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Directors present:
David Fertig, Carol Spooner, George Barnstone, Leslie Cagan, 
Robbie Robinson, Janice K Bryant, Ray LaForest, 
Jabari Zakiya,  Charles Smith

Not present: Teresa Allen, Pete Bramson , James Ferguson, Bert Lee, 
Marion Barry, Dick Gregory

Meeting convenes 6:35pm

Chair Cagan - Webcast will be delayed as there
is problem with line. Meeting is being recorded
Has board members present introduce themselves.

Agenda for the entire meeting is Pacifica bylaws revision.

Will start with public comment period. iPNB members will 
take notes on concerns and comments.

The aim of this weekends' meeting is to get through the entire
set of bylaws.

There is a sign-up sheet for tonight's comment period. 
Asks non-board members to comment during this period and to allow the
rest of the meeting to flow.

Thanks to Rob Robinson Leslie Radford, Debbie Campbell for putting
together the new consolidated draft of Pacifica bylaws 
[ Pacifica bylaws drafts consolidation - revised]
[applause]


Public comment

Paul Surovell, WBAI area - 
Refers to petition
with over 500 signatures that supports:
1- that the bylaws contain diversity criteria
2- that board members are familiar with and care about 
3- the voters should vote as a unified members
[applause]
Reports of recent straw polls at WBAI bylaws committee
in favor of the KPFA elections model

Jim Curtis, KPFA area - Doesn't support having at large
directors, at least for now. Supports committees.

Jane Jackson, KPFA area - Something about misunderstanding
regarding the hotel. Thanks people who helped her.

Donna McWaters, KPFT area - Glad about coming elections.
Supports more rights for listener-members such as having
a vote on bylaws changes, major assets issues. Supports
staff on national board.

Susan Desilva, KPFA area - Feels that the Section 2 purposes
for the foundation is good. Is against the WBAI "unity caucus"
"Statement of Principles" being in bylaws.
Also, feels that management should be allowed to be part of 
elections process, if only as voters.

Bob Lederer, WBAI staff,"unity caucus" - Will be presenting 
proposal for autonomy for allowing local boards, with PNB 
parameters, to set parts of their own elections policy.
UC supports diversity criteria for national board.
Requests time in tomorrow's meeting to present 
"Statement of Principles"
Urges that iPNB decide on policy that allows 
autonomy for the stations. The WBAI LAB recently
voted in a straw poll overwhelmingly in favor
of the constituency model.

Mary Berg, KPFA area - Supports that staff be on the
national board. Very against the constituency model.
Against racial criteria in Pacifica elections.

Patty Heffley, WBAI area - Introduces and reads from 
statements from Shawn Ewald and Lynn Gerry
that comments of the issue of whether or not
the WBAI "unity caucus" "Statement of Principles"
should be considered for the preamble of the 
new Pacifica bylaws.

Miguel Maldanado, WBAI LAB chair - Respects the WBAI LAB
vote for the constituency model. Clarifies that the presentation
of the KPFA model and constituency model was brief and there
went into no real in-depth discussion before the straw poll.
...Supports uniform membership criteria and other elections
procedures across the 5 stations. 

Leslie Radford, KPFK LAB - Props to Bernie Eisenberg for working
on the current draft. Supports coordinated local and national programming councils.
KPFK bylaws committee doesn't support staff on boards at this time.
Supports listener-members to be in on bylaws changes and sale of 
major assets. Supports fair uniform elections across the network;
best chance at fairness.

Manijeh Saba, Committee for a Unified membership, WBAI area,  - Supports 
a unified national model for elections....
[ petition etc ]

Donna Gould, WBAI area - Supports rights of listeners in the KPFA 
bylaws draft that were left out of the current 
draft
WBAI bylaws committee overwhelmingly rejected any appointed seats.
Also supports the KPFA proposed recording of all meetings.
Has written a hybrid model that combines KPFA and 
constituency models and distributed to the board.

Ted Wiesgal, KPFT LAB - Specificity is essential for much of the bylaws
language.

Muntu Matsimela , WBAI "unity caucus" - Speaks about misconduct in electoral
processes in NYC rooted on racism. The uc proposed constituency model 
is designed to be a solution to such situations.    

Eve Moser, WBAI area - Recalls what Cagan said in NYC the other
night which is that WBAI is, above all a radio station. The best
people to run the station(s) are people that cares about the station(s).
Supports ONE class unified class of member-voters.


