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APS/APRL staffpresent were Bob Lamb, Executive Director; Gini Horn, APRL Librarian; Scott A. Frazier, Controller; Virginia Eisenstein, Society Attorney; and Barb Boal, PLA/AP Editor.

APS/APRL memberspresent were Hugh J. McMackin and Rob Haessler

I. President’s Welcome.

Charles Peterson welcomed the Board, APS/APRL staff and society members attending the annual board meeting. In his opening remarks, Peterson observed that it has been a good six months for the APRL. The Board is now in a position to go forward with the building program united with the APS Board. The joint funding committee whose membership includes both APS and APRL Presidents underscores the unity of purpose.

The Board regrets that Lois M. Evans deViolini’s term ends with this meeting. Her service to the APRL has been long, efficient, and effective, and the members of the Board will miss her wise counsel and efforts on behalf of the APRL. Evans deViolini indicated that she is pleased to see the great health of the library and to have contributed to the APRL Board.

II. Reports

A. Administrator
We have cleared a number of hurdles since the last Board meeting. Initially, there was controversy over the decision to purchase and renovate the Match Factory as the new home for both the American Philatelic Research Library and the American Philatelic Society headquarters. The spirited public debates have helped the membership understand the issues. Now we find members lining up behind the Match Factory, and the APRL and APS are gratified by their encouragement and financial support. We are still experiencing some weaknesses in our funds, among them the Founders and Patrons Fund, but we are working on strengthening them.

Regarding the rental portion of the property, one of two tenants has signed a lease. We expect the other lease to be signed, and we have provided a third possible tenant with a draft lease.

The sale of the old headquarters is still in progress, with the individual purchaser completing paperwork to secure his loan. We are looking at a net of $2.2 million for the old headquarters building.

Phase 2. We may be able to be in the Match Factory by May, 2004. The APRL is interested in moving as quickly as possible to avoid having to pay rent to the new owner to stay in the old headquarters building. The APRL/APS continues to pursue modifications in renovation plans for cost effectiveness. In the short term, Buildings 1 and 12 will be used for the library, and compact shelving will be put in place in Phase 2, not Phase 3.

Phase 3. We have already received some contacts regarding Phase 3 rental space.

B. Librarian
Gini Horn reported that space in the library has dwindled considerably as a result of several large donations of materials. In addition to the philatelic literature, the APRL received a bequest of roughly $125,000 from the Harrison estate. In March, the APRL also received 3 ½ tons of philatelic literature from the Apfelbaum firm. Though some of the donation duplicated material already in the APRL holdings, the general excellent condition allowed the library to improve the condition of its holdings. Gini Horn indicated that she has traveled to Indiana to pick up much excellent material from Varro Tyler’s gift. Currently, a sample of the 275 stamp cases donated by Fran Roberts is on display on the floor of Stampshow.

C. Editor
Barb Boal indicated that she has been able to publish 96 pages each quarter in the Philatelic Literature Review. Currently, the staff is pursing whether it will be possible to include 8 color pages in future issues. The PLR has a small backlog of articles, but still needs individuals to contribute book reviews. Finally, the subscription level is approximately 2,300, with no significant decline in subscribers because of the fee increase.

III. Old Business

Approval of Minutes
Moved by Kenneth Grant seconded by Danforth Walker to approve the August 16, 2002, September 10, 2002, and January 13, 2003 minutes. Motion passed unanimously.

Danforth Walker questioned the $1.5 million dollar figure in the resolution in the September 10, 2002 minutes. Bob Lamb clarified that the resolution contained the $1.5 million figure though the actual loan amounted to $1.2 million.

IV. New Business

A. Budget.
Danforth Walker asked the staff when they planned to secure financing for the building project since interest rates have begun to move up. Bob Lamb indicated that the APRL would secure financing at the end of the two-year construction loan.

Scott Frazier answered questions regarding the budget. He indicated that he had transferred funds from the Founders and Patrons funds to cover anticipated operating expenses, but since those dollars were not necessary, he would be returning the funds to the Founders and Patrons account.

Moved by Danforth Walker seconded by Lois Evans deViolini to accept the APRL budget. Motion passed unanimously.

B. Election Procedures.
Charles Peterson presented a set of APRL Founders and Patrons Trustee Election Procedures for adoption. These procedures are based on APS procedures. The APRL Founders and Patrons have not had formal election procedures, and in the last election Gini Horn served as the election monitor.

The board discussed whether a non-patron could run for a Patron and Founder’s position on the APRL board, currently a possibility, however so remote.

Moved by Ken Lawrence seconded by Herbert Trenchard to approve the APRL Founders and Patrons Trustee Election Procedures. Motion passed unanimously.

C. Naming Opportunities
Bob Lamb announced several large gifts to the APS/APRL including $299,00 from the estate of Osborne Morse and $309,000 from Horace Harrison and his estate. He proposed that Building #4 be named after Horace Harrison and that Building #1 be named after Osborne Morse.

Moved by Danforth Walker and seconded by Ken Lawrence that Building #4 be named after Horace Harrison. Motion passed unanimously.

Moved by Charles Peterson and seconded by Danforth Walker that Building #1 be named after Osborne Morse. Motion passed unanimously.

