Conference 7.286::dcu

    The previous note is a slightly reedited version of what appears in
    300.11, to remove a name (or names) of individual(s).
    
    However, I stand by the claim - that this is a splinter group - with no
    more of a claim to represent "us" until they are duly elected to do so. 
    Any future communications with the press ought to make this clear.
    
    I have spoken with two members of "the committee" (who are personal
    friends) and they have privately agreed that in the heat of the moment
    things were done that perhaps warranted a little closer inspection and
    a more open discussion (here, in this conference, at least).  I hope
    that this will rule in the future.
    
    A "closed" notes conference is *NOT* the right way to go about this. 
    If we can't communicate openly (even with the BOD watching) then we are
    no better than they.
    
    I also understnad from speaking with <a nameless person> that some
    information has broken loose, and that the reason for the witch hunting
    may well be over.
    
    But, I want to caution the most vocal people here:  Please watch
    yourselves.  Things are being said (and maybe done) here which could be
    damaging to our case.  Please tone this down.
    
    This mess took a while to create, and it isn't going to be cleaned up
    overnight.

re .0. .1

   I am one of those volunteers of the "committe" of which
you speak.  No, I was not elected to represent anyone.  But 
I'm not one to sit on a fence, either.  From a dead start
I/we obtained 1200 signatures in less than ten working days.
And none of them voiced your objections.  Nearly all said
they were glad "someone" was doing something about this 
situation.

  Why don't you put your cards on the table? 

                                        Ron

   As one  of  the  folks  who has been working closely with PG, let me say
   that  I  think  some  things might have been done better.  But we aren't
   interested  in  organizing to the extent of regular meetings.  I fell in
   with helping PG closely merely because I happened to be present when the
   petitions  were  presented  and we got to talking and decided to do some
   things  ourselves  *for ourselves*.  There has been no effort to exclude
   anybody.  If you'd shown up when I did and decided to work with him, you
   could have too.  PG probably should have made it clear he was not really
   representing  anybody  when  he went to the press and it probably should
   have  been  discussed  here  a  bit.  Anybody is free to go to the press
   anytime with anything they want to say.

   That said,  let me say that the press articles has uncovered some *very*
   interesting data which we are trying to verify and facilitate in various
   ways.  It's premature to tell the BoD what we have found so I can't post
   it here.

   In other  words, posting notes in here is very inhibiting to me at least
   because  the  BoDs  constantly monitor this file by their own admission.
   Given  the  BoD  has  decided to be deceitful (my opinion), I don't feel
   comfortable  discussing some of our processes and the data we have found
   here in front of them yet, because I don't trust them. 

    I'm not aware of the "committee" representing the DCU shareholders. 
    Seems to me that any claims to such would be inaccurate.  The
    "committee" only represents themselves and have won support of
    shareholders in the petition drive to hold the special meeting.
    They don't even represent any potential candidates and, as near as I can
    tell, the "committee" will be dissolved when the gavel hits to call the
    special meeting to order.  Their communications are done by mail, but
    I see no reason why persons who are interested couldn't get on that
    mailing list.  They don't meet regularly or even correspond on a
    periodic basis.  Probably one of the loosest and most temporary
    organizations I've ever seen.  But, it had to be called something, so 
    "committee" seems to work.  If it hadn't been "us", it would probably
    have been somebody else.  What we're seeing here is a catalytic
    reaction - all the energy is there, it just needed a productive
    direction.  Once the special meeting is held, the power will be in the
    hands of the shareholders who attend, the agenda followed will be that
    of the petition, and the appropriate DCU/BoD reps will run the meeting.
    
    Steve

I've been talking with a lot of people about the problems at the DCU.  
I am always careful to say that I am *not* associated with the group
that called the special meeting.

The reason I do this is to emphasize that I am stating my own opinions,
based on my own observations, not repeating someone's else's viewpoint.
I decided for myself (with great regret) that, given the way the current
board is acting, there is no alternative but the extreme step of removing 
them, if we are to have a chance of fixing the problems at the DCU.

However, I don't see why the author of .0 objects to some group calling
themselves a committee.  Anyone can get together and form a committee.
True, they can't say that they represent the entire DCU, or even 
everyone who is involved with this notes file.  However, they can say
that they represent 1,200 members of the DCU in their push to remove the
current Board of Directors, since that many people signed the petition.
And surely it is up to the committee members to decide who is chairman.

I agree that it is easy to let things get out of hand here, and in
particular that it is easy (and dangerous) to jump at conclusions based on
incomplete evidence.  However, in commenting on the actions of the Board
of Directors, we do not need to stick solely to the sort of evidence that
would be allowed in a criminal trial.  After all, no one, to the best of
my awareness, has accused anyone on the Board of Directors of committing a
CRIME.  If we need to deal with legal analogies, this is more like a civil
suit.  In a criminal case, the judge instructs the jury to only vote
guilty if they are sure beyond a reasonable doubt.  In a civil suit, the
judge tells the jury to decide based on the preponderence of the evidence.

I have looked at the evidence.  I went to one of the informal meetings
that the board called, representing no one but myself, to try to find out
where the truth is.  I even wrote a report of that meeting that was so 
carefully fair that Board member Charlene O'Brien told me later that she 
found it quite objective and congruent with her memory of the conversation.

After thinking about the meeting, after a private email conversation with
Charlene O'Brien, and in particular after observing the *actions* the
board took after those meetings, it became clear to me that the current
Board of Directors is NOT acting in MY interests.  Nor, I believe, in the
interests of the rest of the membership, although that is for each
individual member to decide.  