Curtis Gray, KPFA LAB - Reads from David Greene (KPFA elections coordinator)
Inequities regarding diversity in elections did not happen under 
proportion representation,
but is an issue of lack of candidates - an outreach issue.
He has been part of KPFA's 2 LAB elections. The LABs up to now has been
an "appendage" of the stations, separate from the stations with no real
power. Will this continue? For the local station boards to have REAL effective
power, they would have to have real hiring authority of station management,
real finances involvement, needs to be LSB airtime. Can not attract quality candidates
for powerless local station boards.

--- break for tech crew to re-establish dsl line (had been webcasting on 
standard phone line)---

Willy Ratcliff, KPFA LAB - Local station boards need real power in order
for Pacifica to be effective.
Has much respect for WBAI "unity caucus", but feels that the constituency
model is very divisive.
Local board members should be here because they have something
real to contribute.


Rev. Robert Mohamed, KPFT host - Proud and pleased to be back 
at the station. 
Agrees that Pacifica is a radio station, but is part of a 
political movement too.
There there needs to unification of factions and proposals
within Pacifica in determining the policies and bylaws.

Cerene Roberts, WBAI "unity caucus" - Doesn't support money contribution 
as requirement for Pacifica membership. Supports that 
Quote David Moore re: need for constituency representation
in America's racist system.

Abati, KPFT area - Supports Pacifica pursuing it's mission 
in ways beyond radio broadcasting. Supports getting into the
pencil selling business which will make a lot of money. Supports
Pacifica raising money through business ventures to support it's
activities. We need money. Re-instate deleted language in articles
of incorporation that... 

Andrea Fishman, WBAI area - Feels that language in current draft
regarding bylaws conventions 
needs to be strengthened and developed, that community members must 
have amendment and ratification power, which must be
procedurally specified.
Concerned about provision regarding national board directors right to
see all documents at stations - including producers materials,
like research notes, correspondence?
Asks iPNB to reconsider ARTICLE THREE, defining members of
Pacifica.
Concerned that there's no provision for "binding referendum"
in the bylaws. Supports local control and popular democracy, otherwise
people will lose power, and then they will lose interest and Pacifica 
will be destroyed.

Ken Freeland, KPFT area - Not supportive of diversity quotas in elections, 
at least not to be determined by the temporary iPNB. Concerned with the
integrity of the elections process being put together for Pacifica

end pubic comment

Chair Cagan - thanks people for their comments and conduct.

Zakiya - Supports a comments section of the meeting for the
iPNB members.

Cagan - asks the board if they like to do this for the remainder
of the evening's meeting? All agree except Barnstone.

iPNB comment period

Zakiya - Concerned that there's alot of "bylaws bloat", items unnecessary
in bylaws, in the draft. Concerned about the issue of membership 
and elections. To much effort involved. Supports prioritizing 
activities more related to fulfilling Pacifica's mission.
Supports Pacifica branching out into print and more multi-media
web development. The proposed bylaws focus too much on governance
and delegating power and not enough on activities that fulfill the mission.

Fertig - We shouldn't be looking to the bylaws to fulfill
our needs for ethics etc. It won't do that. 
Bylaws need to insure accountability
Disagrees that the voice of the listeners is the heart of
Pacifica, the ears of the listeners is the heart.
It's not what we think that is the heart of Pacifica.
Supports staff on boards. A main issue of the lawsuits 
was the right to vote of staff and LABs.

Bryant - Hasn't been able to decide on many of the issues being
discussed. Surprised that whether or not to have 
diversity requirements is even in question.
Supports diversity requirements, producer autonomy, staff on boards,
broad involvement (all members) regarding major assets, definite recall
procedures. Agrees with Zabari's bylaws bloat analysis, supports lean
bylaws. 

Cagan - Concerned that bylaws are not so much a reaction of the problems
of that past, but based on aiming on what we want. Supports unpopular
concept of having an executive committee. 
Supports defining membership by people showing a clear commitment/connection
to the stations/Pacifica. Concerned with frequency of elections because great
deal of work involved. Feels that uniformity in elections procedures in essential
for a strong Pacifica. The station autonomy should manifest in it's programming.
Supports real power for local station boards and coordinated power sharing.
Feels strongly that the bylaws revision process etc. needs to be completed asap.