Continuing his report, Bob Lamb indicated that the staff has discussed naming opportunities with several individuals, in particular, naming Building #3 after an individual who may be planning a bequest of $500,000. The APRL/APS has begun initial discussions with a major society to name a meeting room after a prominent philatelist who is a long-time member of that society.

Bob Lamb announced that the APRL/APS had received contributions to the building program in the name of Gordon Morison’s wife, Mary.

Moved by Danforth Walker seconded by William Bauer to approve naming a Research Alcove after Gordon Morison’s wife, Mary Morison.

Herbert Trenchard took the opportunity as APRL Historian to remind the Board of the many accomplishments of early philatelists. He argued that we should take the opportunity to honor great past philatelists, naming opportunities notwithstanding. Gini Horn will provide a list of Hall of Fame philatelists and their area or region. Herbert Trenchard will limit that list to approximately ten in the hopes that groups would be willing to support these significant past philatelists through naming opportunities. Bob Lamb will provide a complete list of naming opportunities.

Moved by Hubert Skinner second by Danforth Walker to provide the Executive Director and the Joint Funding Committee with authorization to commit to naming opportunities pending the ratification of the APRL Board. Motion passed unanimously.

D. Cryer Awards.
Hubert Skinner provided a report on this year’s “Happening” and the $1050 raised for the APRL/APS building program. In addition, he noted that last year, the Crescent City Stamp Club, long a benefactor to the APRL/APS, voted to donate $500 to the building program in each of the next three years. He provided the second $500 contribution to Charles Peterson who indicated that he would write a letter of thanks to both the participants of The Happening and to the Crescent City Stamp Club.

Hubert Skinner reported that the Cryer Committee recommended that no award be made because meeting the Cryer Award criteria has become increasingly difficult. Additionally, the Committee proposed “that the Cryer funds be rededicated to such a purpose in the new library, hopefully to bear the Cryer name in some fashion and to enrich the historical aspects of our new quarters. I [Skinner for the Cryer Committee] respectfully suggest that Herb Trenchard would be a fine chairman of a small committee to study this proposition and report to the Board how such a transition can be accomplished.”

Moved by Hubert Skinner and seconded by Danforth Walker that no Cryer Award be made and that Herbert Trenchard chair a committee to study the rededication of the Cryer funds. Motion passed unanimously.

Charles Peterson acknowledged the Cryer Committee’s stewardship of the Cryer Award, thanking Hubert Skinner as chair and the entire committee for their efforts.

E. Revising the APRL Bylaws.
Virginia Eisenstein, Society Attorney, presented some minor changes approved for the bylaws but not updated on the bylaws sent with the meeting agenda. She would like to provide boilerplate language protecting trustees from liability. This language would need to be approved by the APS/APRL membership at the next election. In addition, she would like to make sure that the language regarding distribution of assets on dissolution of the society be in compliance with federal regulations.

Moved by David Straight seconded by Danforth Walker to develop bylaw language to meet the liability and dissolution issues. Motion passed unanimously.

The Board returned to the discussion of whether non-Patrons could fill Founders and Patrons slots on the APRL Board. Virginia Eisenstein suggested clarifying Article II Section 8 and will work with Bob Lamb on drafting language to bring before the next APRL Board meeting.

F. Other Business
David Straight proposed that the APRL Board investigate a joint library search program that would combine the APRL and Rocky Mountain Postal History Foundation search engines that would allow searching across databases. Gini Horn found this an interesting possibility.

Moved by Danforth Walker and seconded by Ken Lawrence to pursue the combined database search engine for the APRL and Rocky Mountain Postal History Foundation. Motion passed unanimously.

According to Virginia Eisenstein, for a non-profit corporation to sell its Property, the offer must be approved by the board by a two-thirds majority, and an individual must be authorized to sign the sale documents.

Motion by Ken Lawrence seconded by Herbert Trenchard to approve the following sale resolution:

Resolution

Whereas the American Philatelic Research Library has received an offer to purchase real estate owned by the corporation and located at 100 Oakwood Avenue, Patton Township, Pennsylvania; and

Whereas the Board of Trustees has determined that the sale of the real estate upon the terms and conditions set forth would be in the best interests of the Library;

Be it therefore resolved that the American Philatelic Research Library sell its real estate located at 100 Oakwood Drive, State College, Pennsylvania to Thomas F. Songer and/or his assigns for the price of Two Million Four Hundred Thousand and 00/100 ($2,400,000.00) upon the terms and conditions set forth in Agreement for the Sale of Commercial Real Estate between the American Philatelic Research Library and Thomas F. Songer and Assigns dated May 29, 2003, which Agreement and sale is specifically approved; and

Further resolved that the President, Charles Peterson be, and is hereby, authorized and directed to execute on behalf of the Corporation and deliver a deed conveying the said real estate to Thomas F. Songer and/or his assigns for the consideration of $2,400,000.00; and

Further resolved that that Charles Peterson or the Executive Director, Robert E. Lamb, be, and is hereby, authorized to execute and deliver such other and further documents on behalf of the Corporation as may, in his judgment, be necessary or desirable for the purposes of effectuating the transaction approved in the resolution.

Motion passed Yes 7 (Skinner, Evans deViolini, Bauer, Trenchard, Grant, Straight, Lawrence, President non-voting), No 0, Abstain 1 (Walker)

Motion Ken Grant seconded Danforth Walker to adjourn at 4:17 p.m. Motion passed unanimously.