2007 MINUTES
General Assembly
Cumberland Presbyterian Church*************************CALLED MEETING
NASHVILLE, TENNESSEEDECEMBER 7-8, 2007*************************

NEXT MEETING - JAPANJUNE 5 - 13, 2008

TABLE OF CONTENTS

Agenda.............................................................................................................................................. i

Commissioners................................................................................................................................. ii

Youth Advisory Delegates.............................................................................................................. iii

Reports
Permanent Judiciary Committee.................................................................................................1
Nominating Committee...............................................................................................................7
Ministry Council.........................................................................................................................8
General Assembly Council.......................................................................................................11
General Assembly Center Task Force.......................................................................................15

Minutes...........................................................................................................................................19

Appendices
The Call.....................................................................................................................................25
Report of the Credentials Committee.......................................................................................27
Report of Committee Number One...........................................................................................28
Report of Committee Number Two..........................................................................................29

2007

THE CUMBERLAND PRESBYTERIAN CHURCHi

Called Meeting of the General Assembly
December 7-8, 2007
Nashville, Tennessee

AGENDA
Assembly Meeting:
Co-Moderators:
Pastor Host:		
Worship Director:

Brenthaven Cumberland Presbyterian Church, Nashville, TN
The Reverend Frank Ward & Doctor Rose Mary Magrill
The Reverend Kip Rush
The Reverend Kip RushFRIDAY, DECEMBER 7, 2007Time
11:00am - 12:30pm
		

Event
Registration for Commissioners andYouth Advisory Delegates

1:00pmWorship -- Doctor Rose Mary Magrill

2:00pmConstitution of General AssemblyStatement of the Call
Adoption of the Agenda
Welcome, Co-Moderators
Welcome, Pastor Host
Report of the Credentials Committee

2:30pmPresentation by Attorney James Jordan(15 minutes recess following presentation)

3:15pmQuestion/Answer Period with Attorney James Jordan
General Assembly Business
Report of the Judiciary Committee
Election of Vice-Moderator
Amending the Bylaws of the Cumberland Presbyterian
General Assembly Corporation
Consideration of Changes in General Regulations
Report of the Nominating Committee
Election of Board of Directors for the General Assembly Corporation
Determining the Organizational Structure for the Ministry Council
and the 5 program boards/agencies affected by the reorganization
Report(s) of Ministry Council
Report of General Assembly Council
Report of Center Task Force
Determine any and all other business necessary and proper to facilitate
the reorganization
Determine if General Assembly should meet prior to June in order tospeed up the process of reorganization

5:30pmBreak for Dinner

7:00pmGeneral Assembly Business

9:30pmAdjournment until Saturday morning

		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		
		

		

(The closing worship will be either Friday night or following business on
Saturday morning.)

SATURDAY, DECEMBER 8, 2007
8:30amGeneral Assembly Business

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COMMISSIONERS
to theONE HUNDRED SEVENTY-SEVENTH GENERAL ASSEMBLYPRESBYTERY		MINISTER

ELDER

Andes (2)...........................................
Arkansas (2)......................................
Cauca Valley (2)................................
Choctaw (1)....................................... Hannah Bryan.......................................... Rick ClemColumbia (2)..................................... Tim Smith . ............................................. Carol Hale............................................. Charles “Buddy” PopeCovenant (3)...................................... Hillman Moore........................................ Ed Minton............................................. Gary Carlton............................................ Billy Crider.............................................................................................................. Doug Phelps
Cullman (1)....................................... Ray Latham............................................. Richard Patterson
Cumberland (3)................................. Gary Whitworth....................................... David DeSpain
Del Cristo (3).................................... Jimmy Braswell....................................... Jerry Young............................................. Harry Chapman............................................. Paul Collins
East Tennessee (3)............................. Don Hubbard........................................... Lon Knight............................................. Michael Justice........................................ Frances McCarter............................................. David Craig
Grace (3)........................................... Aaron McMillan...................................... Freddie Carter............................................. Michael Wilkinson.................................. Grace Whitfield............................................. Richard Brown........................................ Scott Stewart
Hong Kong (1)Hope (1)............................................ John Deaton............................................. Elizabeth Letsinger
Japan (1)............................................
Missouri (1)....................................... Walter “Pete” Palmer............................... Mary Lyn Childs
Murfreesboro (3)............................... Lanny Johnson......................................... Jan Bartlett............................................. Jimmy Byrd............................................. Rebecca Davis.............................................................................................................. Mark Cowan
Nashville (3)...................................... Ray DeVries............................................ Thomas Nash............................................. Rickey Page............................................. Ed Pinkston............................................. Don Winn
North Central (2)............................... Shirley Topar........................................... Roy Shanks............................................. Terra Sisco............................................... Jerry Pataki
Red River (3)..................................... Keith Rice................................................ Elizabeth Horsley
Robert Donnell (1)............................ Mark Davenport
Tenn./Georgia (2).............................. Jerry “Butch” Hullander.......................... James Condra............................................. Carlton Harper
Trinity (2).......................................... Daryl Johnson.......................................... Rose Mary Magrill............................................. Charles Smith.......................................... Elizabeth Aden
West Tennessee (5)............................ Frank Ward.............................................. Joe Bone............................................. Duwayne Pounds..................................... Mike Coleman.............................................................................................................. Bethany Hollingsworth

2007

2007

THE CUMBERLAND PRESBYTERIAN CHURCHYOUTH ADVISORY DELEGATES
to theONE HUNDRED SEVENTY-SEVENTH GENERAL ASSEMBLY(Each Presbytery is eligible to send two Youth Advisory Delegates)
PRESBYTERYDELEGATE

Arkansas
Choctaw
Columbia
Covenant
CullmanCumberland
del Cristo
East Tennessee
Grace
Hope		...................................... Whitney Cosby
MissouriMurfreesboro
Nashville...................................... Morgan Keiser
North Central
Red River
Robert Donnell
Tennessee-Georgia
Trinity		...................................... Michael Cucinotta
West Tennessee

DELEGATEiii

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the rEPORT OF THE PERMANENTJUDICIARY COMMITTEEThe Committee on Judiciary met in called session July 27-28, 2007. General Regulation
D.g.4 authorizes the Stated Clerk to call a meeting of the Judiciary Committee to secure the adviceof the Committee on weighty matters. The 177th General Assembly adopted a major plan ofreorganization of structure, however, it is legally impossible to accomplish what the General
Assembly adopted without an additional meeting or meetings of the General Assembly. Without one
or more called meetings the process of reorganization will be delayed until June of 2008, however,the Judiciary Committee is of the opinion that the General Assembly intended that implementationof the plan should begin as soon as it is legally possible. It is the task of the Judiciary Committee
to assist the Church in clarifying legal issues surrounding the plan of restructure, and at the sametime to assist the transition in an orderly manner.

I. PURPOSES AND RESPONSIBILITIES OF THE JUDICIARYCOMMITTEE OF THE CUMBERLAND PRESBYTERIAN CHURCH(General Assembly Minutes, 1996, pages 147,148)
1. The Committee shall prepare and submit to each annual General Assembly a written reportwhich shall include:
a. Wording of proposed amendments to the Confession of Faith, Constitution, Rules ofDiscipline, Directory for Worship, and Rules of Order directed by the General Assembly.
b. Comments and recommendations concerning amendments to the Confession of Faith,
Constitution, Rules of Discipline, Directory for Worship, and Rules of Order which may
be requested by the General Assembly, otherwise proposed, or offered by the Committee
to protect the interests of the Cumberland Presbyterian Church.
c. Comments and recommendations in response to referrals from the General Assemblyon issues of law or governance affecting the Cumberland Presbyterian Church.
d. Any other appropriate information concerning the work of the committee during thepreceding year.
2. Upon request of the Stated Clerk, the Committee shall provide the Stated Clerk counsel andadvice concerning:a. Litigation and other legal proceedings involving the interests of the Cumberland
Presbyterian Church.
b. Matters affecting the legal or property rights of the Cumberland Presbyterian Church,
its institutions, churches, presbyteries, synods or other entities.
c. Matters of religious liberty and relations between church and state.
3. The Committee shall render advisory opinions on questions concerning the interpretation of
the Constitution, Rules of Discipline, Directory for Worship, or Rules of Order in response to

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any request submitted to the Committee in writing by an agency, judicatory, or person in the
Cumberland Presbyterian Church.
4. The Committee shall designate at least one member to attend each meeting of the General
Assembly to advise with the Assembly, its officers and members, on all judicial questions, andto sit, upon request of the Moderator, in an advisory capacity during the business sessions of theAssembly.
5. The Committee shall, as it deems appropriate, provide the General Assembly or the Stated Clerk
advice, counsel or recommendations with respect to legal rights or liabilities which may affect thewelfare of the Cumberland Presbyterian Church.

