted at meetings of the Membership andäof the Board of Trustees. He or she shall:
(1)accept, record, and maintain records of all declarations of non-membership;
(2) conduct the correspondence of the Club;
(3) keep the original or copies of all correspondence;
(4) maintain, and be responsible for, all Club records other than financial records.
The Secretary is the registered agent and his or her address is the official address for corporate purposes. The Secretary may accept payment of dues and shall forthwith transmit the same to the Treasurer.
If the President and the VicePresident are absent from any meeting, the Secretary shall act as President pro tem until a presiding officer is selected.
The Treasurer shall collect all annual dues and receive all monies belonging to the Club and maintain a regular accounting. He or she shall:(1) pay all bills as presented in accordance with the Annual Budget, or asädirected by the Board of Trustees or the Membership;
(2) deposit the funds of the Club in the name of the Club in such bank or banks as may be approved from time to time by the Trustees and maintain separate accounts in such a fashion to prevent the mingling of general Club funds with restricted donations or grants;
(3) submit a statement of accounts at each regular meeting of the Membership or Trustees;
(4) submit a yearend report at the close of the business year;
(5) if required by the Trustees or Membership, give a bond for the faithful performance of his or her obligations to the Club in such amount and with such surety as may periodically be approved by the Trustees, however the premium for such bond shall be paid by the Club;
(6) Maintain, and be responsible for, all Club financial records.
ARTICLE IV--BOARD OF TRUSTEES
Section 1. Composition and Terms of Office
The Board of Directors are called Trustees and are composed of the President, VicePresident, Secretary, and Treasurer of the Club, all serving exofficio, together with nine (9) additional Trustees elected by the Membership. The term of an elected Trustee is three years, with the original terms set so that three Trustees are elected every year. No Trustee, other than ex-officio members, can remain in the same office more than one elected term in succession. All Trustees must be Members of the Club. The term of office begins after the Annual Meeting is adjourned and continues until a replacement is elected or appointed.
Section 2. Duties Responsibilities and Powers
The Trustees manage the Club in accordance with these Bylaws, the Constitution, Articles of Incorporation and Standing Rules, specifically, they shall:(a) Establish an Annual Budget.
(b) Insure high quality, uninterrupted publication and timely neighborhood distribution of the Club Newsletter.
(c) Provide for accurate and up-to-date Club records.
(d) Maintain liability insurance coverage.
(e) Provide notice of all meetings as required by these Bylaws.
. (f) Fill all Officer or Trustee vacancies promptly in accordance with these Bylaws.
(g) Direct the investment and deposit of Club monies.
(h) Maintain communication between the Officers, the Trustees and the Membership for an open exchange of ideas.
(i) Make reasonable expenditures of the Club money.
(j) Review and make recommendations, as needed, for changes to these Bylaws or to the Constitution or Articles of Incorporation.
(k) Promote a sense of community.
(l) Propose an Agenda and provide a Program for the Membership Meetings.
(m) Provide, as necessary, for the timely filing of all reports required by the State in order to maintain any non-profit corporation status.
(n) Maintain and improve the Montlake Neighborhood.
Section 3. Meetings
Trustees meetings shall generally be held at 7:30 p.m. on the third Wednesday of every month, (except July), at a location within the Montlake Neighborhood selected by the President; Provided that the Trustees may set a different schedule to be published in the Newsletter. A meeting of the Trustees may be cancelled by majority vote of the Trustees at a preceding meeting. Special meetings of the Trustees may be called at any time and place by any officer or any three Trustees if there is sufficient Notice, unless such Notice is waived by every Trustee. All Trustee meetings are open to any Member.
Section 4. Voting
Each Trustee, including ex-officio members, has one vote. Neither Absentee nor Proxy voting is permitted.
Section 5. Endorsements & Use of Title of Office
No Officer, Trustee or Director may use his or her title as representing Montlake Community Club, or any of its subordinate bodies, unless so authorized by the Constitution, Articles of Incorporation, the Bylaws, Membership or the Trustees. The Trustees, as a body, may not endorse any political candidate, initiative, or ballot issue.
