Board Members Present: Susie Garretson, Chair; Robert Breunig, Director; Bill Beaver; Jon Bonnell; Susan Golightly; Deb Hill; Leigh Kuwanwisiwma; Carl Phagan; Wayne Ranney; Katrina Rogers; Joan Scott; Carolyn Shoemaker; Larry Stevens; and Miguel Vasquez

Board Members Absent: Ann Poulos, Vice Chair; Linn Montgomery, Treasurer; Max Oelschlaeger, Acting Director; Susan Olberding, Secretary; Louis Jacobs; and Peter Pilles

Emeritus and Ex-Officio Members Present: Frances McAllister, Emeritus

I. Call to Order
Chair Garretson called the meeting to order at 11:03. The board received hand-made paper tree ornaments as a token of appreciation from MNA. This was the first meeting that Trustee Kuwanwisiwma has been able to attend, and introductions were made around the table.

II. Approval of Minutes of Last Meeting
A motion was made and seconded to approve the minutes of the November 1, 2003 meeting with a correction to indicate that at that meeting a motion was made to approve Robert Breunig and Susan G. Garretson as signers on MNA bank accounts. The motion passed.

III. Report from the Chair
Susie explained that the finance and investment committee had completed the process of reviewing proposals for the 2003 audit. The committee sent RFPs to 13 accounting firms, and received 4 bids in return. The audit subcommittee, comprised of Lynn Yeager, Robert Breunig, and Larry Fester, reviewed the incoming bids and all concluded that JDS was the preferred bidder. This company was most qualified because of their areas of expertise, such as working with non-profits and experience with retail and collections, as well as price and estimated time to complete the audit. In addition, Lynn had first hand experience working with JDS with her previous employer. The subcommittee recommended JDS to the committee, and it was then recommended to the executive committee. The executive committee approved the recommendation. Although it was intended that Susie discuss this issue at an emergency board meeting scheduled for November 21, that meeting was cancelled. In order to expedite the process, Susie made the executive decision to award JDS Professional Group the contract for the upcoming audit. A motion was made to accept the recommendation of Susie and the finance and investment committee to have JDS Professional Group provide auditing services for the 2003 calendar year. The motion was seconded and approved unanimously.

After a short explanation, a motion was made to approve a resolution stating that the Museum is freezing its 403(b) retirement plans. The motion was seconded and approved unanimously.

Susie explained some changes to committee members as outlined below:

• Bill Clarke was removed as Assistant Treasurer, as he is no longer on the active board
• Larry Stevens was removed from the finance and investment committee
• Peter Pilles was removed from the fund raising committee
• Peter Pilles, Roger Clark, Jodi Griffith, Elaine Hughes, and Tony Marinella were appointed to the exhibits/planning committee (formerly the 75th anniversary campaign committee)
• Miguel Vasquez resigned from the heritage program review committee, and was replaced by Max Oelschlaeger as the chair. Joan Scott was removed from this committee, and Ginger White was appointed.
• Susan Golightly, Sat Best, Shirley Groenhout, and Elaine Hughes were appointed to the land and facilities committee.
• Wayne Ranney and Susan Olberding serve as co-chairs to the publications committee. Lulu SantaMaria was appointed as an advisor to this committee.

Because Max Oelschlaeger did not attend this meeting, Susie updated the committee on the heritage program. Bob Lomadofkie, a Hopi silversmith and long time MNA employee in the gift shop, was hired as the heritage program manager. He has experience coordinating large marketplaces and has many contacts with Native American artists and craftspersons throughout the Colorado Plateau. The committee is in the process of making some changes to the program for the upcoming year, including changing the Hispanic marketplace from May to the Mexican/Latino Celebración in late October. The Zuni and Pai marketplaces may be combined to allow for better representation by tribal artists and demonstrators, and other tribes. This show will be renamed (perhaps Native artists marketplace), and will take place on the Labor Day weekend. It is the intent of the committee to involve tribal and other advisors in the planning for each marketplace to better utilize their diverse expertise.

The need for a committee to review the contract sciences program was established. Carl Phagan, Larry Stevens, and Joan Scott agreed to serve, and Peter Pilles agreed to act as a convener for the committee.