Since then, I have done what little I could to publicize actions taken
by the board that I consider to be inappropriate or unacceptable.  I've
tried to avoid jumping to conclusions about reasons why the board has
done things, although I don't claim to be perfect.  I've also tried hard
to be fair to the Board.  First in a letter to Charlene, and then in an
open letter to the DCU (posted in this file), I outlined what I find wrong
about the Board's actions, and asked them to take some action that would
demonstrate to me that the Board really is trying to do the right thing.
I got no answer.  Since then, the actions of the Board have become more 
and more polarized toward their personal interests and against mine.

Let me add that I wasn't sending unsolicited mail to Charlene.  She
specifically asked me after the informal meeting to stay in communication.
But once I told her that words weren't enough, that I needed to see some
actions to prove her words true, she stopped that communication.

Anyway, that's where I stand.  I greatly appreciate the efforts of the 
many contributors to this file in helping to expose what has been going on,
including the author of the base note.  

	Enjoy,
	Larry

PS -- I found out during my personal 15 minutes of fame that one should not
assume that someone actually said everything they're quoted as saying in
the newspaper.  If the reporter understands and communicates the essence of 
what you are trying to say, that's a blessing.  If some of the details are
wrong or confused, that cannot be helped.

	Re: .2

> And none voiced your objections.

	I did.  When I was asked to sign the petition, I in turn asked to see
the list of replacement candidates for the Board.  Seeing that that very
important list was collected in secret and continues to be held in secret, I
opted not to sign the petition.  I cannot in good conscious support an effort
when I don't know what I'm being asked to support.  And no, "get rid of the
board" is only _part_ of the solution.  The more-important aspect of "and
replace them with whom and what are their views on what DCU should be" can't
be ignored.  (Its like asking someone who needs a new car to replace a junker
to concentrate solely on where the old car will be disposed of and not consider
what the replacement car will be.)

>  -< Lead, Follow or get the hell out of the way >-

	Nice response when someone has an objection - the response of which
just about sums up my concerns.  One of the big hazards with this committee
operating in such secrecy is that it just might not (humor me for a second) be
doing what the general DCU audience would like.  A new board?  Sure, I bet most
people in DCU (including me) would want that given all that has gone on.  Keep
the replacement candidates secret, go on witch hunts in every corner, possibly
hurt DCU's suits against Mangone by trying to implicate the current board in
everything and drag all this through the public newspapers?  No thanks, don't
do that in the name of leading, or worse yet, representing me.

								-craig

Howdy People:

Sorry for taking up so much real estate here, but I really want to address
some of the issues brought up by .0 and .6.  I'll take them in that order...

re:  .0

>    *I* am the one who suggested and organized the meeting at the PKO1
>    cafeteria before the first meeting with the BOD.

Ok, good for *you*.  How this statement fits in with the rest of your
message is sorta fuzzy to me, but that's another issue.
    
>    It now comes ty my attention -- second hand, via the AP newswire -- that 
>    this conference, which, much like the BOD, contends they "represent the 
>    members of the DCU".  This committee was formed without my knowledge, and 
>    certainly is not representing *me*.  Unless masses of people were 
>    contacted via methods other than this NOTES conference, and I was omitted by
>    mistake or oversight, then I also claim this committee doesn't even go so
>    far as to represent the membership of this notes conference.

Let's get a few things straight here before this issue gets out of hand.  Note
that the following represents my beliefs and opinions.  I'm not trying to
speak for anybody else.

IMHO, this conference, and nobody in this conference, claims to represent
the membership of the credit union.  I don't believe that anbody
involved in the BoD recall petition drive has ever claimed to represent you, 
or has tried to speak on your behalf.

If you read the AP article carefully, you'll see the following:

		"The state's largest credit union, shaken by bad real
                 estate loans on Cape Cod, has hundreds of angry members
                 who want to replace directors and rescind recently
                 announced fees."
                ........
		"The angry members, who formed a group called the DCU
	         Special Meeting Committee, were responding in part to
	         the credit union's link to $18 million in bad real estate
                 loans from the failed Barnstable Community Federal Credit
                 Union."

		Source:  The Boston Herald, Thursday, October 3,1991
                         from the Associated Press wire service
			 Reproduced here without permission

The quotes above, like the rest of the article, say nothing at all about
this notes conference.  For that matter, the article says nothing about
Digital Equipment Corporation other than to note that "The credit union
and the Maynard-based computer maker are separate corporate entities."

I'd also like you to show me where the words '"represent the membership
of DCU"' (your quotes) appear in the AP article.  I don't see them in my
copy from the Boston Herald.   What is your source for this article?
       
DCU does have hundreds of angry members who wish to replace directors.
Volunteers working as the Special Meeting Committee worked in cafeterias
all over Digital and got over 1000 petitions signed to this effect. 
So, the article was accurate in this regard.

I joined the group that became known as the DCU Special Meeting Committee
after some discussions with the gentleman who was organizing the group.
I saw the committee as being a group of volunteers, acting together
as members of the credit union,  having in common a desire to see the
membership of the credit union vote as to whether or not to keep the
current board of directors, and to vote as to whether or not to
permanently rescind basic checking service fees.  During the meeting
that I attended, I never heard any discussions of trying to represent
the DCU membership as a whole, or of the committee claiming to speak
for others.  All I ever heard discussed was mounting a recall
petition drive.

Many members of the Special Meeting Committee have differing views as to
what other action, if any, should be taken regarding the current 
situation within DCU.  Please remember that when individual members of
the committee note here, they are not speaking for the committee, or
for the petition-signers, or for anybody other than themselves.

The committee may very well have formed and done its business without
your knowledge or approval.  But since we don't claim to represent
you, why are you upset?  Oftentimes there are cases where groups of
shareholders with common concerns come together to work for a common
change.  This happens quite frequently in the world of public
corporations.  Shareholders in corporations such as this one has explicit
and enumerated rights.  My understanding is that the committee was 
exercising shareholder rights to a special meeting as given in the DCU
bylaws.  What is your understanding of the committee's goals?

