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Letter from Board member Tomas Moran to Board Chair David Acosta

This letter from Tomas Moran, Pacifica National Board member from the KPFA listening area who is considered a defender of Pacifica against the takeover, addresses typical Board malfeasance and obstructionist practices. As he says in it, he has not received communication about the meeting or agenda, but the fax that Pete Bramson received said that the only item was the approval of a new accounting system. We have heard it is approximately $80K.

Date: Thursday, May 03, 2001

To: David Acosta

From: Tomas Moran

Cc: Pacifica Board, Jennifer Spearman, Bessie Wash

Re: "Special meeting" on Friday, May 4, 2001

David,

This morning I received a communication from Ms. Spearman which said that I could expect to receive information about a "special meeting" of the Board has been scheduled for this Friday, May 4, at 11am (Pacific Time).

This notification is said to have been communicated to Board Members via fax several days ago. I have not received any such fax. To what number was this communication sent? I would appreciate a copy of the fax transmittal rep ort, showing that this notification was indeed sent without transmittal errors be sent to my attention at my usual mailing address which is:

3790 El Camino Real

PMB #264

Palo Alto, CA 94306

I am disappointed to have learned of this meeting via an email from Pete Bramson in which he asks several questions, including why Rob Robinson's name was not in the distribution list of the fax. I subsequently talked to Pete to find out what fax he was refering to, and I was told that it was about a meeting the agenda for which included only one item, which was the approval of expenditures for a new accounting system.

I will be available for the conference call. However, I have the following objections:

1) It is not appropriate to have the board meet in conference call form at this time. An open meeting of the Board was suspended on March 4, under a motion requiring resuming the open meeting before the end of March. I and others have repeatedly communicated with you and the rest of the Board asking that this meeting be resumed. We have also specifically requested (as was the intention of the motion to suspend) that all Board Members be consulted as to appropriate times. This has not occurred.

2) The agenda and pending items from the March 4 meeting are still open.

3) There is insufficient notice of this meeting. Leslie Cagan is out of town. She has specifically communicated to you her desire to reconvene the March 4 meeting and has informed you of her unavailability this week.

4) We have received no financial statements at all since the September 2000 meeting. It would be inappropriate to make any expenditures in absence of this information.

5) We have received no information on the proposed accounting system. Even if that information arrives prior to the meeting in the packet mentioned in Ms. Spearman's email from this morning, this would not be sufficient time to study the materials and make a responsible decision.

6) We have received no information about the status of the search for a new Controller. A major decision, such as large expenditures on a completely new financial system, should include the input of the staff member that would be most responsible for using the system. The discussion that is on the agenda for the proposed meeting should wait until we have a Controller on board and have the advantage of his/her expertise.

7) You have not replied to the memo that I hand-delivered to the Board in March in which I asked about the current composition of the Board Specifically, I asked for a written statement laying out your understanding of your tenure on the Board (the memo indicated that your 3-year elected term ended in March 1999) and of Mr. Ford's tenure (listed as re-elected in June 2000, but lacking evidence as to such re-election).

8) Also there is a motion pending from the March 4, 2001 suspended meeting to re-elect Pete Bramson, who has been re-elected by the KPFA Local Advisory Board. There are two other individuals whose terms expired in March 2001: Michael Palmer and Andrea Cisco. These questions must be answered before the board takes further actions.

Therefore we should treat the scheduled call tomorrow as a phone conversation to discuss how we can reconvene the March 4 meeting and how the questions above are to be resolved.