MINUTES OF THE BOARD OF REGENTS

January 28, 2008 

ATTENDANCE

This regularly scheduled meeting of the Board of Regents was held on Monday, January 28, 

2008, in the Regents’ Room of the Smithsonian Institution Building. The meeting was comprised 

of plenary morning and afternoon sessions and an executive session. As the Chief Justice was 

unable to attend the morning session, Executive Committee Chair Roger Sant called the meeting 

to order at 9:05 a.m. Present during the meeting were: 

The Chief Justice1

Xavier Becerra2

Eli Broad 

Thad Cochran2

Chris Dodd3

Shirley Ann Jackson4

Sam Johnson 

Robert P. Kogod 

Patrick Leahy

Doris Matsui 

Roger W. Sant 

Alan G. Spoon 

Patricia Q. Stonesifer 

L. Hardwick Caldwell, Chair, Smithsonian National Board 

Vice President Richard B. Cheney and Phillip Frost were unable to attend either meeting. 

Also present were: 

Regent Designee John W. McCarter, Jr.5

Acting Secretary Cristián Samper 

Acting Under Secretary for History and Culture Richard Kurin 

Acting Under Secretary for Finance and Administration Alison McNally 

Acting Under Secretary for Science Ira Rubinoff 

Under Secretary for Art Ned L. Rifkin 

Director of External Affairs Virginia B. Clark 

Chief of Staff to the Regents John K. Lapiana 

General Counsel John E. Huerta 

Chief Financial Officer Alice C. Maroni 

Director of the Office of Government Relations Nell Payne 

Director of Media Relations Linda St. Thomas 

Inspector General A. Sprightley Ryan 

Director of the Office of Policy and Analysis Carole M.P. Neves 

Senior Writer-Editor for the Office of the Regents Barbara Feininger 

Assistant to the Vice President Marie Fishpaw 

Assistant to the Chief Justice Jeffrey P. Minear 

Assistant to Senator Cochran T.A. Hawks 

Assistant to Senator Dodd Colin P. McGinnis 

Assistant to Senator Leahy Kevin McDonald 

Assistant to Congressman Becerra Melody Gonzales 

Assistant to Congressman Johnson David Heil 

Assistant to Congresswoman Matsui Alexis Marks

1 The Chief Justice attended the afternoon plenary meeting, as well as the afternoon executive session. 2

 Senator Cochran and Congressman Becerra arrived during the report of the Acting Secretary. 3

 Senator Dodd arrived during the presentation of the Executive Committee Report. 4 Dr. Jackson was unable to attend the afternoon plenary meeting or executive session. 5 Mr. McCarter, the president and CEO of the Field Museum in Chicago, attended at the request of the Regents.
The morning plenary session of the Board of Regents ended at 9:05 a.m. and was followed by an 

Executive Session. The Executive Session opened for a short time to record the approval of a 

proposed motion, and then briefly reconvened before adjourning for lunch at 12:03 p.m. The 

Board reconvened at 1:12 p.m. for the afternoon plenary session. The Chief Justice presided over 

the afternoon session, which concluded at 2:43 p.m., after which a second Executive Session was 

conducted. The following matters were discussed: 

MORNING PLENARY SESSION

REGENTS’ TRIBUTE TO RICHARD D. DARMAN

Mr. Sant introduced a proposed motion to express the Board’s condolences in response to the 

recent passing of Richard “Dick” Darman. A recognized leader in the Federal government and an 

astute businessman, Mr. Darman also was a great supporter of the Institution. He previously 

chaired the Board of Directors of the National Museum of American History and that museum’s 

Blue Ribbon Commission; recently served as a citizen member of the Regents’ Facilities 

Revitalization Committee and the Smithsonian Business Ventures Task Force; and, in an 

unofficial capacity, contributed to the search process for the next Smithsonian Secretary. The 

Regents agreed that the passing of Mr. Darman is a significant loss to the Institution, the nation, 

and his family. Accordingly, the proposed motion was approved. 