Section 6. Indemnification of Trustees and Officers
Each Director, Trustee or Officer, now or hereafter serving the Club, and his or her representative, executors and personal representatives, shall be indemnified by the Club against all liabilities, judgments, awards, costs and expenses, including counsel fees, incurred in any proceeding to which he or she may be a party or become involved by reason of being or having been a Trustee, Officer or employee of the Club. In such cases where the Trustee, Officer or employee is guilty of willful misfeasance, misconduct or nonfeasance in the performance of duties or acted outside the scope of authority granted by the Membership, no right of indemnification exists.
Section 7. Conflict of Interest
A conflict of interest exists whenever a Trustee, or his or her immediate family has a financial or political interest or is under contract or employed by either the Club itself or any person, agency, business or other entity that seeks or would desire to influence the Club's actions or polices. Such Trustee shall immediately disclose to the Board the existence of the conflict and, unless permitted by a majority of the remaining Trustees, may not participate in voting on matters affecting such interest.
Section 1. Appointment
The President, with the approval of the Trustees, shall make appointments from the Membership for all committees, standing or special, and committee chairs.
Unless determined in the standing rule or enabling motion, no Committee shall consist of fewer than three members, not including the President who is a non-voting ex officio member of every committee unless otherwise specified.
A chair shall be designated to preside over each committee. Such chair shall either be appointed by the President with the approval of the Trustees; or, at the discretion of the President, shall be elected by the members of the committee with the approval of the Trustees.
Section 2. Duties and Responsibilities
Committees may meet informally. They need not take minutes although any member may submit a statement of position, either majority or minority, for Club records, to be read and considered by the Trustees and the Membership. Two or more Committees may meet together to discuss common problems or issues. Committees are encouraged to seek assistance from the entire Membership. Committee Meetings are open to the Membership.
The Committee chairs shall be responsible for reporting Committee activities to the Trustees or the Membership at least quarterly, and the board shall publish timely summaries of such reports in the Newsletter. In addition, the chair of each standing committee shall present a yearly report of the committee's activities and accomplishments to the Annual Meeting. The chairs of standing committees shall also submit the date, time and place of every committee meeting so that it can be published in the Newsletter.
Committees do not have any authority other than that granted by the Membership, the Trustees or these Bylaws. Designation and appointment of any Committee and any delegation thereto of authority shall not operate to relieve the Board of Trustees or any individual Trustee of any responsibility imposed by law, the Constitution, Articles of Incorporation or the Bylaws.
Section 3. Removal
Appointed members, including chairs, of any Committee may be removed from a Committee by a majority vote of the Trustees.
Section 4. Formation
Standing Committees are created by a Standing Rule enacted by the Membership. Special Committees are created either by the Membership or the Trustees.
ARTICLE VI--MEMBERSHIP IN OTHER ORGANIZATIONS
Section 1. Accepting or Obtaining Membership
The Club may hold membership in other organizations. Application and acceptance of such membership shall be approved by a vote of the Trustees. Such approval shall, by inference, include approval to pay regular dues and to be represented at the meetings of the organization.
Section 2. Representation
The President, or the President's representative, shall represent the Club at meetings of organizations of which the Club is a member. Any such representative may be removed by a majority vote of the Trustees.
Section 3. Duties and Responsibilities of Representatives
Representatives are responsible for reporting their votes and any activities and decisions of the organization to which they are appointed following each meeting that they attend, and at least quarterly. They shall have no authority other than that granted by the Membership, the Trustees, the Constitution, Articles of Incorporation or these Bylaws.
ARTICLE VII--NOMINATIONS & ELECTIONS
Section 1. Nominations
All Nominations for Officers and Trustees may be made either: (1) by the Nominating Committee no later than the March Membership meeting, (2) from the floor at the March Membership meeting, or (3) by written notice signed by the candidate.