>    It is clear that this is now becoming a witch hunt.  About a month ago,
>    I claimed, in discussions with several BOD members, that the
>    participants in this conference perhaps were representative of the DCU
>    at large.  Now, I'm going to change my mind.  It may have been true a
>    month ago; it no longer is.

I do not think that this conference has ever come close to representing the
members of DCU.  The number of people who note/read here compared to the
total number of people who are DCU members is probably quite small.  The number
of people who are members of DCU and not employees of Digital is probably higher
than the number who note here. 

Certain aspects of what's been happening here could be perceived as chasing
witches.  On the other hand, don't mistake information gathering and a healthy
debate amongst noters on how things should be handled to be evidence of witch
hunting.  I see a lot of differing opinions here about how to "handle the
DCU mess," and I agree with some and disagree with many.  Personally, I'm still
trying to get my hands around the entire problem space and see it clearly.
While many of us noters, myself included, may debate a lot about what things
mean and what should be done, I don't think the noise is that of a gallows
crowd.

    
>    I'll say it again:  I disagree with the BOD's handling of this entire
>    situation.  However, I don't believe that the participants in this
>    conference any longer have their wits about them.

Why do you believe I no longer have my wits about me?

>    Evidence available would seem to indicate that the BOD was negligent.
>    However, looking for a smoking gun by going into a room with shotguns
>    blazing is NOT going to help our case.  The "what did you know and
>    when" approach may make for good entertainment on CNN, but recall that
>    the case in which this tactic was used was just thrown out.
    
On the contrary, what the Board knew when, and what they did with what they
knew is very important in my mind as an indicator of how well the Board
managed the money we entrusted to them.  I'm interested in determining whether
or not the Board acted, or attempted to act, in the best interests of the
shareholders of the credit union.  After all, they're playing with my money
and I need to decide if I can continue to entrust them with my modest savings.

I'm not sure I understand your analogy of shotguns blazing.  Several people
who note here have requested information from DCU and been turned down.  DCU
has recently instigated a policy of information control that appears on its
face to be a stonewall by the BoD.  I believe that the controls placed on
records of the credit union may be improper.  So, like others here, I share
what information I've found to assist others who feel similarly.  I don't
see shotguns blazing in every room, I see intelligent people trying their
best to make good decisions for themselves with the information they can find.

>    In my (perhaps minority opinion), the request strategy being proposed
>    here is *exactly* what the DCU wants us to do.  Those of you sending
>    these requests are playing exactly the game they want us to play. 
>    They're giving us rocks to chase, and you're chasing them.
    
I personally feel that requesting information for the intention of just asking
for it is probably not a good idea.  I don't recall anybody is previous notes
advocating requesting information just to kill trees and waste paper.  On the
other hand, I do believe that fully understanding what information shareholders
are entitled to examine, and fully understanding our rights as shareholders in
DCU is definitely a good idea.  To this end, I agree with other noters who have
suggested that we pool our resources and share information we have received.

>    If we feel that we need representation by our own legal counsel, then
>    such counsel should be acquired.  Meanwhile, those of you who play
>    lawyers on TV, please stop trying to represent those of us (at least
>    me) who know that free legal advice is worth every cent.  This is
>    bigger than anyone here (unless you have a JD degree, and if you do,
>    please step forward).

I do not believe that getting "our own legal counsel" is a prudent thing to
do.  First, who is the "us" in "our?"  Just as you don't want a committee
speaking for you, I don't want some random attorney speaking for me.  Those
of you who feel that legal advice is warranted to consult your own lawyers
and make your own decisions.

Who in here is playing lawyers on TV?  If I've said things that make you feel
that way, then I apologize.  If you're upset that some of us are doing some
digging around to more fully understand  the situation, then there's nothing
I can do to make you feel better.  My intention, as a shareholder in a 
corporation, is to fully understand the situation within DCU, and then to 
act upon my understanding in some manner.      


Re:  .6
>	Re: .2
>
>> And none voiced your objections.
>
>	I did.  When I was asked to sign the petition, I in turn asked to see
>the list of replacement candidates for the Board.  Seeing that that very
>important list was collected in secret and continues to be held in secret, I
>opted not to sign the petition.  

Whoa!  Who told you that there was a list of replacement candidates and that
the list was collected in secret.  Who continues to hold such a list in secret?

This is just plain disinformation.  Anybody who told you about a secret list
of candidates is at least guilty of being full of baloney, and at the worst
guilty of lying to you.

During the petition drive, several people asked me "who will replace the board?"
My response was that the decision about who was going to be on the board was
completely up to the shareholders.  The Special Meeting Committee has never,
to the best of my knowledge, ever discussed the issue of presenting candidates
for the Board.  I know of no list of candidates for the board, secret or
otherwise.  

The exact language of the petition was:

	i.  A motion to rescind all changes made to DCU "checking" (share
            draft) account terms, conditions, options, and fees made since
            August 1, 1991.

	ii. Motions to remove all DCU Directors, under Article XIX, Section
            3 of the DCU Bylaws.

	iii. Call for new elections within 90 days of the special meeting to
            fill all Board of Directors positions, uner Article VI of the
            DCU Bylaws.

Item (iii) is the most telling here...it's a call for new elections.  People
who want to be on the Board will run for the Board, and the membership will
vote for/against them in the same manner we routinely vote for new Board members
during the election process for the annual meeting.  The references to the
DCU Bylaws are all procedural in nature and there's nothing ominous in them.
Contact me if you want a copy of them.  Nowhere in the petition language 
does it recommend/appoint a Board.  This can't be done.  The only thing the
special meeting can do is vote on the exact issues listed above.

I have no idea who will show up to run for the Board.  The candidates who run
will all have statements published in the election materials, and you can read
about them and make your own decisions.  I would certainly expect current 
members of the Board to try to run again, but who knows?  