See attached Resolution 2008.1.01 (Minutes of the Board of Regents, Appendix A).

MINUTES OF THE MEETING OF NOVEMBER 19, 2007 

The Regents voted to approve the minutes of the November 19, 2007, Board of Regents’ 

meeting. 

See attached Resolution 2008.1.02 (Minutes of the Board of Regents, Appendix A).

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REPORT OF THE EXECUTIVE COMMITTEE

Mr. Sant said that the three members of the Executive Committee met on January 22, 2008, to 

review the proposed agenda for the Board of Regents’ meeting. Noting that the draft agenda was 

the result of a collaborative effort between the Chair, the Acting Secretary, and the Office of the 

Regents, he reported that the Executive Committee considered and approved the proposed 

agenda. He then directed the Regents’ attention to certain agenda items that had been discussed 

at length during the Committee’s meeting. 

The Regents were reminded that, at the request of the Acting Secretary, two proposed gifts had 

been withdrawn from the agenda of the November 28, 2007, Board meeting. Since that time, the 

proposed gifts were the subject of further review and the Executive Committee agreed to include 

both in the agenda for the January 28, 2008, meeting. 

Mr. Sant reported that the Executive Committee agreed to postpone formal action on the 

partnership between the National Zoo and George Mason University and asked the Acting 

Secretary to update the Regents on the status of the project. Dr. Samper explained that the 

Institution, which has had a long-term partnership with George Mason University for 

professional training in conservation biology, is exploring the possibility of expanding that 

partnership to include student training in conservation biology. He noted the University is 

considering investing $20 million to fund the construction of a training facility at the National 

Zoo’s facility in Front Royal, Virginia. Because several legal and technical issues warrant further 

review, Dr. Samper was authorized by the Executive Committee to continue exploring the 

initiative’s potential. Dr. Samper also said that the contributions of Dr. Jackson had been 

instrumental in the ongoing development of and negotiations for this project. It is anticipated that 

a comprehensive proposal for the initiative will be presented for the Regents’ review at their next 

meeting. 

Mr. Sant then updated the Board on the status of negotiations to purchase Contee Farm at the 

Smithsonian Environmental Research Center in Edgewater, Maryland. He reminded the Board 

that at its November 19, 2007, meeting it had authorized the Executive Committee to proceed 

with negotiations related to the transaction, as well as to finalize the purchase of the farm. Mr. 

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Sant reported that the Executive Committee subsequently approved the Institution’s right to 

proceed with a purchase agreement of $6.2 million. He added that the funds currently were in 

escrow, as some purchase-related environmental and use easements have yet to be approved by 

the Maryland Land Trust. 

REPORT OF THE SMITHSONIAN NATIONAL BOARD

Smithsonian National Board Chair Hacker Caldwell presented the October 2007 National Board 

report and updated the Regents on the National Board’s recent activities, including its latest 

meeting, which concluded on January 26, 2008. 

Mr. Caldwell reported that the Institution’s museum and scientific unit advisory board chairs had 

been invited to join the National Board for its three days of meetings. Fourteen board chairs 

subsequently joined National Board members for a breakfast briefing by Acting Secretary 

Samper; the board chairs later joined the Dr. Samper again for lunch. It was noted that this likely 

was the first time that a Secretary had invited all of the advisory board chairs to meet with each 

other and discuss common areas of interest. It was suggested that such meetings should occur on 

a regular basis. 

Mr. Caldwell said that members of the National Board and the board chairs then divided into 

groups to discuss issues related to board development, communications, collaboration with other 

boards, establishing agendas with respective unit directors, and issues that related not only to 

individual units but to the Institution as a whole. He noted that the participants were energized by 

the pan-institutional perspective that supported these discussions. 

The next day, members of the National Board and the 14 advisory board chairs met with Patricia 

Stonesifer to discuss the Regents’ efforts to address the Institution’s governance issues. 