Susie stated that Rebecca Garrett, membership coordinator, had explained that the museum’s current policy does not allow for an exchange of membership information with other non-profit organizations. After a brief discussion on the success of other organizations with an exchange – not a sale – of membership information, a motion was made and seconded to authorize MNA’s membership office to exchange memberships/mailing lists with institutions having similar missions/interests, with the provision that individual members have the opportunity to remove their names from the exchange lists during the normal renewal cycle. The motion passed unanimously.

IV. Report from the Director
Bob Breunig explained that he started at MNA as a full-time employee yesterday (12/05). He has been in close touch with Max and Susie, and has at least a partial understanding of the most important issues. The priorities, as he sees them, are listed below:

• Actively continue the process of rebuilding trust with the community, museum and academic peers, docents and other constituents.
• Restore financial stability and create and enlarge endowments
• Address the care and storage of collections and the possibility of a new repository.
• Communicate with the community about what the ideas and concepts of MNA should include.
• Continue with, and in some cases improve, day to day operations, including the restoration of the Colbert chair.

When asked by trustees when he would like to hear from them, Bob replied that he will remain in Flagstaff until the 19th of December, and will return January 1. He expects to hear from board members in January unless there is an urgent issue that cannot wait to be addressed.

V. Report from the Finance and Investment Committee
Susie explained that Joe DeVito, a non-board committee member, is revising the museum’s investment policy. In Linn Montgomery’s absence, Lynn Yeager explained the financial reports. Lynn explained that several departments are currently exceeding expenses and/or not making the incomes targeted in the 2003 budgets. Donations are $107,000 less than expected to date, although the target was an aggressive number, and the actual amount is about the same as that in 2002. She explained that unrestricted funds were broken out from the restricted funds. Of the $182,000 loss in October, about $42,000 was from the SW mural project (where an amount of $365,000 was internally restricted for use specifically for that project). Please see the attached memo for more details.

Budgets for 2004 are based on a year similar in both income and expenses to 2003, without income from the sale of any assets.

Lynn was asked if the money raised from the Danson event went into funds restricted for the Danson chair. She stated that those monies will be used for general operating costs. Expenses for the event are being processed and have not yet been paid in full. Lynn also explained that the collections department usually grosses about $100,000 in contracts per year, which includes the NPS contracts. Much of this is used to pay salaries and expenses. The museum is usually paid a one-time fee to curate and house collections from government agencies and private corporations, but is rarely given money to cover annual housing costs.

VI. Report of the Board Development Committee
Susan Golightly stated that the committee is working on 13 items and issues. She reiterated the need for committee chairs to get their reports to all members of the board before meetings, so that the trustees will be prepared. A letter has been drafted to MNA alumni, and will be sent once the final figures are received concerning the Danson event. The committee is working on updating the list of emeritus trustees, but nothing is available electronically, so gathering data is a slow process. She reminded the board about the membership elections in June, and the need to explain voting procedures to the membership in advance. The committee plans to include an article in the February MNA Notes explaining absentee voting and the process and timeline for submitting names of potential candidates to the committee. A draft table of term lengths is included below:

One Year Terms (term expires 06/04)	Two Year Terms (term expires 06/05)	Three Year Terms (term expires 06/06)	Four Year Terms (term expires 06/07)
Louis Jacobs	Bill Beaver	Linn Montgomery	Susan Golightly
Deb Hill	Miguel Vasquez	Susan Olberding	Susie Garretson
Leigh Kuwanwisiwma	Wayne Ranney	Larry Stevens	Katrina Rogers
Jon Bonnell	Joan Scott	Carl Phagan	Max Oelschlaeger
	Carolyn Shoemaker	Peter Pilles	Ann Poulos

Bill Clarke resigned from the board in October, and had planned to serve a one-year term. A motion was made to approve the chart showing term lengths for trustees. The motion was seconded and approved.

