DRAFT Minutes
American Philatelic Research Library
Board of Trustees Meeting
2:00 p.m. e.s.t., Tuesday, September 10, 2002
Telephone Conference Call

The meeting of the Board of Trustees of the American Philatelic Research Library (APRL) was called to order at 2:05 p.m. by Charles J. Peterson, President.

Other Trustees on the conference call were Hubert C. Skinner, Vice President; Lois M. Evans deViolini, Treasurer; Herbert A. Trenchard, Kenneth B. Grant, W. Danforth Walker, David L. Straight and Ken Lawrence.

APS/APRL staff on line were Bob Lamb, Executive Director; Scott A. Frazier, Controller; and Dennis Gilson, APS/APRL Building Project Manager.

I. Bob Lamb read the following Resolution:

RESOLUTION

Whereas PNC Bank Inc. of Pittsburgh has agreed to provide the American Philatelic Research Library a construction loan in the amount of $1.5 million for the development of Phase 1 of the American Philatelic Center at 357 Phoenix Avenue, in Bellefonte, Pennsylvania;

Whereas the PNC Bank requires pledged investments in the amount of $1.5 million as collateral for this loan;

Whereas the American Philatelic Research Library wishes to proceed with the development of the project in an expeditious manner;

BE IT THEREFORE RESOLVED that the Trustees of the American Philatelic Research Library authorize the Administrator of the Library to pledge its eligible investments up to $300,000 to PNC Bank as collateral for this loan; and

BE IT FURTHER RESOLVED that the Trustees of the American Philatelic Research Library authorize the President of the Board of Trustees and the Administrator of the Library to sign any documents required of the bank in connection with this loan; and

BE IT FURTHER RESOLVED that the American Philatelic Research Library agrees upon completion and acceptance of the aforesaid project to cause a portion of the project to be leased to the American Philatelic Society in accordance with previous practice and practice; and

BE IT FURTHER RESOLVED that the American Philatelic Research Library execute a Judgment Note in favor of the American Philatelic Society in the amount of $1,200,000 to be due and payable in the event of default of any payment due from the APRL to PMC Bank, Inc. of Pittsburgh.

Resolved this 10 day of September 2002 by the Board of Trustees of the American Philatelic Research Library in lawful session.

The Board discussed the Resolution and its implications for the APRL. Based on projections, the monthly maximum payment would be no more than $6333.33. Funds in restricted accounts would be protected.

Moved by Ken Lawrence second by Herbert Trenchard to accept the Resolution and to the necessary pledges. By role call vote: Yes 7 (Straight, Lawrence, Peterson, Grant, Skinner, Evans-deViolini, Trenchard); No 1 (Walker).

II. Certification to empower APRL President, Library Administrator, and Secretary to act for the APRL in the Match Factory project.

Tabled.

III. Change to Operating Memorandum. The following changes to the operating memorandum are proposed:

Insure that the space requirements of the Society are incorporated into the design of the new American Philatelic Center in Bellefonte Lease to the American Philatelic Society adequate accommodations within the space available in the current American Philatelic Building and the new American Philatelic Center for the Society's operations, subject to the payment of rent.

Moved Ken Lawrence seconded Hubert Skinner to approve the changes to the operating memorandum between the APS and APRL. By role call vote: Yes 7 (Peterson, Skinner, Lawrence, Grant, Evans-deViolini, Straight, Trenchard); No 0; Abstain 1 (Walker).

Conference call adjourned at 2:25 p.m.

Respectfully submitted,