II. CO-MODERATORSThe 177th General Assembly erred in setting aside the Rules of Order 1.0 to elect a CoModerator. Rules of Order 1.0 provides for the election of a Moderator. Although the Rulesof Order can be amended by a General Assembly; a proposed amendment must come from the
Joint Committee on Amendments, Constitution 11.2 and 11.5 An amendment to the Rules ofOrder or the Directory of Worship has been adopted when a two thirds majority of the numberof commissioners enrolled at each General Assembly have approved it. These two sections of
the Confession of Faith can be amended without referral to the presbyteries, however, there is noprovision for setting aside any section of the Confession of Faith.
The Bylaws of the Cumberland Presbyterian Church General Assembly Corporation provide
for the election of a Moderator, but there is no provision for Co-Moderator. The Bylaws makeprovision for a Vice-Moderator, as does 2.0 of the Rules of Order. The Bylaws of the Corporation
can be amended by the General Assembly provided ample notice is given to the commissioners
and two thirds of the commissioners enrolled approve the changes to the Bylaws. To elect a person
to a position for which the Bylaws and the Rules of Order do not provide is a violation on the partof the General Assembly.
Robert’s Rules of Order allow for the suspension of rules to allow the judicatory to dosomething it cannot do without violating one or more of its regular rules, (Rules of Order 8.34c)
however, this applies to General Regulations and does not apply to any portion of the Confessionof Faith. The Rules of Order 14.1 states that “Robert’s Rules of Order apply if the Confessionof Faith does not make provision.” In the case of the election of a Moderator, the Confession of
Faith has designated that there shall be one moderator and describes the procedure for electing
the person to the office. Although the idea of a co-moderator was a magnanimous gesture on thepart of the Moderator, there is no provision for electing a co-Moderator. Although the General
Assembly is the highest court of the Church, it is still bound by its own Constitution. Constitution
3.03 “The authority of each level of church government is limited by the stated provisions of the
Church’s Constitution.” To conform to the Constitution, Rules of Order and the Bylaws of the
Cumberland Presbyterian Church General Assembly Corporation, the position of co-moderator
cannot exist, therefore, the General Assembly needs to proceed to elect a Vice-Moderator.

III. LEGAL ISSUES DEALING WITH
THE PLAN OF RESTRUCTURE
Although the 177th General Assembly directed that the General Assembly Council and all
program boards be dissolved, some further decisions must be made by the General Assembly before
the process of implementation can begin. The General Assembly Council cannot be dissolved

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until a Board of Directors is elected for the Cumberland Presbyterian Church General Assembly
Corporation. In June it was not possible to present the changes in Bylaws needed to allow the
Ministry Council or any other board to replace the General Assembly Council. Corporate law in
the State of Tennessee requires that proper notice of proposed Bylaw changes be provided to thecommissioners prior to the meeting.
Although the Ministry Council will assume the duties of the General Assembly Council,
there are some risks involved in the Ministry Council becoming the Board of Directors of the
Cumberland Presbyterian Church General Assembly Corporation. If the General Assembly were
to be named in any legal action, the Corporation currently does not have many assets. If the General
Assembly elects the Ministry Council to be the Board of Directors of the Cumberland Presbyterian
Church General Assembly Corporation, and all the incorporated boards along with their assets
are merged into the Ministry Council, assets of the program boards could be more vulnerable.
In order to provide better protection to the assets of the Church, the Judiciary Committee is of
the opinion that a separate board of Directors for the Cumberland Presbyterian Church General
Assembly Corporation should be elected, and that the Ministry Council should be incorporated asa subsidiary of the General Assembly Corporation. It is apparent that only General Assembly candetermine whether there should be a separate Board of Directors for the corporation or to name the
Ministry Council that Board of Directors. Thus, there are two sets of proposed By-law changes.
If the Ministry Council is incorporated, as recommended, then the Board of Trustees of the
Ministry Council has the exclusive right to manage the Ministry Council’s affairs, whether in thearea of programming or its funding. The Ministry Council is responsible to the General Assembly
which has the right to elect and/or remove the directors of the Council.
The Cumberland Presbyterian Church General Assembly Corporation’s affairs are managed
by either the commissioners when General Assembly is in session or the General Assembly
Corporation Board of Directors at other times. If a separate Board of Directors of the Corporation
is elected, the Ministry Council will not have any authority to act for the General Assembly nor to
manage the business of the corporation.
Over the years various trusts have been created for holding and investing the money given
to boards and to the Church, thus attorneys will need to read through the various trust instruments
to ascertain that the purpose for which they were given will be preserved in the new organizational
structure. Although there will be legal fees in reading trust funds, as well as other aspects of theplan of reorganization, the General Assembly did not address this issue. General Regulation D.3
states “that the Stated Clerk may enter into litigation or take such other appropriate action as isdeemed necessary and proper to serve the best interests of the name and assets of the Cumberland
Presbyterian Church,” thus the Judiciary Committee encouraged the Stated Clerk to employ legal
counsel to advise the Office of the General Assembly on all legal issues needing action as the planof reorganization moves forward.
Although the 177th General Assembly directed that all program boards will be dissolved,
an exact plan of merger has to be developed before an incorporated board can no longer exist.
The plans of merger must be consistent, and each Board of Directors has to approve the plan, thenrecommend it to the General Assembly for approval as all of the charters list the General Assemblyas the only member. When the General Assembly has approved the plan, the recommended changes
have to be adopted by the Board of Directors in a subsequent meeting. Before a Tennessee nonprofit
corporation can be dissolved, the Attorney General of the State of Tennessee has to approve themerger plan and ascertain that assets will be transferred and used for the purposes for which they
were given. When a charter and Bylaws have been approved for the Ministry Council, and a planof merger is developed for the programming boards, further steps can be taken to implement the
restructure plan. Although the internal Bylaws for operation should be developed by the MinistryCouncil, the Charter should be prepared with the Stated Clerk working with attorneys.
The Board of Stewardship, Foundation and Benefits has been designated as Trustees for
the Church, thus having the responsibility to hold property and funds in trust. The Board of

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Stewardship, Foundation and Benefits invests money for boards, agencies, presbyteries, local
congregations, and individuals. The Investment Loan Program, a subsidiary incorporation underthe Board of Stewardship, can invite investments from two different states, and loans money tocongregations throughout the Denomination. The Board of Stewardship, Foundation and Benefits
administers the Insurance and Retirement Program of the Denomination. It is the opinion of the
Judiciary Committee that the Board of Stewardship should remain an incorporated board. Oneof the options to retain the incorporation status of the Board of Stewardship, Foundation and
Benefits is to have the General Assembly continue to elect the members of the Board and to havethe Board of Stewardship, Foundation and Benefits to continue to report to the General Assembly.
An alternate option is to have the Ministry Council name the corporate directors of the Board of
Stewardship, Foundation, and Benefits, thus making it a subsidiary of the Ministry Council. The
General Assembly must be mindful that control and vulnerability go together.
RECOMMENDATION 1:  That the Board of Stewardship, Foundation and Benefits
remain as a subsidiary incorporation under the Cumberland Presbyterian Church General
Assembly Corporation.

IV. THE MINISTRY COUNCIL
In order to develop a plan for the boards to merge into the Ministry Council, it is necessary
to adopt a charter. Since the Ministry Council is a new organization, legal counsel has advisedthat the charter be prepared by the Office of the General Assembly and the Judiciary Committee
in consultation with attorneys. The Ministry Council has read the proposed charter, and will be
developing Bylaws to be presented to a future meeting of the General Assembly.
CHARTER OF THE MINISTRY COUNCIL OF
THE CUMBERLAND PRESBYTERIAN CHURCH
The undersigned persons, acting as the incorporators under the Tennessee Nonprofit
Corporation Act now adopt the following corporate charter.
1.

The name of the corporation is: Ministry Council of the Cumberland Presbyterian
Church.

2.

The corporation is a religious corporation and a public benefit corporation.

3.

Ministry Council of the Cumberland Presbyterian Church shall have one member, whichshall be Cumberland Presbyterian Church General Assembly Corporation, a corporation
organized and existing under the Tennessee Nonprofit Corporation Act.

4.

The corporation shall have fifteen directors, all of whom shall be appointed by the member.
The member may remove any director of the corporation, with or without cause, by giving
written notice of the removal to the director and to the president of the corporation.

5.

The corporation shall not, without the prior written consent of the member: (1) merge withanother corporation; (2) dissolve; or (3) sell, lease, exchange, or otherwise dispose of all,or substantially all, of its property.

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56.

This charter shall not be amended without the prior consent of the member.

7.

The initial registered officer of the corporation shall be in Shelby County, Tennessee. The
name and address of the initial registered agent is:

			
			
			
8.

The principal address of the corporation is:

			
			
9.

1978 Union Avenue
Memphis, Tennessee 38104

The incorporators of the Ministry Council of the Cumberland Presbyterian Church are:

		
		
		
10.