All nominations must be received by the Secretary or President at least fourteen (14) days in advance of the election. All nominations for all offices shall be published in the Newsletter prior to any vote.
Section 2. Elections
The election of the Officers and Trustees shall be held at the Annual Meeting. Officers are elected by a majority of the valid votes cast in an office by office race. Trustees shall be elected at large, by plurality vote, with single votes permitted.
Write-in votes are not valid. Contested elections shall be conducted by secret ballot. All ballots shall become part of the Club Records for a period of at least six months.
ARTICLE VIII--VACANCIES & REMOVAL
Section 1. Vacancies
Within 60 days of a vacancy the Trustees shall, by appointment, fill all Trustee and Officer positions. Such appointments shall be until the nextäregular election at which time the Membership shall elect for the balance of the term. No appointment made pursuant to this Article is void or invalid for lack of a quorum of Trustees.
Section 2. Removal
Any Officer or Trustee may be removed by a 2/3 vote of those Members present at a Membership meeting following 30 day Notice of such action given to the Officer or Trustee, and to the Membership.
Section 1. Amount
The annual dues for regular Members shall be determined from time to time by a two-thirds vote of the Trustees.
Section 2. Payment
Payment of Dues is encouraged yet voluntary.
ARTICLE X--NON-PROFIT STATUS
Section 1. Income
No part of the net income of the Club may, under any circumstances, inure to the benefit of any Member, Trustee or Officer. The Club shall not loan money or credit to its Officers, Directors, Trustees or Members. This section does not prevent reimbursement to any Member for approved costs.
ARTICLE XI--DISBURSEMENTS & CONTRACTS
Section 1. Disbursements
All Disbursements shall be by bank check. Checks in the amount of one hundred dollars ($100) or more shall bear the signatures of the Treasurer and at least one other officer authorized by the Board of Trustees or the Membership to sign checks.
Section 2. Contracts
The President, together with the Secretary, shall sign all written contracts and obligations unless otherwiseäprovided by vote of the Trustees or the Membership. No contract is valid or binding upon theäClub unless so signed.
ARTICLE XII--SUSPENSION & AMENDMENT
Section 1. Suspension
No Article or Section of these Bylaws may be suspended. Standing Rules and Rules of Order may be suspended by a 2/3 vote of Members present at a meeting.
Section 2. Amendment
These Bylaws may be amended or repealed at any meeting by 2/3 of the Members voting if: (1) such amendment or motion to repeal is presented in writing, read and discussed at a Club meeting and published in the Newsletter at least 30 days before the vote.
ARTICLE XIII--MISCELLANEOUS RULES
ARTICLE XIII Section 3 amended by the membership on April 9, 1997.
Section 1. Interpretation
Robert's Rules of Order Newly Revised, 9th Edition, Scott, Foresman (1990) shall be the parliamentary authority for the Club on matters not governed by the Constitution, Articles of Incorporation, or Bylaws--Provided, that the Membership may adopt standing rules or rules of order containing simple parliamentary procedures designed to assist and promote participation by all Members.
Section 2. Seal
The Trustees may create a seal suitable for the Club.
Section 3. Business Year
The business year of the Club shall run from the June meeting through the May meeting of the following calendar year.
Section 4. Quorum
A quorum, for the transaction of business, for any Membership meeting is 10 members, including at least two officers. A quorum for the transaction of business for any Trustee meeting is a majority of those Trustees currently holding office. Committee meetings have no quorum requirement.
Section 5. Notice
Notice is sufficient if made by publication in the previous Newsletter or, in the alternative, by mailing or delivery to Addresses in the Neighborhood and posting at the Montlake Community Center and the Montlake Library. Notice, unless otherwise indicated, must be given at least seven (7) days before any vote or action.
Section 6. Supersede previous Bylaws
These bylaws supersede and render void all provisions of all previous bylaws. Approved by the membership on April 10, 1996.