Spooner - Agrees that bylaws revision process needs to be completed soon. That
will mean compromises. Main requirement is that the bylaws comply with 
California law. That means uniform definition of membership and elections
procedures. Also, a definite number of directors. 
A main bylaws issue/purpose is accountability. Is opposed to the 
empowered listeners running the network. The issue is that 
the foundation is accountable to the listeners who can 
step in and act when things aren't being run properly. 
Supports strong  empowered local station
boards. [Bryant asks what powers should LSB have]
Hiring and firing PD and SM, some programming oversight, and budget involvement.
Also though, we need a strong network. 
The national board will oversight of the LSBs 
and this shouldn't be a source of major conflict
because national board people come from local boards.
Role of executive director [missed this]... 
Supports KPFA draft
provisions for defining a member and diversity
requirements.

LaForest - Also supports completing the bylaws revision soon, but concerned
that it be done right. Disagrees with various peoples acessment that
people making proposals have less than pure motives.
Supports constituency model. 
We need think out of the box and not be afraid of 
more innovative approaches. Appeals to people to honestly 
absorb these proposals that are rooted in real experiences
and reject anything based on personal biases.	


Smith - We have an opportunity to come up with bylaws that
can promote the future growth of Pacifica. Sees Pacifica
as growing out into the world more. Need to keep in mind a world 
bigger that the 5 areas  when designing the bylaws.
Also, there hasn't been discussion of the financial aspects
of Pacifica. Diversity issues an important  part of the 
Pacifica process. 
Supports local boards managing the stations.
Need to determine how the local interacts with the national
board who holds the legal fiduciary responsibility. Serious issue.
Cannot legislate morality, has to be some trust in the people
we put on the boards. Recall and referendums are good, but 
important not to go overboard. 
Has felt that it is for Pacifica not to give listeners fish, but 
to teach them how to fish. People acquiring the ability to 
support themselves would help with a lot of issues in general.

Barnstone - Echos Smith's statements. Supports recall, though not
too easily done. Concerned about having a workable set of bylaws
that allows Pacifica to do it's work. Honored to be part of the
process.

Bryant - Would like to hear from the executive directors, gms and pds...

Dan Couglin, Pacifica executive director - This group of people 
(executive director, station general managers and program directors)
has been respectful of the process and if to comment, it should be in a 
structured way that doesn't compromise neutrality suited to 
administrators.
The administering of the network by him and the general managers 
has been extremely involved and difficult. We have to be practical
as to how much can be handled by the Pacifica management when putting duties 
into the bylaws.
We also have to keep in mind the real legal requirements 
in terms of the FCC, fiduciary responsibilities etc when 
determining policy and bylaws.

Cagan - The station managers have been asked, encouraged to come.
[but aren't at this meeting except for Eva Georgia, KPFK and 
occasionally Duane Bradley , KPFT]

Spooner - Legally the national board is responsible.

Robinson - A good part of the bylaws revision process is that the more
discussion that takes place with the local bylaws committees, the more
understanding. It's been an evolutionary process. 
The Pacifica national board has never truly carried out it's fiduciary
responsibility.
The constituency model effort brings out that there is an ambivalence
as to how who gets on the air at the stations. We need to continue to interact 
and not see each other as advisaries. 
We have a responsibility to get the Pacifica message out to the
world. Let's try to work our way through this to a better understanding
of things and a good result and grow through the experience.

Cagan - Re: local/national power sharing. Doesn't feel that local boards
should completely control hiring/firing of station managers. The executive and a strong
national organization needs to have a role because, aside possible legal
aspects, that it's beneficial for there to be a continuity between the 5 stations 
and for them to be more connected.
Supports strong local hiring involvement, but not total.

Fertig - Pacifica has limited resources (financially), but a large resource of
people. We're going to have disagreement and nastiness, but our differences
are not great relative to our differences with the policies of 
the world at large. Yet, there have been much 
harm done in our relations with other... 
[ie: we need to chill with each other]
[applause]

Cagan - wraps up. hopes people were pleased with the iPNB's
expressing their general thoughts 
[applause]

9:40pm adjourn
					
[ As people are milling around and chatting Carol Spooner
uses Chris Z's (of the tech crew) computer to go on line and 
find out that she has passed the BAR exam!!!
Big happiness in the room... ]

Roger Manning, NYC