Reverend Michael Wilkinson
1978 Union Avenue
Memphis, Tennessee 38104

Reverend Michael Wilkinson			
1978 Union Avenue				Memphis, Tennessee 38104			

Reverend Robert D. Rush
1978 Union Avenue
Memphis, Tennessee 38104

The initial directors of the corporation shall be:				Terms Expiring in 2008

Ms. Betsy Atkins					216 Highland Circle					Nashville, Tennessee 37211				

Reverend Iwao Satoh
170 Roberta Drive
Memphis, Tennessee 38112

Mr. Roy Shanks					3997 N 100th Street					Casey, Illinois 62420					Ms Breann Tolley
1445 New Murraytown Road NW
Cleveland, Tennessee 37312

Mr. Leo Whinery
PO Box 378
Dover, Arkansas 72837

				

Terms Expiring in 2009

Reverend Hillman Moore				PO Box 44						Lovelaceville, Kentucky 37209			

Reverend Rickey Page
6845 Old Charlotte Pike
Nashville, Tennessee 37209

Ms. Eleanor Scrudder					29688 South 534 Road				Park Hill, Oklahoma 74451				

Reverend Michael Wilkinson
1978 Union Avenue
Memphis, Tennessee 38104

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Reverend Wayne Wood
HC 61, Box 600
Calico Rock, Arkansas 72519
				

Terms Expiring in 2010

Ms. Jill Carr						PO Box 1547						Lebanon, Missouri 65536				

Ms. Elizabeth Horsley
1200 Imperial Drive
Denton, Texas 76201

Reverend Richard Hughes				
116 Cedar Hill Drive					Waverly, Tennessee 37185				

Ms. Gwen Roddye
3728 Wittenham Drive
Knoxville, Tennessee 37921

Reverend Sam Romines
PO Box 127
Lewisburg, Kentucky 42256
11.

Ministry Council of the Cumberland Presbyterian Church is a nonprofit corporation
organized and operated exclusively for religious and charitable purposes. No part of the
net earnings of the corporation shall inure to the benefit of any individual. No substantial
part of the activities of the corporation shall be attempting to influence legislation throughpropaganda or otherwise. The corporation shall not participate in or intervene in any
political campaign on behalf of any candidate for public office.

12.

The assets of Ministry Council of the Cumberland Presbyterian Church shall be dedicatedto the religious purposes of the corporation. Upon the dissolution of the corporation, after
paying or making provision for the payment of all liabilities, the assets of the corporation
shall be distributed to Cumberland Presbyterian Church General Assembly Corporation
if it shall then qualify as an exempt organization described in Section 501 (c)(3) of theInternal Revenue Code of 1986 (or corresponding section of any future United States taxcode), and if it does not so qualify, then to one or more organizations which do qualify as
exempt organization described in Section 501 (c)(3).

13.

The directors of the corporation shall not be personally liable to the corporation for monetarydamages arising from any breach of the director’s fiduciary duty as a director except withregard to:
a.
b.
c.

A breach of the director’s duty of loyalty to the corporation;
Acts or omissions not in good faith or which involve intentional misconduct or aknowing violation of the law; orUnlawful distributions of the corporation’s assets.

This Charter is approved and dated this ______ day of December, 2007, to become effective
upon being filed as provided by the laws of the State of Tennessee.

________________________________			(Signatures of incorporators)___________________________

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RECOMMENDATION 2: That the proposed Charter for the Ministry Council beapproved.

Respectfully submitted,
Harry Chapman
Dwayne Tyus

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the rEPORT OF THE
NOMINATING COMMITTEEIn the event that the General Assembly determines that the General Assembly should
determine that the Board of Directors of the Cumberland Presbyterian Church General Assembly
Corporation will be a separate board, the Nominating Committee submits the following
nominees:
Reverend Terry Hunley, West Tennessee Presbytery, for a one year term.
Ms. Grace Whitfield, Gadsden Congregation, Grace Presbytery, for a one year term.
Reverend Melissa Malinoski, Presbytery of East Tennessee, for a two year term.
Mr. Jerry Weathersby, Welti Congregation, Cullman Presbytery, for a two year term.
Reverend Roy Hall, Robert Donnell Presbytery, for a three year term.
Ms. Jane Jennings, Lawrenceburg Congregation, Columbia Presbytery, for a three year term.

Respectfully submitted,
The Nominating Committee

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the rEPORT OF THE MINISTRY COUNCIL
To the called meeting of the General Assembly of the Cumberland Presbyterian Church on
December 7-8, 2007, meeting at the Brenthaven Cumberland Presbyterian Church, Brentwood,
Tennessee.

I. INTRODUCTION
The Ministry Council elected Rickey Page as its Representative and Ellie Scrudder as
Alternate to this called meeting.
Since being established by 177th General Assembly, the Ministry Council has met twice;once in Nashville, Tennessee, at the West Nashville Church and once in Bartlett, Tennessee, at theFaith Church. While in Bartlett, we met with available Denominational Center Staff to discuss theongoing re-organizational effort.
Recognizing the magnitude of the task assigned to us in the restructuring process, we
determined that there are several matters that need clarification and/or approval before proceedingwith our task.

II. REFINEMENT OF CRITERIA FORSERVING ON THE MINISTRY COUNCIL
Since RECOMMENDATION 3 of the Organizational Task Force Committee Report:“That a new 15 member Ministry Council of the Cumberland Presbyterian Church be establishedby the 177th General Assembly according to the law of Tennessee in such cases made and provided.
The same 15 members will be named to oversee the programming of General Assembly boards
and agencies following their dissolution according to Recommendation 5. The Ministry Council
will also include the Stated Clerk, Moderator(s), immediate Past Moderator, and 3 youth (ages 16
to 19 when elected) to serve as advisory members of the council. The Ministry Council will bemade up of 3 members from each Synod with no more than 9 clergy or laity members and no morethan 9 members of either gender. Make up of the Ministry Council should reflect that we are a
Global Church. The terms shall be for 3 years, staggered, to be elected by General Assembly witha 3-term limit. No denominational employee may serve on the Ministry Council.” did not specify
terms for the Youth Advisory Members to allow for staggered rotation, we make the following
recommendation:
RECOMMENDATION 1: That a staggered rotation for the Youth Advisory Membersof the Ministry Council be established by the General Assembly Nominating Committee tobegin with the completion of the current terms.
We want to encourage congregations and presbyteries to submit to the General Assembly
Nominating Committee names of youth, ages 16 to 19, to serve as Youth Advisory Members of the
Ministry Council.
Since it is possible for a denominational employee to serve as Moderator of General
Assembly and the Stated Clerk is a denominational employee; and thus serve as Advisory
Members of the Ministry Council, a clarification must be made regarding Recommendation 3 of
the Organizational Task Force Committee Report that states, “No denominational employee may
serve on the Ministry Council.” Therefore, we make the following recommendation:

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RECOMMENDATION 2: That no denominational employee can serve as an elected
member of the Ministry Council and that General Regulation G.1.b. be amended to reflect
this change.
Hearing the concerns of the church at-large, we ask that the General Assembly Nominating
Committee be mindful of presbyterial and global representation when nominating future members
to the Ministry Council.

III. ADVISORY COMMITTEESAs a point of clarification regarding Recommendation 19 of the Organizational Task
Force Committee Report: “That beginning in 2008 the Nominating Committee, in its report,
propose the membership of the various Advisory Committees to be elected by the 178th General
Assembly and subsequent General Assemblies.” due to the fact that all current program boards andagencies may not be transformed into Advisory Committees by June 2008; we make the following
recommendation:
RECOMMENDATION 3: That the General Assembly Nominating Committee begin
proposing membership to the various Advisory Committees once they are in place.
Until the various Advisory Committees are in place, the General Assembly Nominating
Committee will continue to propose membership to the governing Boards of our various
programming agencies.

IV. CHIEF MINISTRY OFFICER
Due to language translation and cultural sensitivity and recognizing that the Cumberland
Presbyterian Church is a Global Church, we make the following recommendation:
RECOMMENDATION 4:   That the title “Chief Ministry Officer” be changed to“Director of Ministries.”
Upon advice from legal counsel, due to ascending liability issues brought about by
Recommendation 11 of the Organizational Task Force Committee Report; “That the 177th General
Assembly of the Cumberland Presbyterian Church establish the position of Chief Ministry Officer,
who must be a Cumberland Presbyterian. The new Ministry Council will initially hire the Chief
Ministry Officer who will serve a 3-year term to be subsequently elected by General Assembly.
The initial term will end at the 180th General Assembly. The Chief Ministry Officer may succeed
himself/herself with no term limits.” we make the following recommendation:
RECOMMENDTION 5: That the Ministry Council be responsible for employing the
Director of Ministries (Chief Ministry Officer).
Approval of Recommendation 5 eliminates the three-year service term for the Director of
Ministries (Chief Ministry Officer) as stated in Recommendation 11 of the Organizational Task
Force Committee Report.