I joined with PG and the other volunteers because I was interested in seeing
the democratic process have it's day in restoring membership control to the
credit union.  I didn't join to become part of a junta or coup, and it's my
belief that nobody else on the committee wants that either. 


Just my opinion,
/Chris

    Re .6:                                                        
    
� > And none voiced your objections.
�
�   I did.  When I was asked to sign the petition, I in turn asked to see
�   the list of replacement candidates for the Board.  Seeing that that
�   very important list was collected in secret and continues to be held in
�   secret, I opted not to sign the petition.  I cannot in good conscious
�   support an effort when I don't know what I'm being asked to support. 
�   And no, "get rid of the board" is only _part_ of the solution.  The
�   more-important aspect of "and replace them with whom and what are their
�   views on what DCU should be" can't be ignored.  (Its like asking
�   someone who needs a new car to replace a junker to concentrate solely
�   on where the old car will be disposed of and not consider what the
�   replacement car will be.)
    
    An important point has been missed here.  The "committee" (or whatever
    one might call us) is NOT running a replacement slate.  Our goals (as a
    group, anyway) are PRECISELY what we set as the agenda of the Special
    Meeting, no more and no less.  There is no hidden agenda or secret
    slate of replacement candidates to be presented.
    
    Indeed, a number of former candidates have come out of the woodwork and
    said they would run again in an open election.  The "committee" is NOT
    in the business of screening them or endorsing them.  Once the meeting
    happens, the "committee", such as it is, goes out of business.
    
    What we want is a return of the DCU to the control of ALL its members. 
    PERIOD!  Our common belief is limited to the position that things are
    TERRIBLY WRONG at the DCU and that they can't wait until the 23 Apr 92
    annual meeting to be rectified.
    
    Speaking only for myself, this conclusion was not easily reached.  I
    desperately wanted to find a less-drastic solution to DCU's failure to
    meet my minimum standards for credit union performance.  As this has
    unraveled, it has become EMINENTLY clear that the DCU BoD is NOT acting
    in the best interests of the DCU membership and that the problem isn't
    localized to just one or two members.  With great sadness, I concluded
    at the time of the second "informal meeting" that it is time for a
    complete turnover of the BoD to new (more idealistic) members.

	Re: .8

	Yes, Bill, you know from our previous discussions that I agree with
you that the current board should go.  No question.  I _know_ the committee
isn't running a replacement slate.  You're stating (and putting it quite well)
what _is_ while I'm stating what I'd rather see and what would get me to
more fully support this effort.

	Re: .7

>Whoa!  Who told you that there was a list of replacement candidates and that
>the list was collected in secret.  Who continues to hold such a list in secret?
>
>This is just plain disinformation.  Anybody who told you about a secret list
>of candidates is at least guilty of being full of baloney, and at the worst
>guilty of lying to you.

	Hmmm, perhaps you should talk to Phil then.  Over the past few weeks
there have been several people in this notesfile asking the question of "well,
who is going to run?" and Phil's standard reply has only been that many people
have told him that they would run.  But so far neither he, nor any of those
people who are supposedly interesting in running have seen fit to announce a
single name in this notesfile.  Therefore, I have to conclude that a set of
potential candidates (not to be confused with an "endorsed slate") exists but
for whatever reason they are not coming forth before the meeting.

							-craig

	Re: .8

>    Indeed, a number of former candidates have come out of the woodwork and
>    said they would run again in an open election.

	Who, and in what note/reply?  I've followed this notesfile closely and
I have seen people say "when I ran look at what happened...", etc. etc, but
have not seen anyone saying "I will run".  If they have, I've certainly missed
it.

								-craig
  

>	Hmmm, perhaps you should talk to Phil then.  Over the past few weeks
>there have been several people in this notesfile asking the question of "well,
>who is going to run?" and Phil's standard reply has only been that many people
>have told him that they would run.  But so far neither he, nor any of those
>people who are supposedly interesting in running have seen fit to announce a
>single name in this notesfile.  Therefore, I have to conclude that a set of
>potential candidates (not to be confused with an "endorsed slate") exists but
>for whatever reason they are not coming forth before the meeting.

But why would they remain "secret?"  Doesn't make any sense to me, as I can
see no good reason for it.  Why do you assume that there's some sort of
conspiracy here?  (well, maybe you don't, but your earlier note sorta has
that "conspiracy feeling" to it).

People have run for the BoD in the past and have been both successfull and
unsuccessfull in their efforts.  I assume that once elections are announced,
individuals interested in running will sign up.  I've not heard from anybody
who is interested in running (although I've heard from several who are NOT
interested in running).  

/Chris

    re: .9 
    >...Phil's standard reply has only been that many people have
    >told him that they would run.  But so far neither he, nor any of those
    >people who are supposedly interesting in running have seen fit to
    >announce a single name in this notesfile.  Therefore, I have to
    >conclude that a set of potential candidates (not to be confused with an
    >"endorsed slate") exists but for whatever reason they are not coming
    >forth before the meeting.
    
    I, too, am one of the volunteers who collected signatures at MLO. 
    Throughout the whole process of the petition drive, discussion among
    all the volunteers was that the ad hoc Committee MUST NOT be seen as
    endorsing any candidate for the board of directors.  The purpose of the
    group has by concensus been limited to exactly what you read on the
    petition, nothing more.  To diverge from this was seen as an easy way
    to lose the broad support we obviously enjoyed.
    
    The last thing I want to be involved in is a takeover of DCU by some
    sort of in-group.  After the petitions were delivered, there was a lot
    of talk that the nominating process should be MORE OPEN than currently.
    
    It's pretty obvious why no candidates have come forth yet.  There are
    no elections yet.  I think that people who might run have shown
    admirable restraint in waiting for an election to be scheduled.
    