A ballot will be sent to members at least 25 days in advance of the meeting, with instructions for completing an absentee ballot. Susan encouraged trustees to let the committee know of their intentions to run again if their terms expire in June of 2004. The trustees were asked to consider the number of candidates to present on the ballot: enough to only ratify the candidates for the open positions, or more than the number of openings to allow for choices. The number will depend somewhat on the number of qualified applicants. The board intends to complete the campus tour before the start of the next board meeting on February 7. That meeting will be held at the Historic Colton House.

VI. Report of the Governance Committee
Because the meeting was behind schedule, this report was delayed until after the report from the FALA board president. Susie explained the revisions to the structure of the committees (see attached outline). The board currently has 17 committees, including 5 standing committees. The governance committee intends to have a total of 9 committees, with 4 having several subcommittees. For instance, the repository committee would become a subcommittee of the lands and facilities committee, and the library committee would become a subcommittee of the collections committee. It is hoped that committee chairs will be able to better manage subcommittee meetings and reports, and that there will be less redundancy in the goals of the subcommittees. Some subcommittees were established to accomplish a specific goal, and once that has been attained, the subcommittee can be eliminated.

Frances McAllister reiterated her concern that the board’s fundamental purpose is to find funding and to govern the organization. She is worried that the board will become, or is already, involved in operational matters. Carl responded that the current board has formed committees in response to an unusual situation; one in which there has been no real administration to oversee operations. He assured Frances that it is the board’s intension to get out of programmatic, day-to-day functions as soon as possible, and to return to governance issues.

A motion was made to approve the revised committee structure. The motion was seconded and approved.

Susie stated that the director will review the personnel policy manual and seek approval from the board once he has completed his review. She reiterated the need to review the mission statement: there are several matters, including the AAM review and potential funding that are determined in part by the Museum’s ability to adhere to its mission and goals. Susan G. reminded the board of the need to spend time analyzing not only the mission statement but also the outcome of the staff and board retreat from earlier this year. She asked the board to consider how they would like to approach these issues.

VII. Report of the FALA Board of Trustees
Roger Clark, President of the FALA board, handed out an information sheet and then introduced Kirk Quitter, the director, and Mindy Bell, a teacher of biology and other sciences. He explained that the maximum number of 160 students is currently enrolled. He said that the partnership between MNA and FALA has been weakened as a result of fewer MNA staff to interact with FALA and the changes in FALA administration. The school has run in the black every year, and is still in need of a permanent facility (which they hope to find on the MNA campus). Mr. Quitter stated that the dedicated, passionate staff have been a large factor in the school’s success. He and Ms. Bell explained a science project that is underway at Coyote Springs that is funded by a Toyota Tapestry Grant. This spring may be the last endemic spring in the area that is not being piped for cattle or used by humans, and is a great opportunity for both study and future enhancement so that it can be better utilized by wildlife.

The board adjourned for lunch at 1:15 and reconvened at 2:00 p.m.

VIII. Report from the Fundraising Committee
Katrina Rogers gave an oral report, stating that a written one would be submitted for the record. She reported that the Danson event grossed about $100 thousand, and to date, netted about $64 thousand, although some invoices have yet to be paid. She was pleased with the press coverage on the event, and stated that Ted Danson and Mary Steenbargen (sp??) would like to return to the museum to host an annual event. She thanked the staff and board who spent long hours to assure that the event would be a success. They had only five weeks to work on the planning. Carl mentioned that the Danson Chair needs major funding, and that it might be worth mentioning at the next event. It was pointed out that monies from the Danson events would be better used for general operating costs rather than promising them toward a restricted fund that could not be used until the balance of the endowment was at least $2 million. Susan G. suggested that the committee also consider having other events hosted by people important to the Flagstaff or the museum communities.

IX. Report of the Publications Committee
Wayne summarized a report submitted to the board earlier. He stated that the Grand Canyon Association has agreed verbally to become a partner assuming 50% of publication costs for the Plateau Journal. The committee will also meet with Northland Publishing, who may want to help move the current inventory of the Journal. The staff working on the Journal do not know if it will continue to exist. Staff are moving ahead on plans for production of the spring 2004 issue. Larry pointed out that the editor and partners determine much of the content and layout of the publication, and that this may need to be reviewed. There was discussion on potentially publishing monographs, and the need to update the database and get some volunteer assistance to track and send out orders.