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V. ADDITIONAL INFORMATION
We have finalized a job description for the position of Director of Ministries (Chief Ministry
Officer) that will be available for distribution at the called meeting of General Assembly.
We formed a Search Committee to receive dossiers and applications for the Director of
Ministries (Chief Ministry Officer). The six-member Search Committee consists of the MinistryCouncil’s Executive Committee (Mike Wilkinson, Gwen Roddye, Iwao Satoh, and Elizabeth
Horsley), one Council member at-large (Jill Carr), and one Denominational Center Staff member(Marjorie Shannon). After reviewing dossiers and applications, the Search Committee will
recommend applicants to the entire Ministry Council for interviewing and possible extension ofCall.
We have adopted the following tentative timeline to fill the position of Director of Ministries(Chief Ministry Officer):
December 7, 2007-April 11, 2008
April 12-30, 2008
May 1-7, 2008
May 8-10, 2008
May 16, 2008
July 1, 2008

Advertise the position and receive dossiers and applications
Search Committee reviews dossiers and applications
Search Committee schedules interviews
Ministry Council conducts interviews
Extend the Call
Assumption of duties by the Director of Ministries(Chief Ministry Officer)

VI. FUTURE MEETING DATESThe daunting task of restructuring will require more than the standard two or three meetings
during the next year, therefore, we plan to meet five times during 2008. In order to foster the sensethat the work of the Ministry Council is the work of the entire Church, we feel the need to meet inlocations throughout the Church. Unfortunately, time and expense restraints currently limit us tomeeting only in the USA. The following is our meeting schedule for 2008:
January 18-20				
February 29-March 2			May 8-10					August 1-3					November 13-15				Fort Worth, Texas
Memphis, Tennessee
Birmingham, Alabama
Memphis, Tennessee
Paducah, Kentucky

VII. RESOLUTION FROM GENERAL ASSEMBLY COUNCIL
The Ministry Council wholeheartedly endorses the Resolution in Honor of Davis Gray
submitted by the General Assembly Council. Furthermore, we wish to commend Davis Gray for
his valuable assistance to the Ministry Council in this transition effort. He will continue to aid theMinistry Council in the ongoing process of restructuring.
Respectfully Submitted,
Mike Wilkinson, President
Elizabeth G. Horsley, Secretary

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THE REPORT OF GENERAL ASSEMBLY COUNCIL
To the called meeting of the General Assembly on December 7-8, 2007 in Brentwood
Tennessee, at the Brenthaven Cumberland Presbyterian Church. The General Assembly Council
met on October 19, 2007 to consider (1) Center Property Direction (2) New Organization Transition
Funding (3) Proposed Bylaw changes for the General Assembly Corporation, and other Council
business.

I. CENTER PROPERTY DIRECTION
The GAC had before it a report from the Center Task Force with a recommendation topurchase the Sylvan property located at 8039 Stagehill Road, in Bartlett Tennessee; a report fromits Center Interagency Team with a recommendation to pursue leasing until the New Organization
Structure is in place and future staffing needs are defined; letters from the Board of Christian
Education and Historical Foundation objecting to the purchase of the Sylvan building on the basisof inadequate space for offices, shipping operations, archives and security.
The GAC considered all information on the Center Property and turned down therecommendation from the Center Task Force to purchase the Sylvan building at 8039 Stagehill
Road in Bartlett Tennessee. The GAC submits the following with recommendations for General
Assembly’s consideration:
Center Proposal
For several years the Cumberland Presbyterian Church has been in transition, seeking
to discern a meaningful direction for the future. The General Assembly in 2005 took action toappoint a Center Task Force to begin a campaign to raise money to build or purchase property fora new denominational center. The plan was optimistic with hope of accomplishing this task in ashort period of time and having a debt-free center. In 2007, the General Assembly took action to
restructure its program boards and agencies in order to facilitate an even more effective ministry
for the future. To some extent the church has experienced what one futurist termed Future Shock—
too much change in too short a period of time.
Yet, it is through such transitions that God brings hope and opens the way for new life
to happen. Trusting in that reality and in the firm belief in God’s faithfulness, the various task
forces and the General Assembly Council has struggled to carve out a direction to help the church
experience new life.
Standing on the brink of tomorrow, the General Assembly Council has sought to discern
the meaning of the issues confronting the church. The relocation of the denominational centerand the restructuring of program ministry are two major concerns for the church. They are so
integrally related, yet avenues have not been clear for addressing them together.
In exploring options for the future in light of the restructuring and the challenge to raise
additional funds to purchase a new center building and/or provide for space to “house” a center,
there are two options that have emerged to the forefront. One is that specific property be purchasedthat has somewhat limited space. The other is to delay the purchase of property and lease until
such time as the new Ministry Council is in place. Both options have strengths and challenges.
In considering the challenges, the General Assembly Council especially affirms thefollowing:a. The Center Task Force has worked diligently and tirelessly to fulfill the call extended
by the General Assembly and should be commended for its ministry in behalf of theGeneral Assembly;

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THE CUMBERLAND PRESBYTERIAN CHURCH

13

b. The gifts that have been contributed toward relocating the denominational center
should be secured and honored fully with the commitment to purchase property in the
future;c. The restructure is in the midst of being processed with the anticipation that it will
move more slowly than anticipated by the 2007 meeting of the General Assembly;
d. The moving forward with the purchase of property now without full awareness of
future needs challenges our call to be good stewards; and,e. Change is to be embraced and made with openness to God’s grace and knowledge ofthe consequences of our decisions.
Trusting fully in the gift of hope through Christ Jesus, the General Assembly Council
recommends:
Recommendation 1: That the purchase of a building be delayed until the
restructuring of the denominational leadership is completed and the Ministry Council andstaff produce a strategic plan that clarifies all positions and tasks needed to fulfill the missionof the church.
Recommendation 2:  That the sale of the Union Avenue building be finalized
and that all outstanding debts be paid in full.
Recommendation 3: That the revenue from the sale of the Warren and Union
properties along with the funds from the I Love My Church Campaign be placed with theBoard of Stewardship Foundation and Benefits or its successor, and invested in the Total
Return fund of the church in order to maximize their growth and potential.
Recommendation 4: That the General Assembly Council or Ministry Council,
in cooperation with the denominational staff, will lease a temporary facility that will meettheir needs for a period not to exceed 7 years.
Recommendation 5:  That a building be designed based on the newly definedneeds of the denomination and that the design be utilized to raise the additional funds needed
to purchase a long term building for the denominational staff.

II. NEW ORGANIZATION TRANSITION FUNDING
The Denominational Structure adopted by the General Assembly in June 2007 will takemuch longer to achieve from a procedural and legal aspect then originally planned. It will also
take even longer for presbyteries and congregations to adapt to these changes. Therefore to ensurethat the Ministry Council can move forward without hold up for funding, the General AssemblyCouncil makes the following recommendation:
Recommendation 6: That the called meeting of General Assembly (December 7-8,
2007), approve a loan from the Board of Stewardship, Foundation, and Benefits to the General
Assembly Corporation in an amount up to $250,000, for the Ministry Council for transition
expenses such as meeting expenses, attorneys fees, accounting fees, licensing fees, registration
fees, and court cost to be paid back from OUO funds after the debt of the Organization Task

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

2007

Force is paid and after the debt of the Stated Clerk’s Office for the 2008 General Assembly
expense is paid. These funds would only be borrowed as needed.

III. BY-LAW CHANGES OF THE
GENERAL ASSEMBLY CORPORATIONThe General Assembly Council considered the two proposals for by-law changes which
will be presented to the General Assembly in December 2007. After extensive discussion, theGeneral Assembly Council recommends proposal Number 1 to be preferred over proposal Number
2 and the General Assembly Council submits the following concerns to the General Assembly:
1.

2.

3.
4.

5.

Article 11 as it exists in both proposals is a concern, in that the Board of Stewardshipis holding assets at the pleasure and direction of the General Assembly. There wasconcern that this connection might create liability issues for the assets held by the
Board of Stewardship.
If a separate Board of Directors is created for the General Assembly Corporation,
there was concern that there not be two competing governing bodies (i.e., General
Assembly Board of Directors and Ministry Council)
There is no provision for the Church Institutions to have a voice or participate on
the new Ministry Council.
That the Board of Stewardship, Foundation and Benefits in its financial functions(non-programming functions) should remain a separate entity for legal purposes
and not be merged into the Ministry Council.
That the Director of Ministry of the Ministry Council be a non-voting member of
the General Assembly Corporation Board of Directors, so as to avoid entanglementof the two organizations and subject assets of the church to unnecessary exposure.