    Wes

	Re: .11

	That is exactly my point.  I don't see why they _would_ remain secret,
so if people have indeed told Phil (et.al.) that they would run but won't
announce it, I have to feel that something is wrong with this picture.  So
either I have to believe that Phil has lied, or these people are laying low
for some reason.  Neither option of which I like.  (Though I do prefer to
believe it is the second and not the first option.)

	Perhaps our disconnect is from my belief that we'll have to elect an
interim board at the special meeting once the current board is thrown out.
(I know, I know, its not on the agenda.  I think thats an oversight that
could hurt this whole effort.)  Since all officers serve at the pleasure of
the board and that various things have to come to the board for approval, I
don't see how DCU will run for up to three months without a board.  (Is it
even legal to have a corporation without a board for three months?)  Therefore,
you might be thinking of elections 3 months from now while I see "them"
potentially sitting on the board within a few weeks and being the ones to
directly bear the initial brunt of the palace coup problems.  I'd like to
know beforehand who they are to contemplate it.

								-c

        If candidates were to announce NOW, before the special meeting,
        then regardless of anyones intention it would appear to some that
        the purpose of the special meeting is to replace the current BoD
        with these new candidates. At least as far as I am concerned, and
        the messages I spread while collecting my 70 petitions, is that we
        aren't endorsing any future candidates, just our level of
        dissatisfaction and distrust in the current BoD.
        
        My only concern is that too many new candidates might come forward
        to run. If the "throw the bums out" vote is sufficiently diluted,
        then the current BoD could win reelection. 
        
        AFTER the special meeting is over, and all we have is an ex-BoD,
        THEN I'd like to see a topic here as a "candidates forum".

	Re: .14

	That sounds fine, but what if the following happens: there turns out
to be a law on the Massachusetts books that requires a corporation to have a
board of directors, the current board lets all of this energy go into getting
a special meeting held, it gets convened, the agenda gets announced and _then_
their lawyer announces that since the possible outcome of the agenda is an
illegal corporation, they have already obtained a court order to block the
agenda from being voted on.  Next issue?

	The thrust of my point is that we're dealing with corporate law here.
It _isn't_ only a matter of what we want to have happen and how we'd like to
neatly separate the issues into chucks that we'll deal with in 3-month
increments.  Some things might be out of our hands, and we better be ready to
deal with contingencies or else risk having the special meeting be held with
nothing as the outcome.

								-craig

p.s.  Don't worry, if I as a non-lawyer could come up with the scenario in
the first paragraph, a real corporate lawyer would properly view this as
childs-play and come up with _much_ better ways to foul up the meeting.

    re .11, .13
    I don't think there's a "secret" list.
    
    Rather, I think various people have told Phil -- not the committee,
    just Phil -- that they're interested in running.  It's clear to me,
    and has been stated several times, that the committee is not endorsing
    or publicizing any candidates, just getting the Special Meeting going.
    
    I think .13 has confused Phil with the Committee.  They're not one and
    the same (although sometimes it looks like it;-)).
    
    Bob

   As to who's going to run and PG keeping candidates in his back pocket...
   I  can  tell you as one of the folks who has been working with PG fairly
   closely  that  he  has  no  hidden  agenda  as in a slate of candidates.
   People come up to PG and tell him, gee, I ran and lost, I think I'll run
   again  now  that  I have a fair chance.  So what? That has nothing to do
   with  PG.   He's merely reporting on what somebody told him.  When I was
   collecting  signatures,  somebody  told me the same thing.  I don't even
   remember  his  name.  I told him great! Go for it! In fact, I might even
   run.  I don't know.  I think if I see somebody running that I personally
   know  and trust, I definitely won't run however.  I've made no decision.

   Actually I  believe  PG  has contacted previous candidates, but not from
   the  perspective  of getting them elected.  To my knowledge, he's merely
   invited  them to run again to make sure that we have alternatives to the
   BoD  if the BoDs run again.  It would be pretty dumb if we had a special
   election and nobody decided to run. I'm sure he's not endorsing anybody.

   As somebody said previously, proposing a slate of candidates is not what
   the  committee  (if  there is one) is about.  PG will tell you that too,
   I'm sure (he's on a business trip at the moment).  The committee is 100%
   staying out of endorsing anybody.  I trust the process to work once it's
   made  fair and open.  The committee is no longer relevant when the BoD's
   are thrown out.

   As to  the  previous  note  about the BoD subverting the special meeting
   agenda by sleezy legal maneuvering, I think that's the time to stuff the
   mailbox  of  the NCUA and the Mass Attorney General with letters because
   the  BoD  are  clearly  acting  in  a  way contrary to the wishes of the
   shareholders.   I  believe  the  NCUA  can come in and remove the entire
   board if they want to. Maybe that'll be what it comes to.

    Hmmm.  The "committee" is getting criticized because 
    
    	1) We are not presenting any candidates, so we don't have a viable
    	   alternative for the current BoD.  So, folks won't support us.
    
    	2) We are not presenting any candidates, because we have a list of
    	   "secret" candidates that we'll promote.  So, folks won't
    	   support us.
    
    Look, it doesn't even matter.  Once the gavel hits, the "committee" is no
    more.  Introduction of new candidates is not on the agenda and the
    "committee" won't be around to promote them anyway.  Like others, I'm
    more afraid of there being too many candidates.  As for the list being
    secret, why not send mail to PG and ask!  He's already indicated that
    previous candidates have contacted him.  Ask him for copies of the old
    ballots if you want.  I guarantee it'll be easier (and cheaper) getting
    them from him than the DCU.  And, before anyone goes around calling PG
    a liar, ask him and let him send you proof!  You'll get a faster and
    easier response from him than you will from DCU.  Try it if you doubt
    me!  I've been working a bit with PK and PG.  I've not seen the list,
    but PG says he's been contacted and he's probably keeping a list of
    those who contact him.  Like it or not, he's become a focal point and
    folks are going to him because he is visible and has put himself on the
    line for this "cause".
    