X. Report of the Repository Committee
Larry Stevens reported on the September 20 repository committee meeting. The museum was created, in part, to assure that regional archaeological, botanical, zoological, geological, and paleonotological objects did not leave the Colorado Plateau, so that they would be available for research and observation locally. In order for MNA to develop a plan for a new on-site repository, the committee needs the MNA site plan and the mission and vision statements. The board also needs to develop a policy on a continuing desire to house collections for federal and other outside agencies and firms. Larry noted that federal collections are not to be used for teaching purposes, and he thinks it unlikely that MNA’s natural history objects would be moved to NAU (who is in preliminary stages of planning a new collections facility). Leigh suggested that the Hopi Tribe would like to see the collections remain at MNA. Hopi students could be trained in NAGPRA and repatriation of human remains, as well as use the archaeological collections for research. He also thought the museum could develop a program tailored toward research using tribal internships and utilizing a broad vision. It was suggested that the board pass a resolution stating the museum intention and desire to retain the collections. A motion was made that the Museum of Northern Arizona intends to continue to keep collections as one of its highest priorities and to continue to serve as a federal repository. MNA will do all that is reasonable, based on professional standards, to achieve appropriate conditions for the care of these collections. The motion was seconded and approved. Joan Scott abstained.

Other reports were not presented so that the board could move into Executive Session in a timely manner, as they were expecting to make a telephone call at 3:30 pm. Once the telephone conversation and associated topics were concluded, the board resumed public session with the report from the anthropology committee.

XI. Report from the Anthropology Committee
Miguel Vasquez reported on an idea proposed at the last committee meeting. Chris Downum (NAU) suggested that MNA train members to use GPS systems on national forest lands. NAU graduate students could supervise training of MNA members. USFS would gain because they have thousands of archaeological sites that need to be recorded. It would be a highly visible project that could encourage new members to join MNA, and encourage all members to become involved in scientific pursuits. In addition, it would help NAU students to gain experience and it would establish stewardship for all involved. Chris believes that it would cost about $12,000 to implement this project, and that he could get the needed funding.

Miguel and Joan Scott left after this report. At this time, the board went into executive session.

XII. Report from the Director
Robert reviewed the AAM situation concerning the accreditation of MNA. MNA received a letter from the AAM in July addressing complaints registered with them. A committee was formed to research these concerns and respond to AAM. After considering the complaint and the information submitted to them by MNA, The AAM accreditation commission voted to rescind MNA’s accreditation earlier this month. Dr. Able, President of the AAM, stated that the museum has the full support of the AAM, and that it was distressing to the AAM and the accreditation commission to have to make such a decision. The commission also felt it was in a difficult situation, as the only action they could take was to rescind the accreditation.

After some discussion, A motion was made to appeal the decision of the AAM to rescind MNA’s accreditation. The motion was seconded and approved unanimously. Board members felt it was important to pursue any appropriate action so that no other museum would be subjected to the same commission action. (Note: as stated above, it was discovered shortly after this meeting that the ability to appeal a commission decision was not possible). A motion was made that regardless of how the AAM reacts to the appeal, it is the position of the MNA board that they become reaccredited at the soonest possible time as possible. The motion was seconded and approved unanimously. A committee was formed to develop a strategy for the appeal: Bob, Carl, Larry, Wayne, Katrina, and Susie volunteered to serve on this committee.

XII. Report from the Southwest Mural Project Review Committee
Carl briefly explained that work on the volume associated with the SW mural project continues. Other aspects of the project remain on hold.

XIV. Report from the Peaks Representative
Susan G. reported that the conservation easement for Coyote Springs has been recorded. She stated that Dean Pickett and others did a great job in assuring that this issue was concluded properly. She mentioned that The Peaks also has a construction easement that expires in December of this year, and that a letter is being prepared to The Peaks to renew the agreement with new terms.

XV. Adjournment
There being no other business, the meeting was adjourned at 5:15 p.m.

Accepted at February 7, 2004 board meeting.

Susan Olberding
Secretary to the Board