MCC Secretary Montlake Communtiy Club Bylaws
April 10, 1996
MCC NEWSLETTER POLICY
(last update: 18 January 1996)
INTRODUCTIONThe Montlake Community Club newsletter is published under the direction of the board of trustees to keep the community informed of news and events which are relevant to the membership. It is also referred to as the "Montlake Flyer". It communicates club and board activities and also provides a forum for the community through its Letters to the Editor section.
(1) EDITORIAL POLICIESThe editor has responsibility for the content of the newsletter. The editor should be independent of board responsibilities and shall be appointed by the club president, subject to approval by the board.
The newsletter is open to all club members who want to provide material for publication.
The minutes of all regular club meetings shall be published in the issue following the meeting. The minutes or summaries of board meetings shall be published according to the policy established by the board.
Letters to the editor from club members shall be published if the subject matter is of general community interest, if the letter does not exceed 100 words in length, and if the author has not had a letter published in the previous two issues. Letters which do not satisfy these condition may be published at the editors discretion. Longer letters may be shortened at the editor's discretion, provided that conventional techniques are used to indicate where material has been omitted, and the editor has made a good-faith effort to collaborate with the author on changes.
Each nominated candidate for a club office in the annual election shall be permitted to publish a statement in the newsletter preceding the annual meeting. Submissions must meet normal deadlines, and are limited in length to a maximum of 200 words.
With all other material (not advertising) the normal editor's functions apply. Publication will be at his/her discretion, and changes may be made to refine the content or adapt it to available space. Authorship need not be acknowledged.
Material which argues for or against issues or expresses opinion will be published only in a section of the newsletter identified as containing such material (e.g., "Issues & Opinions", "Editorial Pages"). This material must be written by a club member, and authorship will be published. All material published in the newsletter must conform to standards of literacy, decency and length. Questionable material may be referred to the board or its designee(s).
The newsletter will not "take a position" on any issue unless the membership, via the means set down in the bylaws, has taken such a position. The editor shall strive for a neutral position in presenting both news and the opinions of others. The editor shall not offer personal opinions on submitted material and may include a clearly identified editorial column for presenting his or her own views. Invited editorials may be published in such a column.
(2) LAYOUT AND PRODUCTION POLICIES
The volume number changes every January (calendar, not club, year).
The standard minimum newsletter length will be 4 pages. Up to this length, all classified advertising that will fit will be included.
When submitted material and classified advertising require a newsletter of more than 4 pages, the length will be increased to the smallest even number of pages that will accommodate this material.
The front page of the newsletter will have a boxed area to announce the particulars of the next community meeting. The front page may supply further information on the content of the proposed meeting.
A listing of the club officers and trustees will be in the newsletter.
The completed newsletters, in counted bundles of 50 or 100, should be available to the distribution manager no later than Friday evening before each regular meeting.
The board of trustees makes production decisions based on cost, quality, and time to produce, and establishes the editorial deadlines after consultation with the editor.
(3) ADVERTISING POLICIES
Classified ads shall be free for Montlake residents, subject to the following restriction[s]:a) Repeated ads may be refused. b) Space per family may be restricted to 1.5 column inches per issue. If ads exceed this length, they may be shortened by abbreviating or omitted entirely if there is a shortage of page space. c) Material of questionable taste will not be published.
Commercial advertising sales are the responsibility of the advertising manager, as are collections from advertisers and obtaining and checking their camera-ready artwork. The advertising manager shall be appointed by the club president, subject to approval by the board.
Priorities for commercial ads are; (1) local businesses, (2) businesses with local owners or managers, (3) other applicants. Purchase of space in five month blocks (either September through January, or February through June) is required, with payment in advance at $10 per issue. Commercial display advertising will be limited to no more than two pages per issue, and will be restricted to designated areas in the newsletter.
(4) DISTRIBUTION POLICIES
The distribution manager has general responsibility for delivery of the newsletter. This includes recruiting and selecting delivery personnel to provide coverage of the community, and seeing that the completed newsletters are collected from the printer and the correct number distributed to each of them in a timely manner. The distribution manager shall be appointed by the club president, subject to approval by the board. < The distribution manager is also responsible for maintaining the mailing list and a bulk distribution list for local businesses.