    I know it's hard to believe, but there really are some people that are
    foolish enough to unselfishly donate their time and energy to good
    causes.  I happen to believe that I am associating with this type of
    people in the "committee".  I would drop out just as soon as I saw any
    indications otherwise.
    
    Steve

    
    Word of Caution here from the moderator..
    
    For this discussion to continue, I suggest people stick to the topic
    without throwing personal accusations around. I look at it as airing
    feelings about it, and thoughts about the strategy. Keep it
    professional or it would get shut down.
    
    Nisreen
    

re: .15

Do you know that such a law exists?

re: injunction - Think about this.  Many medical professionals incorporate.
Sam and Bill are partners and decide to convert their partnership into a
corporation.  They call the lawyer and it is done.  Being a small corporation,
they are the entire board and officers of the corporation.  Now, one weekend,
they decide to go fishing.  On the way, a truck crosses the median and hits
their car head-on, killing them both.  The corporation now has no directors or
officers. I'm sure that the law must deal with cases such as these, or has 
someone gotten injuctions against motor vehicle accidents involving corporate
Directors?

Bob

re:  Craig's earlier comments about illegal corporations, court orders, etc.

In the interest of not playing a lawyer on TV (or in notes, for that matter),
I won't tell you what I think the answer is.  Instead, let me get back to
you on that later in the week....I'll ask someone who is a lawyer for real.

/chris

	Re: .20

	No, I don't know if that law is on the books.  I was refering to it as
something that we better know, however, since if it is on the books, the DCU's
lawyer will certainly hit us with it.  At this point, its their lawyer versus
us non-lawyers.

	Re: .21

	Good, having a lawyer even somewhat on "our side" to look things over
would be nice.  Don't just ask him about the "no BoD" issue, however, show
him the agenda and ask him how he would derail it.  If he can't come up with
anything, good.  If he does come up with something, better to find out before
so that contingencies can be planned.

	Re: .several

	Ok, last time - I never said "endorsed slate" (actually, to be picky,
I did say "endorsed slate", but it was in a parenthetic comment about "not to
be confused with an endorsed slate") nor suggested that the committee should
be, or is, endorsing anyone for the board.  Having people say "I will run"
does not mean they are endorsed.  Two separate issues.

								-c

	If I were thinking of running in the "normal" election, I would 
	certainly not announce that fact here, until after I was on the 
	ballot. Wouldn't want to jeopardize my chances of being "blessed"
	by the nominating committee. That may explain why some folks
	claim that there are people who want to run, but are no announced
	candidates yet.

	I think that PG deserves a tip of the cap for the work he has done
	so far in trying to get the special meeting to happen. (I did my 
	little bit, collecting signatures in ZK0, didn't even know I was 
	part of a "committee".)

	I, like others, have concerns that too many fresh candidates will
	dilute the "dissatisfaction" vote, and result in the current
	board being re-elected. I hope that this gets resolved before the
	special election. I even hope that the folks who have been active 
	in trying to make the special meeting happen are also active in this.

	But if they aren't, I'm still grateful to them for what they have
	accomplished.

					Tom_K
	

    I would like to compliment Chris Gillett (.7) on his/her balanced and
    thoughtful reply to what seems a very angry noter.  I agree with Chris'
    perception 100%; I had the same experience, I saw a group of people
    with a petition that expressed my desires about the current BOD
    exactly and I volunteered to get signatures here.
    
    Personally, as a member of the Board of Directors of a 110-unit
    co-operative housing Corporation in Boston, as the present Treasurer,
    and former President, I would be interested in running for the DCU
    BoD, because I think I could contribute a lot.  But certainly there
    is no sense in even figuring out how one would get nominated until the 
    special meeting happens and the results known.
    
    Regarding DCU operating without a Board:  don't the bylaws specify
    anything on this topic??  Presumably the present Board would continue
    in office until the special election took place.
    
    Ron

    My understanding is that as soon as the BoD are dismissed at the
    special meeting there is no BoD.  But, as their role is to determine
    the philosophical directions of the DCU and since they only normally
    meet once a month for a few hours, I don't feel that there will be a
    problem.  They are not (usually) involved with day-to-day operations
    and the DCU management structure will remain intact.
    
    Steve

    Hi !
    
    This is not the time to show differences among ourselves. We should be
    all united and working together for the good "Cause". 
    
    Bharat
    

    RE: .0

    Let's set the record straight here.  You've come in here and made
    some statements and allegations that are downright wrong and damaging
    to people who are devoting their personal time for the betterment of
    DCU.  You appear to be the one that has come into this conference with
    shot guns blasting.

    I want everybody to know that it was .0's decision to not be
    involved with the special meeting petition drive or anything else for
    that matter.  After the first informal discussion with the BoD, .0
    decided to back out and give the BoD a chance to come through on their
    promises.  He sat on the fence.  That is perfectly fine.  It is his
    perogative.  I made it very clear to him that the special meeting
    petition drive would proceed.  It was announced in here and was not a
    private event.  I have been waiting for him to come down off that fence. 
    I never thought he would come down and start personally attacking me
    for deciding to go forward with a drive to call the special petition. 
    I consider your attacks on me and others to be totally unjustified
    since you're non-involvement was your decision.

    Note 262, dated August 14, specifies what it would take to do what we
    have done so far and will continue to do.  .0 seems to imply that we
    should have waited for him to come down off the fence before starting
    this effort.  While I respected your decision to wait, you should
    equally respect my decision to go forth with the special meeting
    petition.  Again, this was NOT a private event.  You could have joined
    at any time.
    