IV. RESOLUTION FROM GENERAL ASSEMBLY COUNCIL
The following Resolution was presented to Davis Gray Jr. in honor of his many years ofwork at various levels of the Cumberland Presbyterian Church and especially for his service as
Executive Director of the General Assembly Council. This Memorial was signed by all membersof the General Assembly Council present.
Resolution in Honor of Davis Gray
December 7, 2007
Nashville, Tennessee
WHEREAS, Davis Gray is a long-term member of the Cumberland Presbyterian Church; and,
WHEREAS, Davis has contributed to the life and ministries of the Brookhaven Cumberland
Presbyterian Church, Nashville, TN, the Cumberland Presbyterian Church in
Murfreesboro, TN, and the Cumberland Presbyterian Church in Germantown, TN,serving these congregations in a variety of roles, including as Ordained Elder, Sunday
School Teacher, and Ministry Team Leader; and,
WHEREAS, Davis has provided important leadership to these Cumberland Presbyterian
congregations through their facility improvement programs; and,

2007

THE CUMBERLAND PRESBYTERIAN CHURCH

15WHEREAS, he has served as a Touch the Future Vision Enabler to the Germantown Cumberland
Presbyterian Church, assisting that congregation in a comprehensive process of scriptural
study, discernment, clarification and action; and,
WHEREAS, Davis has served joyfully as Presbyter in West Tennessee, Murfreesboro andNashville Presbyteries, as delegate and committee member; and,
WHEREAS, Davis has generously offered himself in service to the Cumberland Presbyterian
Church, serving on the Board of Christian Education; and,
WHEREAS, he has provided critical leadership and technical expertise as the Church establishedthe first integrated computer system for Cumberland Presbyterian Center Offices, somecomponents of which still serve the center agencies today; and,
WHEREAS, he has provided invaluable and effective leadership for the broader Church, serving
as Executive Director of the General Assembly Council since inception of that body in
1993; often called to serve simultaneously as advisor, encourager, supervisor, confidante,
and friend, over these many years; and,
WHEREAS, Davis, together with his loving wife Lois, prepare to celebrate a new stage in theirlife together on the occasion of his retirement; and,
WHEREAS, in recognition that we owe to Davis a debt of thanks for his outstanding service to
the General Assembly Council and to the Cumberland Presbyterian Church,
THEREFORE, BE IT RESOLVED, that acting on behalf of the General Assembly of the
Cumberland Presbyterian Church, we the members of the General Assembly Council
hereby honor and commend Davis Gray for his 15 years of extraordinary service, his
generosity, and his guidance, and extend to him our deepest gratitude for his devotion to
the people of the Cumberland Presbyterian Church and to our Lord.
As recorded in the Minutes of the General Assembly Council, from its meeting on October
19, 2007.

V. DISSOLUTION OF GENERAL ASSEMBLY COUNCIL
The General Assembly Council voted to dissolve itself when the following conditions are
met: (1) Written assurance from the Ministry Council that they are ready to assume oversight ofthe programming and coordination of all boards/agencies and (2) that the General Assembly has
elected a new Board of Directors for the General Assembly Corporation which is ready to replace
the General Assembly Council members as Directors of the Corporation.

Respectively Submitted,
President Reverend Tiffany McClung
Executive Director Davis Gray Jr.

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

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THE REPORT OF CENTER TASK FORCE
Report to General Assembly December 7, 2007.

I. History
At the 2005 meeting of the General Assembly in Franklin, Tennessee, a report from theGeneral Assembly Council recommended that the current denominational Center properties atUnion & Rembert, Memphis, Tennessee, be sold and that the Center be relocated. The Program
Planning Committee carried this recommendation to the floor of the General Assembly with therecommendation that it be adopted. It was adopted and a five-member Task Force was named tocarry out the mandate of the Assembly (J. David Hester, Chair; Cathy Jahr, Thomas Craig, Bob
Rutledge, Charles Dawson). The General Assemblies meeting at Birmingham, Alabama in 2006
and in Hot Springs, Arkansas in 2007 re-affirmed this decision.

II. Actions of the Task ForceThe Task Force began meeting in July, 2005, to implement the General Assembly directive.
The Task Force has met about 27 times during the 28 months since being named. We have attended
all state-side presbyteries (except Choctaw) two times (during falls of 2005 and 2006). We havereported to the General Assembly Council each time they have met since the inception of thisproject (8 times). We have sought and obtained GAC approval for each contract we have signed(with one exception). The office of GAC has received and disbursed the funds which have beengathered for the project. The Task Force has invested the cash funds in a money market account (atabout 5%) and has earned $25,990 in interest to date. It was discovered that the Warren Building
had an indebtedness of $359,835.53 from the construction in 1981. When the building was sold in
July, 2007 for $650,000, this indebtedness was paid off (as per the instruction of the 2007 General
Assembly). There is also a $300,000 indebtedness on an over-spent maintenance budget at thecurrent Center. The 2007 General Assembly instructed that this be paid: “Recommendation 13:
That we encourage the General Assembly to pay the maintenance debt as soon as possible.” (2007
GA Minutes, page 422). It has always been and still is our intent to pay this debt at the conclusionof our task.

III. Progress of the Project
The Warren Building has been sold. Closing on this property was July 23, 2007. The
1978 Union Avenue property is under contract to Chic-fil-A for $1.25 million dollars. Closing on
this property is projected to be in January, 2008. The following buildings have been contracted/
considered and lost:- 8383 Wolf Lake, Bartlett TN - lost because we did not have sufficient funds in time toclose the deal (the 1978 Union property had not been sold).
- 8039 Stage Hills Blvd., Bartlett TN (Sylvan Building). This building was recommended
by us for purchase to the GAC. Deciding it was too small, the GAC turned down ourrecommendation.

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THE CUMBERLAND PRESBYTERIAN CHURCH

17- Buildings two blocks from Sylvan Building for storage of all or part of the Historical
Archives Collection were turned down as “unacceptable” by the Historical Foundation Board.
- Lutheran Church on Parkway and Union (diagonal across from Memphis TheologicalSeminary). Turned down by Historical Foundation.

IV. Finances
We asked that the church join us in this venture by giving a one-time gift of $100 per active
member. If 30,000 of our 47,082 active members (2007 GA Yearbook) responded, we would have
had three million dollars. To this we would add the other million dollars left from the sale of theproperty (after paying off the indebtedness), giving us over four million dollars to:1) liquidate the indebtedness,2) re-locate to a new building,3) provide a maintenance fund endowment for future maintenance needs.

To this date (December 5) our finances are:
Income: Funds given from churches/individuals . ........................... $604,656.17
		Pledges outstanding ...........................................................

240,123.32

		Net proceeds from sale of Warren Building ......................

269,666.97

		Less expenses paid out to date . .........................................

159,143.52

		Total currently available, cash and pledges ............. $955,302.94

		Projected sale of 1978 Union (net) .......................... 1,175,000.00

		Total currently available .......................................... 2,130,302.94

		(If no further gifts are made)Projected Expenditures:		

Purchase of buildings ........................................................ 1,300,000		Retrofit new buildings ....................................................... 1,100,000		Moving expenses ...............................................................

125,000		Architect ............................................................................

20,000		

Total projected expenses . ........................................ $2,545,000

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

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V. NOW BEING CONSIDERED
1. We understand that the GAC prefers that property be leased so that a move can go forwardin early 2008. We would point out that leasing 16,000 square feet in the area that is being
considered will conservatively cost about $10.00 - $15.00 per square foot or about $160,000 $240,000 per year (broken down per agency to be paid as rent has been paid in years passed).
Multiply that by a five-year lease and you see $800,000 - $1,200,000 total spent. Therefore, weare still maintaining that spending money for leasing is money that is ultimately wasted (since
it cannot be recovered).
2. It is our understanding that the GAC has agreed that no funds that have come in for a newCenter building are to be used in the leasing of any interim building.
3. We have a contract with Chic-fil-A to purchase 1978 Union Avenue for $1.25 million dollars.
The contract expired November 4, 2007. Chic-fil-A discovered in their property search that two
small parcels on that property were still zoned residential. They asked for a 30-day extension.
We granted that. On December 4, 2007, they asked for an additional 30-day extension. We
refused. They decided to proceed with the contract and work on the re-zoning of the twoparcels later.
		

The time-line, as it now stands:			

December 5, 2007 – the contract proceeds

			January 18, 2008

- Permit requisition period expires*						

- Property is closed and money transferred*						

- 90-day occupancy called for in contract begins*			

April 17, 2008 – We must vacate the building **However, purchaser has option to extend closing period up to 60 days provided he is unable
to obtain building permits during a 45-day period following expiration of due diligence period(December 5). That could move vacating the building to June 17, 2008.
4. We are ready to place before you a proposal for the location of our Worldwide Denominational
Center.
This location is 8175 Traditional Place in Cordova, Tennessee (east Memphis). The exit off
I-40 is on Germantown Road South. The distance from I-40 is 0.6 miles – one minute. Adjoining
the property at the rear is St. Benedict High School (Catholic).
Two shells of buildings were built; each has 8450 square feet (total of 16,900 sq. ft.). All
that is built is steel framework, concrete floor and outer walls, and metal roof with insulation.
The bank foreclosed on the owners and placed the three lots and two buildings on themarket (a lot stands between the two buildings).
These buildings can be bought by us and finished to our specifications. We envision
the Archives in one building, along with some offices, the large conference room, shipping andreceiving, some storage and all other offices in the other building.