Community delivery should be completed on the Sunday before the regular meeting each month.
With the exception of inserts from the Montlake School administra-tion or PTSA or the Montlake Community Center, inserts will not be accepted without board approval. Organizations providing inserts should bundle them according to directions from the distribution manager.
Adopted by the MCC Board of Trustees on November 15, 1995, and amended by the membership on January 10, 1996.
Lee R. Kolb, MCC Secretary
MCC TRANSPORTATION POLICY
(last update: 17 March 1993 and re-affirmed 10 November 1999)
WHEREAS the Montlake community is located astride the intersection of SR-520 and Montlake Boulevard, commonly acknowledged to be one of the busiest intersections in the State of Washington;
WHEREAS the Montlake community also contains the heavily trafficked arterial streets of Montlake Boulevard, Lake Washington Boulevard, 24th Avenue East, and Boyer Avenue East;
WHEREAS the Montlake community is located adjacent to the University of Washington, a major regional employment center and commuter destination;
WHEREAS the majority of traffic on SR-520 and arterial streets in Montlake originates at and is destined for locations outside of the Montlake community;
WHEREAS the residents of Montlake are greatly affected by traffic passing through the community, to the extent that many intersections in Montlake regularly fail to operate at acceptable levels of service;
WHEREAS the noise levels at residences located near regional transportation facilities in Montlake greatly exceed the maximum levels of environmental noise which the King County Public Health Department and Washington State law (WAC 173-60, "Maximum Environmental Noise Levels") have deemed acceptable for release to residential properties;
WHEREAS employees and students commuting to the University of Washington often park in Montlake in sufficient numbers that there is inadequate parking remaining for the use of residents of the community;
WHEREAS the Montlake community lies in the path of traffic to, from and between the University; District, south Lake Union, Broadway/Capitol Hill, and the central business districts of both Seattle and Bellevue, all of whose expansion or growth through increased density has recently been proposed;
WHEREAS the residents of Montlake have historically been frustrated by the multiplicity of responsible City, State, regional and University agencies, when seeking means to lessen the impacts of traffic on their community;
AND WHEREAS it is hoped that by enumeration by the Montlake community of a series of neighborhood goals related to transportation will aid public agencies and officials in developing and proposing only such transportation projects, improvements or operational changes in Montlake as may be acceptable to the community;
NOW THEREFORE, the Montlake Community Club, representing the residents of Montlake, establishes the following Community Transportation Policies.
No additional private property in Montlake shall be acquired by public agencies for the construction or expansion of transportation facilities, nor shall any public property currently dedicated to non-transportation uses be used for the expansion or construction of transportation facilities.
Ready access for residents of Montlake to their homes must be maintained at all times. The blockage of access to residential streets by traffic on arterial streets is unacceptable.
Residents and neighborhood businesses must be given preference over commuters in the use of the limited on-street parking available in Montlake.
Use of residential streets by through traffic must be discouraged to the maximum extent possible. Through traffic should be confined primarily to freeways or, where that is not possible, to arterial streets.
The unique historical character of the Montlake Bridge; the Washington Park Arboretum; Lake Washington, Interlaken, and Montlake Boulevards and other elements of the "Olmsted Plan" shall not be further sacrificed in the interest of transportation efficiency or economy.
Regional transportation facilities located in Montlake must comply with the same environmental standards that are applicable to other commercial uses located in predominantly residential areas. The cumulative impact of the large number of vehicles passing through the Montlake community is such that exemption from residential noise, air quality or other environmental standards is clearly inappropriate and unacceptable.
The primary purpose of transportation systems and facilities should be to move people and materials - not vehicles. Subject to their ability to comply with the other policies enumerated herein, such systems and facilities should be operated so as to encourage the use of high-occupancy vehicles and transit.
BY ACTION OF THE BOARD OF TRUSTEES; March 17, 1993
Larry Fogdall, President
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