The Board of Directors of the Political Film Society held a meeting at the time, on the day and at the place set forth hereinbelow, pursuant to Rule 12 of the Rules of Procedure:

TIME: 8:11 p.m.
DATE: March 13, 1999
PLACE: 8481 Allenwood Road, Los Angeles, CA 90046.

Present at said meeting were the following persons:
Michael Haas, Member of the Board of Directors, Member of the Political Film Society, and sole Stockholder
Eric J. Dacumos, Acting Secretary of the Board of Directors and Member of the Political Film Society

The following named persons served as Chair and Secretary of the meeting:

Chair: Michael Haas
Secretary: Eric J. Dacumos.

The first order of business was to approve the Minutes of the meeting of the Board of Directors held on February 13, 1999. After pointing out two minor typographical amendments, the following resolution was adopted:
WHEREAS, the word “as” should be “at” in the paragraph below “PLACE” in the Minutes of February 13, 1999; and
WHEREAS, “Article x” should be “Rule 12” in the first paragraph of the Minutes of February 13, 1999;
THEREFORE, BE IT RESOLVED that the Minutes of February 13, 1999, shall be approved as corrected.

Michael Haas then circulated three sets of proposed amendments to the By-Laws. He first indicated that some special reward was needed for those who donated in-kind services to the Political Film Society. Following circulation of the proposed amendments and discussion thereon, the following resolution was duly adopted:
WHEREAS, in-kind donation of services to the Political Film Society and its projects should be encouraged;
WHEREAS, the monetization of in-kind of services generally exceeds the annual amount charged for membership in the Political Film Society;
WHEREAS, film celebrities who agree to be interviewed on the Political Film Society’s radio program have contributed in-kind services to the Society;
THEREFORE, BE IT RESOLVED that the Political Film Society hereby adopts the following changes to its Rules of Procedure:

1. Rule 11c (new). The Board of Directors may, at its discretion, award Honorary Memberships to persons who contribute substantial in-kind services to the Political Film Society for one year. Such memberships shall be subject to the same requirements as all other memberships for continuing memberships.
2. Subparagraphs in Rule 11 will be renumbered accordingly.

Because two persons recently were interviewed for the Political Film Society’s radio program, the following resolution was then adopted:
WHEREAS, those who agree to be interviewed on the Political Film Society’s radio program are making in-kind contributions to the Society; and
WHEREAS, Mike Farrell and Alvin Ing have been interviewed for the Political Film Society’s radio program
THEREFORE, BE IT RESOLVED that Mike Farrell and Alvin Ing shall be awarded Honorary Memberships in the Political Film Society, effective today.

A second amendment was then proposed, discussed, and adopted as follows:
WHEREAS, the Rules of Procedure of the Political Film Society should be clarified wherever inconsistent;
THEREFORE, BE IT RESOLVED that the Political Film Society hereby adopts the following changes to Rule 12 of its Rules of Procedure:
1. The words “the shareholders of” should be inserted after “meeting,” so that Rule 12a shall read: “A Board of Directors of three voting members shall be chosen each year at the annual meeting of the shareholders of the Political Film Society.”
2. The words “of the shareholders,” should be inserted after “meetings,” so that Rule 12b shall read: “The Chief Executive Officer shall preside at meetings of the shareholders, of the Board and at annual meetings of the Society.”

A third amendment was then proposed, discussed, and adopted as follows:
WHEREAS, the Rules of Procedure of the Political Film Society should be clarified wherever inconsistent;
THEREFORE, BE IT RESOLVED that the Political Film Society hereby adopts the following change to its Rules of Procedure:

1. In Rule 11h the word “vote at” shall replace the word “attend.”
2. The new rule shall read: “Members of the Society are entitled to vote at the annual meeting of the Society, but only Directors can vote at meetings of the Board.”

The next order of business was to count the ballots cast for the best films of 1998. The Chair turned over the votes to the Secretary, who in turn counted the votes and presented the following resolution, which was adopted by the Board:
WHEREAS members of the Political Film Society had an opportunity from February 15 to March 7, 1999, to vote for the best films on Democracy, Human Rights, and Peace as well as the best political film Exposé for 1998;
THEREFORE, BE IT RESOLVED, on the basis of votes cast, that the following films shall receive awards for 1998:

DEMOCRACY Four Days in September
EXPOSé: no award
HUMAN RIGHTS A Civil Acton
PEACE: Savior.

THEREFORE, BE IT RESOLVED, that Directors of the above films shall be notified that they are award recipients and shall receive framed certificates that so indicate.

There being no further business to come before the meeting, upon motion duly made, seconded and unanimously carried, the meeting was adjourned.

Chair:________________________________

ATTEST:______________________________
          (Temporary Secretary)