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THE CUMBERLAND PRESBYTERIAN CHURCH

19

The advantage of purchasing the two shell buildings is that they provide more than thespace needed for our center staff at this time. However, if the church decides in the future todownsize, one building can be sold or leased to another group, and, if the church needs additional
space in the future, an additional building can be constructed in the lot between the buildings whenneeded.
As this location is available after a bankruptcy, we have a rare opportunity to purchaseproperty at a discounted price in a highly desirable location.

RECOMMENDATION 1: That we purchase the property at 8175 Traditional Place
for $1.1 million dollars.
RECOMMENDATION 2: That the church and the Boards and Agencies, who will
benefit from this new facility, be strongly encouraged to join us in the additional money
needed to complete this project.
We would request time to display this property on the screen as a part of the discussion ofthis report.
A ceramic replica of the 1978 Union Avenue building is for sale at $50 at this meetingof the General Assembly. Gift boxed replicas are located on the display in the narthex of the
Brenthaven Church.

Respectfully submitted, The Center Task Force:
J. David Hester, Cathy Jahr, Charles Dawson,
Thomas Craig, Bob Rutledge

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

2007

The
Proceedingsof theCALLED MEETINGof theGENERAL ASSEMBLY
of theCUMBERLAND PRESBYTERIAN CHURCH
session held in

BRENTHAVEN CUMBERLAND PRESBYTERIAN CHURCH
NASHVILLE, TENNESSEE
December 7-8, 2007

FIRST DAY - FRIDAY, DECEMBER 7, 2007
At Brentwood, Tennessee, and within the facilities of the Brenthaven Cumberland
Presbyterian Church, there the seventh day of December in the year of our Lord, Two
Thousand Seven, at the appointed hour of one o’clock in the afternoon, ministers andelder commissioners from the various presbyteries, youth advisory delegates, and visitors
assembled in a called session.

THE WORSHIP OF GOD
The General Assembly and visitors shared in worship. The Assembly Worship
Director, the Reverend Kip Rush, Nashville Presbytery, presided in worship assistedby Ms. Linda Pulley, Director of Music and Organist, and Ms. Barbara Gentry, Pianist,
Brenthaven Cumberland Presbyterian Church. The Reverend Kip Rush read 1 Samuel 8:4-22. The Brenthaven Cumberland Presbyterian Church Choir presented an anthem, “WeAre a Church.” Dr. Rose Mary Magrill, Co-Moderator of the 177th General Assembly
delivered the sermon entitled, “In the Sight of the Lord.” Following a period of silent
prayers of intercession and the singing of a hymn, the Reverend Kip Rush gave the charge
and prayed the benediction.

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THE CUMBERLAND PRESBYTERIAN CHURCH

21

THE CALL TO ORDER
The Co-Moderator, the Reverend Frank Ward, called the Assembly to order. The
Stated Clerk, the Reverend Robert D. Rush, reported that a quorum was present.

THE ASSEMBLY IS CONSTITUTEDThe Reverend John Deaton, Hope Presbytery led the constituting prayer.

ADDRESS BY THE MODERATOR
The call as published was presented by Co-Moderator, the Reverend Frank Ward.
(Appendix A)
ADOPTION OF THE AGENDA
The agenda was adopted with changes to allow for three (3) presentations and toestablish three (3) committees to review the recommendation in the preliminary minutes
and report to the General Assembly.

ASSEMBLY BUSINESSThe Co-Moderator, the Reverend Frank Ward, welcomed the Assembly and expressed
appreciation to the Worship Director, the Reverend Kip Rush, and the worship participants
for the morning worship.
ANNOUNCEMENTS BY PASTOR HOST
The Pastor Host, the Reverend Kip Rush, Nashville Presbytery, welcomed theAssembly and made necessary announcements.
ASSEMBLY BUSINESSElder Doug Phelps, Chair of the Credentials Committee, presented the Report of
the Credentials Committee (Appendix B) noting the changes in commissioners and anenrollment of thirty-three (33) ministers, twenty-nine (29) elders, and three (3) youth

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

2007

advisory delegates as of 1:00 p.m.
Mr. James Jordan, Attorney and Counsel to the Permanent Judiciary Committee,
was introduced by the Co-Moderator, the Reverend Frank Ward. Mr. Jordan addressed theassembly and presented some of the legal issues, concerns, and procedures related to therestructure of the Cumberland Presbyterian Church General Assembly and its Boards andAgencies.

RECESS DECLAREDThe Co-Moderator, the Reverend Frank Ward, declared a 20 minute recess.
Commissioners and Youth Advisory Delegates were asked to come forward to take anumber assignment for committee work.
ASSEMBLY BUSINESSThe Assembly reconvened at the proper time. Committee co-chairpersons andreferrals were announced as follows:

Committee Number One: The Reverend Aaron McMillian, Grace Presbytery andElder Dr. Rose Mary Magrill, Trinity Presbytery, co-chairpersons
		
Referrals:
Report of the Permanent Judiciary Committee,
				Sections I and II
				
				

Report of the Ministry Council
Report of the General Assembly Council, Section IV

Committee Number Two: The Reverend Mark Davenport, Robert Donnell Presbytery
and Elder Elizabeth Aden, Trinity Presbytery, co-chairpersons
		
Referrals:
Report of the Permanent Judiciary Committee,
				Sections III and IV				Report of the General Assembly Council, Sections II and III

Committee Number Three: The Reverend Don Hubband, Presbytery of East
Tennessee and Elder Mary Lyn Childs, Missouri Presbytery, co-chairpersons
		
Referrals:
Report of the Center Task Force				
Report of the General Assembly Council, Section I

The Reverend Tiffany McClung, President of the General Assembly Council, madea presentation from the General Assembly Council pertaining to “Future Staffing and Office
Needs” and the council’s rationale for its recommendations.

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THE CUMBERLAND PRESBYTERIAN CHURCH

23

The Reverend J. David Hester, Chair of the Center Task Force, addressed theAssembly briefly. Mr. Bob Rutledge, Center Task Force Member, made a presentation
describing the Task Force’s recommendation for property purchase.
The Co-Moderator, the Reverend Frank Ward, introduced the committee chairpersons
and made committee room assignments.

RECESS DECLARED
Recess was declared for committee work and the evening meal. The Reverend Tim
Smith, Columbia Presbytery, led the Assembly in prayer and gave thanks for the evening
meal. The General Assembly to reconvene at the conclusion of committee work.
ADJOURNMENT
At 8:10 p.m., the Co-Moderator, the Reverend Frank Ward, announced one committee
needed more time to complete their committee assignments. The Assembly adjourned until
8:30 a.m. Saturday. The Reverend Michael Wilkinson, Grace Presbytery, led in prayer.

SECOND DAY - SATURDAY - DECEMBER 8, 2007
THE CALL TO ORDER
The Co-Moderator, the Reverend Frank Ward, called the Assembly to order at 8:30
a.m. Elder Ed Minton, Covenant Presbytery, led in prayer.
ASSEMBLY BUSINESSThe Reverend Charles Smith, Trinity Presbytery, the Reverend Buddy Pope,
Columbia Presbytery, and the Reverend Gary Whitworth, Covenant Presbytery, wereexcused.
Report of Committee Number One was read, concurred in, its recommendations
adopted by the necessary 2/3 vote, marked “Appendix C” and filed.
The Moderator, the Reverend Frank Ward, stated that the Permanent Judiciary
Committee ruled that having received the majority of votes of the 177th General Assembly,
he was duly elected as Moderator. Moderator Ward shared his intent for Co-Moderatorsand expressed his gratitude to Dr. Rose Mary Magrill for her service. The Assembly gave
Dr. Magrill a standing expression of thanks.

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

2007

ELECTION OF VICE-MODERATORThe Moderator, the Reverend Frank Ward, opened the floor for nominations forVice-Moderator. The Reverend Daryl Johnson, Trinity Presbytery, nominated Dr. Rose
Mary Magrill, Trinity Presbytery. Dr. Magrill, having previously served as Vice-Moderator,
respectfully declined. Elder Thomas Nash, Nashville Presbytery, nominated the Reverend
John Deaton, Hope Presbytery. Being no further nominations, Moderator Frank Ward closed
nominations. The Reverend John Deaton was elected Vice-Moderator by acclamation.
ASSEMBLY BUSINESSThe Reverend Tiffany McClung, President of the General Assembly Council, readthe following resolution adopted by the General Assembly honoring retiring Executive
Director, Mr. Davis Gray.