Participants especially focused on the implementation of Recommendation 13 and the 

development of stronger links between the Board of Regents and the Institution’s advisory 

boards. Mr. Caldwell noted that a natural forum to support such communications currently does 

not exist and asserted his commitment to working with the Regents’ Governance and 

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Nominating Committee to develop more effective communications between the Institution’s 

advisory boards and the Board of Regents. Ms. Stonesifer told the Board that several of the 

advisory board chairs had noted that this was the first time they had met a Regent. She added that 

the Institution’s advisory boards are an underutilized and under-informed group and that 

enhanced communications with these key stakeholders will be extremely beneficial to the Board 

of Regents’ future oversight of the Institution. 

The Regents then considered the Smithsonian National Board’s proposed motion to reappoint 

Hacker Caldwell as chair of the Smithsonian National Board. Accordingly, the proposed motion 

was approved. 

See attached Resolution 2008.1.03 (Minutes of the Board of Regents, Appendix A). 

PROPOSED APPOINTMENTS TO SMITHSONIAN ADVISORY BOARDS

The Regents considered the nominations for appointments and reappointments to seven 

Smithsonian advisory boards. Accordingly, the proposed motions were approved. 

See attached Resolutions 2008.1.04 – 2008.1.10 (Minutes of the Board of Regents, Appendix A). 

PROPOSED AMENDMENTS TO THE BYLAWS OF THE BOARD OF THE 

SMITHSONIAN INSTITUTION LIBRARIES

The Regents considered proposed amendments to the Bylaws of the Smithsonian Institution 

Libraries Board. Accordingly, the proposed motion was approved. 

See attached Resolution 2008.1.11 (Minutes of the Board of Regents, Appendix A). 

DESIGNATION OF ANNE D’HARNONCOURT AS REGENT EMERITUS 

Mr. Sant introduced a motion to designate Anne d’Harnoncourt as Regent Emeritus. The Regents 

discussed their great appreciation for the contributions of the recently retired Regent, including 

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her current service on the ad hoc Search Committee for the next Smithsonian Secretary. 

Accordingly, the proposed motion was approved. 

See attached Resolution 2008.1.12 (Minutes of the Board of Regents, Appendix A). 

REPORT OF THE ACTING SECRETARY

Acting Secretary Samper offered a summary report on the Institution in fiscal year 2007, as well 

as an update on Smithsonian activities that have occurred since September 30, 2007. He said that 

2007 was a successful year overall for the Institution, despite the challenges it faced, and 

expressed his appreciation for the dedication demonstrated by staff and volunteers in the face of 

the Institution’s governance problems. 

Dr. Samper said that in 2007 attendance across the entire Smithsonian rose 7 percent, to 

24.6 million visitors. He noted that this increase was achieved despite the closure of the National 

Museum of American History, which alone receives about 3.5 million visitors annually, and 

reflected, among other things, the enormous popularity of several exhibitions on view in the last 

year. He also said that virtual visits to the Smithsonian continue to grow at an astounding rate of 

30 to 40 percent per year, and that over 183 million visitor sessions were recorded last year. He 

added the Smithsonian has yet to achieve its online potential and that the launch of several 

important new initiatives, such as the Encyclopedia of Life, will enhance the Institution’s 

presence on and contributions to the Web. 

The 2007 opening of the Kogod Courtyard was cited as an enormous achievement for the 

Institution. Dr. Samper noted its importance to both the Smithsonian and the greater Washington, 

D.C., area and thanked Mr. Kogod and his wife for their generous support. He also remarked on 

the Institution’s advances in research and the care of its collections, including the completion of 

Pod 5 at the Museum Support Center (MSC) in Suitland, Maryland. About 20 percent of the 

Institution’s collections will be moved to MSC in 2008. 

Strong fund raising also was a hallmark of the Smithsonian in 2007. Despite a challenging year 

in the media, the Institution generated $166 million in private support from individuals, 

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foundations, and corporations. Dr. Samper noted that this trend had continued and that the 

Institution already had raised more than $40 million in the first three months of fiscal year 2008. 