    I do not, will not and cannot solicit people to help in any way.  If
    people want to help, all it takes is a mail message to me.  Just ask
    the many who have simply done that.  There is no big secret society
    that you suggest.  It is a group of people linked by a single cause, to
    make DCU a better place through the calling of a special meeting.  For
    lack of a better word, committee is used.  Who is on this "committee"?
    Anybody that volunteers.  Everybody contributes in whatever way they
    can.  Some are comfortable with some exposure.  Others wish to remain
    in the background, silently plugging away.  ALL efforts are
    appreciated.
    
    As for representing anybody, we represent ourselves and the 1220 people
    that signed the petitions for the special meeting.  Our duty to these
    people is to follow through with this effort and do what it takes to
    get a special meeting called.  We owe that to them.  I never claimed to
    represent anybody in this conference.  If you have that impression then
    it is wrong and I apologize if you got that impression from anything I
    said.  But to call the people involved with the special meeting
    petition drive a "splinter group" is derogatroy.

    And now this mysterious slate of candidates I have in my back pocket
    that we will install in the current BoD's place... Oivay!  Why can't
    people just read what I write without reading sinister hidden meanings
    into it?  I have flatly REFUSED to endorse ANYBODY for ANYTHING. 
    Agenda item 3 speaks for itself.  It calls for OPEN ELECTIONS.  I want
    them as open as possible.  I want NO Nominating Committee or road
    blocks for whoever wants to participate in THEIR credit union.  Many
    consider this too open.  It probably is but given the past history of a
    Nominating Committee, I'll take my chances with reading each candidates
    writeup and deciding for myself.  So please, no more conspiracy notes.
    
    As for using this conference to discuss and decide what the group of
    volunteers will do, are you joking?  The words "totally impractical"
    and "paralyzed" come to mind.  There comes a point in time when
    decisions have to be made with all feedback being considered.  I never
    try to achieve total consensus because I know that is impossible.
    
    And now for my favorite, witch hunts.  Will the people who have thrown
    these accusations please post replies stating what they are referring
    to.  Requesting financial documents and election results are hardly
    witch hunts.  Maybe reading court cases and news articles is witch
    hunting?  I go out of my way to state facts and the sources of those
    facts.  If there is something that is merely word of mouth, I have
    stated that.  The trail of documents and information I have acquired
    has been a trail which I have followed no matter where it went.  Myself
    and two other people (all volunteers) took vacation to go read and copy
    court cases and newspaper articles to learn as much as we could.  Since
    DCU has shut off all information, I have availed myself of other
    information sources.
    
    I regret .0 has chosen this public notes forum to vent his
    frustrations.  He could have simply sent mail or called on the
    phone.  The same with .6.  I try to respond to all mail, but it's been
    tough lately.  So if anybody has any great and pressing questions
    concerning who we are and what we're doing, just ask.
    
    Please note all of the above are MY statements and MY opinions.
    
    Phil

    If I understand the current strategy and related by-laws, correctly,
    and the membership is successful in unseating the BOD, the current
    BOD will remain in place until formal election can be held (I believe
    someone quoted the by-laws as "w/in 90days").
    
    Is this prudent?  The membership will have effectively fired these
    individual and then turned around and asked them to keep their eyes
    on thing until their replacements can be elected.
    
    Is their any means of installing an interim BOD?  

    What is your suggested alternative?

    I have not read this in the bylaws, though I looked for it.  I suspect
    this is being confused with the 90 days limit proposed in the petition
    agenda for the election of a new board.  It happens that a 90-day limit
    is indicated in article VI, section 1 and article VI is referenced in
    the petition in sectino iii.  But, that 90 day limit is the time
    required for nominations to be filed before the annual meeting.  I
    suppose that PG picked 90 days for section iii of the petition so that
    the normal mechanism for the election process would have time to work.
    
    However, the big differences are that the special election would be for
    all seats while the annual election is only for a few.  And, the board
    members are specified as continuing service in the bylaws before the
    annual meeting unless some action is taken to remove them from office.
    In the special meeting, action may be taken to remove them from office.
    
    Removal from office under other circumstances (such as for failure to
    attend monthly meetings or to perform duties) results in a declaration
    of that person's office to be "vacant" (article VII, section 7 of the
    bylaws).  This implies an immediate termination of that person's 
    participation.  In this section, it goes on to say that the board will
    then designate a temporary person to fill the position.  In section 8,
    it goes on to indicate that a board member that is suspended is not
    immediately suspended from other duties, such as serving on the
    supervisory committee.  This is decided at a special meeting that is
    held one or two weeks later.
    
    The bylaws do not specifically handle the situation where all board
    members are suspended.  But, that doesn't mean it couldn't happen.
    My understanding is that the NCUA has authority to swoop down, dismiss
    the board and call for new elections.  They also have authority to
    swoop down and shut down the credit union entirely, as happened with
    Barnstable.
    
    Steve

    Re .31:
    
>>    My understanding is that the NCUA has authority to swoop down, dismiss
>>    the board and call for new elections.
    
    Might it then be reasonable to ask the NCUA what they would do in the
    interim, given the hypothetical situation that they had removed the
    board of directors from j-random-CU and called for new elections, and
    base our contingencies on that?

    
    RE: NCUA
    
    From my discussions with them, we should expect too much from them.  I
    have been told they will act if there is fraud or insolvency involved. 
    Short of that they said their approach is "hands off".  This is why we
    also need to document this all with our Senators and Congressmen.
    
    Remember, the NCUA was given evidence of the Barnstable fiasco as far
    back as 1987.  They failed to see or detect any problem.
    

    When you read of a special committee of angry members being formed and
    statements made by a spokesperson in the local papers, that might raise
    the type of questions that are being asked in .0.  What was a petition
    drive started in here shows up as a special committee in the press. 
    Wouldn't you ask some questions?
    