“WHEREAS, Davis Gray is a long-term member of the Cumberland Presbyterian
Church; and,
WHEREAS, Davis has contributed to the life and ministries of the Brookhaven
Cumberland Presbyterian Church, Nashville, TN, the Cumberland Presbyterian
Church in Murfreesboro, TN, and the Cumberland Presbyterian Church inGermantown, TN, serving these congregations in a variety of roles, including as
Ordained Elder, Sunday School Teacher, and Ministry Team Leader; and,
WHEREAS, Davis has provided important leadership to these Cumberland Presbyterian
congregations through their facility improvement programs; and,
WHEREAS, he has served as a Touch the Future Vision Enabler to the Germantown
Cumberland Presbyterian Church, assisting that congregation in a comprehensive
process of scriptural study, discernment, clarification and action; and,
WHEREAS, Davis has served joyfully as Presbyter in West Tennessee, Murfreesboro andNashville Presbyteries, as delegate and committee member; and,
WHEREAS, Davis has generously offered himself in service to the Cumberland
Presbyterian Church, serving on the Board of Christian Education; and,
WHEREAS, he has provided critical leadership and technical expertise as the Church
established the first integrated computer system for Cumberland PresbyterianCenter Offices, some components of which still serve the center agencies today;
and,

2007

THE CUMBERLAND PRESBYTERIAN CHURCH

25

WHEREAS, he has provided invaluable and effective leadership for the broader Church,
serving as Executive Director of the General Assembly Council since inception ofthat body in 1993; often called to serve simultaneously as advisor, encourager,
supervisor, confidante, and friend, over these many years; and,
WHEREAS, Davis, together with his loving wife Lois, prepare to celebrate a new stage
in their life together on the occasion of his retirement; and,
WHEREAS, in recognition that we owe to Davis a debt of thanks for his outstanding
service to the General Assembly Council and to the Cumberland Presbyterian
Church,THEREFORE, BE IT RESOLVED, that the General Assembly of the Cumberland
PresbyterianChurch, hereby honor and commend Davis Gray for his 15 years of
extraordinary service, his generosity, and his guidance, and extend to him ourdeepest gratitude for his devotion to the people of the Cumberland Presbyterian
Church and to our Lord.”

The Assembly gave Mr. Gray a standing expression of gratitude. Moderator Frank
Ward recognized Mrs. Lois Gray for her contribution and support and expressed best wishes
to them upon their retirement.
The Report of Committee Number Two was read and divided to consider
Recommendation 1 separately. Recommendation 1 was denied. The youth advisory vote
was no. The Report was amended by inserting the following Recommendation 2.
“Recommendation 2: That the money-management and benefits-coordination
responsibilities of the Board of Stewardship, Foundation and Benefits remain withsaid Board as it continues to operate as a subsidiary corporation of the Cumberland
Presbyterian Church General Assembly Corporation and that all remaining
programming responsibilities of the Board of Stewardship Foundation and Benefits
be assigned to the Ministry Council.”

The Report of Committee Number Two was concurred in as amended, its
recommendations adopted, marked “Appendix D” and filed. The youth advisory vote wasyes.
General Regulation G.1.f. was set aside by unanimous vote.
General Regulation G.1.b. was amended by unanimous vote.
General Regulations G.1.c. and G.1.d. were set aside by unanimous vote. The youth
advisory vote on each item was yes. The above General Regulations were set aside toallow the restructure to proceed.
The Report of the Nominating Committee was received. The floor was opened for
additional nominations to the Board of Directors of the Cumberland Presbyterian Church
General Assembly Corporation. Being no further nominations, the slate of nominees were
elected. The youth advisory delegates voted in favor of the nominees.

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MINUTES OF THE CALLED MEETING OF GENERAL ASSEMBLY

2007

RECESS DECLARED

The Moderator, the Reverend Frank Ward, declared a 20 minute recess. The
Assembly reconvened at the proper time.
ASSEMBLY BUSINESSThe Report of Committee Number Three was read. Recommendation 4 was amended
to insert the word “maintenance” before debts. The Report of Committee Number Three
was not adopted by a vote of 17 in favor and 39 opposed. The youth advisory delegates
voted to deny the report.
The Report of the Center Task Force was considered.

RECESS DECLARED
The Moderator, the Reverend Frank Ward, declared a 10 minute recess. The
Assembly reconvened at the proper time.

ASSEMBLY BUSINESS
Recommendation 1 of the Report of the Center Task Force was amended to read:“That the Center Task Force be authorized to purchase the property at 8175
Traditional Place for a price not to exceed $1.3 million dollars, that a bridge loan of$1.645 million dollars be secured from the Board of Stewardship, Foundation and Benefits
using the proceeds from the sale of the1978 Union Avenue property and the Traditional
Place property for collateral, and that any amount of the loan not repaid from the sale of
the Union Avenue property, and the maintenance indebtedness, be repaid by future gifts tothe “I Love My Church” capital campaign.
The youth advisory delegate vote was yes. The Report of the Center Task Force wasconcurred in as amended and its recommendations adopted. The youth advisory delegate
vote was split.
The Reverend J. David Hester, Chair of the Center Task Force presented thefollowing resolution requested by legal counsel for facilitating the sale of the 1978 Union
Avenue property:

CORPORATE RESOLUTION

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THE CUMBERLAND PRESBYTERIAN CHURCH

27

RESOLVED that the sale of the property known as 1978 Union Avenue,
Memphis, Tennessee, consisting of approximately 1.602 acres, for the sum of One
Million Two Hundred Fifty Thousand and No/100 ($1,250,000.00) to Chick-Fil-A,
Inc. In accordance with the terms of a Purchase and Sale Agreement dated August
3, 2007, is hereby authorized and approved.
RESOLVED that the Board of Stewardship, Foundation and Benefits of the
Cumberland Presbyterian Church, Inc. is authorized and empowered to do all things
necessary to sell said property and to designate and appoint the proper signatures to
execute the deed conveying said property.

The resolution was adopted. The youth advisory vote was yes.

EXPRESSIONS OF THANKSThe Moderator, the Reverend Frank Ward, expressed appreciation to the Brenthaven
Cumberland Presbyterian Church; the Reverend Kip Rush, Worship Director and Pastor
Host; the Session, Choir and Musicians of the Brenthaven Cumberland Presbyterian
Church; Dr. Rose Mary Magrill; the six committee chairpersons; and the General Assemblyfor hosting and conducting this called meeting of General Assembly.
The Moderator, the Reverend Frank Ward, recognized Mr. Kip Rush, President of
the Cumberland Presbyterian Board of Christian Education, who recognized Ms. Claudette
Pickle upon her upcoming retirement as Executive Secretary of the Board of Christian
Education. Reverend Rush thanked Ms. Pickle for her more than thirty years of service to
the Cumberland Presbyterian Church. The Assembly gave Ms. Pickle a standing recognitionof thanks.
The Moderator, the Reverend Frank Ward, recognized the Reverend Elinor Brown,
Board of Stewardship, Foundation and Benefits, who shared with the Assembly some of theretirement activities of the Reverend Richard Magrill, recently retired Executive Secretaryof the Board of Stewardship, Foundation and Benefits. Reverend Brown expressed herappreciation to Reverend Magrill for his support and service to the church and the Board.
Moderator Frank Ward also expressed his gratitude to Reverend Magrill.

ASSEMBLY BUSINESSThe General Assembly agreed not to meet prior to the 178th General Assembly inJapan, June 5 - 13, 2008.
The minutes were read and approved.
The Moderator, the Reverend Frank Ward, charged the Assembly to follow the youth
theme for 2008, “Put A Face On It”, encouraging the General Assembly to put a face on ourfears.

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The Worship Director, the Reverend Kip Rush led the closing worship assisted by
the Reverend Charles Brown, West Tennessee Presbytery, song leader, and the Reverend
Michael Sharpe, Red River Presbytery, pianist. Reverend Rush read Micah 6: 1-8 andpresented the closing devotional on God’s expectations of us. Reverend Rush prayed thebenediction.

ADJOURNMENTThe General Assembly adjourned at 1:45 p.m. The Moderator, the Reverend FrankWard, prayed the closing prayer.