    As far as conspiracy theories go, what would you call all of the
    speculation about the current BoD littering this conference?

    I'd call it "speculation".  It is anything but conspiracy, given that
    the DCU BoD has easy access to this notes conference.

>    When you read of a special committee of angry members being formed and
>    statements made by a spokesperson in the local papers, that might raise
>    the type of questions that are being asked in .0.  What was a petition
>    drive started in here shows up as a special committee in the press. 
>    Wouldn't you ask some questions?
    
    	Please be factual.  The name used was "Special Meeting Committee".
    The words used on materials handed out during the petition drive were
    "DCU Special Meeting Committee".  These words come as no surprise to
    anybody since they describe EXACTLY what the purpose of the
    "committee", group, her, or whatever you prefer to call it, purpose
    was.
    
    Asking questions is fine.  I welcome questions.  .0 was not asking
    questions but throwing baseless accusations around and demeaning a lot
    of hard working people in the process.  A simple mail message would
    have given him the information he desired.  The way he approached it
    tells me has was not interested in information.
    
>    As far as conspiracy theories go, what would you call all of the
>    speculation about the current BoD littering this conference?

    Nobody has specified any "conspiracies" involving anybody.  I agree
    with -.1, speculation is not conspiracy.  Included in speculation is
    the possibility of no wrong-doing.  That is why I have repeatedly
    posted information I have obtained, and urged others to obtain it also,
    and to make their own decisions.  
    

    
      "I'm very frustrated about a Washington that doesn't seem to get
    off the dime, about regulators who won't regulate, prosecutors who
    won't prosecute."  Senator John F. Kerry at a talk at Burncoat High,
    Worcester, Mass., October 10th.
    
       Seeing that he is a senator of Mass., and sits on the Senate
    Banking Committe, I think it would be a good idea to cc both the
    NCUA and he regarding the situation at DCU.  I know I will.
    
                                                    Ron

    Having talked with Senator Kerry's office in Boston, they suggest that
    letters to the Senator should ask for his assitance, and he will get
    the NCUA to look into the situation.
    
    	The address is:
    
    		Senator Kerry
    		Transportaion Building
    		10 Park Plaza
    		Suite 3220
    		Boston, MA
    			02116
    
    - Peter

�    	Please be factual.  The name used was "Special Meeting Committee".
�    The words used on materials handed out during the petition drive were
�    "DCU Special Meeting Committee".  
    
    I was being as factual as I could be.  The Herald article was the first
    I had heard of a committee.  I saw no petition drive in my facility.    
    
�    Asking questions is fine.  I welcome questions.  .0 was not asking
�    questions but throwing baseless accusations around and demeaning a lot
�    of hard working people in the process.  
    
    Sounds like some of the stuff that goes on in this file at times at the
    expense of the DCU.  I welcome the info from the annual report and
    court records that have been posted in here.  That is a lot of good,
    thought provoking stuff.  But if you believe that some people having
    been flying off the handle, or been quick to jump down the BoD's
    throats about some trivial things, then I don't think you've read all
    of the replies in here.

    First, I have not looked into this conference for about two months.  I
    can't say if its refreshing or depressing to see that things haven't
    changed much.  The whole tone of "real choices" candidates is is too
    vindictive for my liking, and when asked, I've verbally told those who
    ask what I think.  Most have concurred.  My only real requirement for a
    new board is that they must be an improvement over the old.  It isn't
    adequate to be different.  The handwriting is on the wall - some
    people's actions are speaking louder than their words, and we may end
    up worse off than we are now - for different reasons.  Spend your
    efforts on the future of the DCU and less on the past.  In other words,
    get a life.
    
    But, that is not why I'm writing this.  I've mentioned this to several
    people I know personally, and since I had a little time this morning, I
    thought I'd put something about why I disappeared into this conference.
    It is not my intent to dicker about this - I'm in and out again. Two
    months ago I decided this conference is a waste of time, and reading
    some of the new notes hasn't changed my mind.

    After being involved quite heavily in the early days of the Mangone
    affair, and being quite serious about pursuing a seat on the BoD in the
    upcoming election, along about Christmas time, I had two choices to make:

    	Do I want a better Credit Union

      or

    	Do I want a Job?  (Long term).

    Having grown accustomed to eating, and realizing that a better Credit
    Union isn't going to pay my bills, I chose the job.  I'm a consulting
    engineer in disk drive engineering, and in late December we decided to
    undertake what has turned out to be a record-breaking product
    turnaround effort in DEC.  We took the DSP3085 (aka, RZ35) - a  852MB
    3�-inch SCSI disk and brought it up to 1.05GB (now called the DSP3105). 
    This was pretty much a skunkworks project - going from engineering
    prototypes in mid-December (which were evaluated by potential OEMs) to
    manufacturing in Colorado in the last two weeks. The equivalent of
    pilot units were in one OEM's hands for the Networld Expo in Boston in
    February.

    Through most of December, all of January and February, and up until
    last week, I've been working over 80 hours per week, and have spent
    two weeks working with OEMs in California.  I have had no time to worry
    for one second about the DCU.  

    The direct result of my efforts ( and the principal reason I had to
    back out of the DCU stuff) is over $3,000,000 in actual purchase orders
    from two OEMs to buy the drives.  More to come.  Units meeting DEC's
    normal "FRS" criteria shipped last week.  We will turn on the volume
    spigot in about a week.  12 weeks from start to finish.  It's a
    grueling pace, but one DEC is going to have to do to remain competitive
    in a market where your product is obsolete the day it ships. 
    (Workstation builders, heed this!)

    So, the DCU will go on, and those in my group have a job for a little
    while longer.  Meanwhile, if things don't improve, rest assured, I'll
    be back next year.

    Tony.