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APPENDICESThe Call(Appendix A)

To: Co-Moderators Frank Wardand Rose Mary Magrill
The undersigned members of the 177th General Assembly respectfully request that you calla meeting of the General Assembly to meet at the Brenthaven Church, Nashville, Tennessee,
beginning at 1:00p.m. on December 7, 2007, and continuing on December 8, as necessary
for the purposes:
1. Considering and acting on a Report of the Judiciary Committee regarding the electionof Co-Moderators and items pertaining to the reorganization plan adopted by the 177th
General Assembly.
2. Election of a Vice Moderator.
3. Amending the Bylaws of the Cumberland Presbyterian Church General Assembly
Corporation, to delete references to the General Assembly Council, provide for a Board of
Directors for the Corporation, add provisions pertaining to the Ministry Council, and makeother Bylaw changes which bring the Bylaws into harmony with the previous action of theGeneral Assembly and are otherwise advisable. (Copies of the Proposed Bylaw changes
are attached)
4. Set aside General Regulation G. 1. f. “No member who continues to meet the standard
requirements for election or appointment to any agency of the church shall be removed
from membership except for misfeance”, in order to remove the Board of Directors of the
Cumberland Presbyterian Church General Assembly Corporation.
5. Add to General Regulation G.1.b. The membership of the agencies of the General
Assembly shall be as follows: The Board of Directors of the Cumberland Presbyterian
Church General Assembly Corporation shall have six members plus the Stated Clerk. No
two members can be elected from the same presbytery.
6. Set aside General Regulation G.1.c. “The tenure of office for agencies of the General
Assembly shall be three years. Persons other than members of the Nominating Committee
may be elected to succeed themselves twice, giving a total of not more than nine years.
One year must elapse at the end of nine years before a non-Cumberland Presbyterian iseligible to serve on the same board or permanent agency; two years must elapse before a
Cumberland Presbyterian is eligible to serve on the same board or permanent agency, andone year must elapse before a Cumberland Presbyterian may serve on another board or
agency of the General Assembly.”
Set aside General Regulation G. 1. d. “No person shall be elected to serve concurrently on
more than one agency.
7. Receive the Report of the Nominating Committee/Election of the New Board of

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Directors of the Cumberland Presbyterian Church General Assembly Corporation.
8. Determining the structure of the Ministry Council and the five program boards andagencies affected by the reorganization begun in June of 2007.
9. Receive and act on a Report or Reports from the Ministry Council.
10. Receive and act on a Report from the General Assembly Council.
11. Receive and act on a Report from the Center Task Force.
12. Determining any and all other business necessary and proper to facilitate thereorganization of the program boards and agencies as directed by the 177th General
Assembly.
13. Determining whether the General Assembly shall meet prior to the regular meeting in
June in order to speed up the process of reorganization.
Signed:Minister		Presbytery			
DuWayne Pounds West Tennessee		
Don Winn		
Nashville 			Don Hubbard
East Tennessee		
Ray Lathem		
Cullman			Dee Ann Thompson Covenant			
Charles Pope		
Columbia 			Iwao Satoh		
Japan				Michael Wilkinson Grace				Mark Davenport
Robert Donnell		Jerry Hullander
Tennessee-Georgia		

Elder			Presbytery
Elizabeth Horsley Red River
Elizabeth Letsinger HopeDiane Sowell		del Cristo
Grace WhitfieldGrace
Roy Shanks		
North Central
Brian Martin		Trinity
Mary Lyn Childs Missouri
Mike ColemanWest Tennessee
Jan Bartlett		
Murfreesboro
Joe Bone		
West Tennessee

In response to the above request, we hereby call the General Assembly to meet as
above, at the hour, dates, and place as set out for the purposes herein specified.
		
Signed:		Frank D. Ward, Co-Moderator				Rose Mary Magrill, Co-Moderator
I attest that this is a true and accurate statement of the call.
		
Signed:		
Robert D. Rush, Stated Clerk
PLEASE NOTE: Elders who were commissioners to the 177th General Assembly muststill be an active elder to serve as a commissioner in the called meeting.

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REPORT OF THE CREDENTIALS COMMITTEE(Appendix B)

The Credentials Committee certifies the list of commissioners on pages ii and iii of
the Preliminary Minutes with the following changes:
On the behalf of Choctaw Presbytery - Elder Rick Clem in place of Elder Mildred Ashalintubbi.
On the behalf of Covenant Presbytery - Reverend Gary Carlton in place of Reverend
Dee Ann Thompson and Elder Billy Crider in place of Elder Mona Manley.
On the behalf of East Tennessee Presbytery - Reverend David Craig in place of Reverend Ronald Longmire.
On the behalf of Tennessee-Georgia Presbytery - Reverend Carlton Harper in placeof Reverend Robert Tolley.
Those not attending are Reverend Freddie Norris and Elder Gerhard Veldman, bothof Cumberland Presbytery and Youth Advisory Delegate, Timothy Young of Presbytery del
Cristo.
Enrollment as of 1:00p.m. is certified as thirty-three (33) ministers, twenty-nine(29) elders, and three (3) youth advisory delegates.

Respectfully submitted,
Doug Phelps, chair
Elizabeth Letsinger
Terra Sisco

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REPORT OF COMMITTEE NUMBER ONE(Appendix C)

I. REFERRALS
Referrals to this committee are as follows: Report of Permanent Judiciary Committee Sections I and II, Report of the Ministry Council, and Report of the General AssemblyCouncil Section IV.
II. REPORT OF THE PERMANENT JUDICARY COMMITTEERECOMMENDATION 1: That since the Permanent Judicary Committee has
determined that the position of Co-Moderator cannot exist, therefore, this General
Assembly needs to proceed to elect a Vice-Moderator.
III. REPORT OF THE MINISTRY COUNCIL
RECOMMENDATION 2: That Recommendation 1 of the Report of the Ministry Council, “That a staggered rotation for the Youth Advisory Members of the
Ministry Council be established by the General Nominating Committee to begin withthe completion of the current terms,” be adopted.
RECOMMENDATION 3: That Recommendation 2 of the Report of the Ministry Council, “That no denominational employee can serve as an elected member ofthe Ministry Council and that General Regulation G.1.b. be amended to reflect thatchange,” be adopted.
RECOMMENDATION 4: That in the future a member of the Ministry Council many not be a member of the immediate family or any person employed by the
Ministry Council.  “Immediate family” would include parents, siblings, spouses, andchildren. (This will not preclude the current service of any member of the MinistryCouncil.)
RECOMMENDATION 5: That Recommendation 3 of the Report of the Ministry Council, “That the General Assembly Nomination Committee begin proposing
membership to the various Advisory Committees once they are in place,” be denied.
RECOMMENDATION 6: That the General Assembly Nomination Committee
wait to propose membership to the various Advisory Committees until such committees are in place.

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RECOMMENDATION 7: That Recommendation 4 of the Report of the Ministry Council, “That the title of “Chief Ministry Officer” be changed to “Director of
Ministries,” be adopted.
RECOMMENDATION 8: That Recommendation 5 of the Report of the Ministry Council, “That the Ministry Council be responsible for employing the Directorof Ministries (Chief Ministry Officer),” be adopted.
IV. REPORT OF THE GENERAL ASSEMBLY COUNCIL
RECOMMENDATION 9: That the General Assembly adopt as its own the
resolution in honor of Davis Gray, Jr., as it appears on pages 13 and 14 of the preliminary minutes.

Respectfully submitted,
Aaron McMillan and Rose Mary Magrill, Co-chairs

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REPORT OF COMMITTEE NUMBER TWO(Appendix D)

I. REFERRALS
Referrals to this committee are as follows: Report of the Permanent Judiciary Committee Sections III and IV and Report of the General Assembly Council. Appearing before
this committee in an advisory capacity was attorney James Jordan.
II. REPORT OF THE PERMANENT JUDICIARY COMMITTEERECOMMENDATION 1: That Recommendation 1 of the Report of the Permanent Judiciary Committee, “That the Board of Stewardship, Foundation and
Benefits remain as a subsidiary incorporation under the Cumberland Presbyterian
Church General Assembly Corporation,” be denied.
RECOMMENDATION 2:  That the money-management and benefits-coordination responsibilites of the Board of Stewardship, Foundation and Benefits remain
with said Board as it continues to operate as a subsidiary corporation of the Cumberland Presbyterian Church General Assembly Corporation and that all remaining
programming responsibilites of the Board of Stewardship, Foundation and Benefits
be assigned to the Ministry Council.
RECOMMENDATION 3: That the dissolution of the Board of Christian Education, the Board of Missions, the Publications Board, and the Commission on Ministry be accomplished by merging those corporations into the Ministry Council corporation with the Ministry Council being the surviving corporation.
RECOMMENDATION 4: That Recommendation 2 of the Report of the Permanent Judiciary Committee, “That the proposed Charter for the Ministry Council
be approved,” be denied.
RECOMMENDATION 5: That the proposed Charter for the Ministry Council be approved and that Ms. Betsy Atkins name be deleted from the Board of Directors and a vacancy declared,” be adopted.
III. REPORT OF THE GENERAL ASSEMBLY COUNCIL
RECOMMENDATION 6: That Recommendation 6 of the Report of the General Assembly Council, “That the called meeting of General Assembly (December 7-8,
2007), approve a loan from the Board of Stewardship, Foundation and Benefits to
the General Assembly Corporation in an amount up to $250,000, for the MinistryCouncil for transition expenses such as meeting expenses, attorneys fees, accounting

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fees, licensing fees, registration fees, and court cost to be paid back from OUO funds
after the debt of the Organizational Task Force is paid and after the debt of the StatedClerk’s Office for the 2008 General Assembly expense is paid.  These funds would
only be borrowed as needed,” be adopted.
RECOMMENDATION 7: That Proposal One of the Report of the Draft
Amendments to the By-laws of the Cumberland Presbyterian Church General Assembly Corporation be adopted.

Respectfully submitted,
Committee Number Two
Elizabeth Aden and Mark A. Davenport, Co-Chairs