This total included a recently received gift from the Engen family for the Phase Two 

construction of the Udvar-Hazy Center, which the Regents later discussed at length. 

After asserting that the Smithsonian’s mission remains strong and its support remains sound, Dr. 

Samper elaborated upon five important issues: the Federal budgets for fiscal years 2008 and 

2009; progress on the Institution’s governance reforms; the results of a pan-institutional 

employee survey; leadership changes; and the ongoing review of executive travel. 

Regarding the Institution’s fiscal year 2008 Federal budget, Dr. Samper said that, although the 

implementation of a three-month-long Continuing Resolution had challenged the Institution and 

resulted in a short-term hiring freeze, the final Federal budget was better than anticipated. He 

reminded the Regents that, six to eight months prior to this meeting, the outlook for the 

Smithsonian’s Federal budget had been extremely grim, especially in the House where the 

proposed Federal budget was cut by $26 million. He expressed his deep appreciation to the 

Congressional Regents for their unstinting efforts to turn the budget around by $30 million. Dr. 

Samper noted, however, that the final budget of $683 million still will not fund in full the 

Federally mandated pay increase for Federal employees in the Washington area and a 2.4 percent 

shortfall in funding for Smithsonian salaries and expenses is anticipated. He added that some of 

these costs will be offset by the savings that resulted from the four-month-long hiring freeze. 

Dr. Samper then discussed Congress’s introduction of a “Legacy Fund” to the Smithsonian’s 

Federal budget. Under the general terms of this challenge grant, which was introduced by 

Senator Dianne Feinstein, the Smithsonian must raise $30 million in facilities funding in order to 

receive an additional $15 million in Federal funding for facilities. However, the specifics of the 

Legacy Fund had yet to be determined and the Institution did not know if challenge grant funds 

could be used for the repair, renovation, or construction of facilities or if their use would be 

restricted to funding only the maintenance of Smithsonian facilities. Also unclear are the types of 

Smithsonian funds that would qualify for the challenge grant. 

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Nevertheless, Dr. Samper emphasized that the Smithsonian’s Federal budget for fiscal year 2008 

is favorable, especially in light of the Administration’s focus on defense, homeland security, and 

the overall health of the economy. The Institution’s Federal budget for fiscal year 2009, as 

negotiated with the Office of Management and Budget, also was characterized as solid and 

proposes a 5 percent increase in the Institution’s overall Federal budget. The $716 million budget 

would include a $21 million increase — from $107 to $128 million — for facilities capital 

(which includes the construction and revitalization of facilities) and would move the Institution 

significantly closer to its $150 million goal. Federal funding for facilities maintenance also 

would increase by $17 million to over $69 million, which would be another important step 

towards the Institution’s $96 million target. Overall, the Federal budget presented by the Office 

of Management and Budget represents the single-largest increase the Institution has achieved in 

years. The Smithsonian is grateful for this recognition of the Institution’s facilities maintenance 

backlog. 

Dr. Samper elaborated upon some of the intense negotiations that resulted in the proposed 

Federal budget for fiscal year 2009, citing some of the specific issues discussed during the 

budget appeals, as well as several of the compromises the Institution was forced to accept. For 

example, he said that the Smithsonian secured an increase in funding to address the Institution’s 

critical shortage of security officers, which was identified in a recent Government Accountability 

Office report. This increase, however, was achieved by withdrawing a funding request for 

security film treatments for the Reynolds Center windows. 

Dr. Samper then proceeded to explain that, in order for the Federal government to achieve its 

overall budget increase for fiscal year 2009, the Smithsonian’s proposed budget had sustained an 

alarming $11 million decrease in Federal funding for the Institution’s education, research, and 

outreach programs. This cut in Federal funding represents the first-ever reduction in Federal 

funding for the Smithsonian’s programs and was based upon the assumption that the Institution 

would be able to make up the funding shortfall through private fund-raising efforts within an 

extremely short period of time (six months). Dr. Samper reported that the Institution took great 

exception to both the $11 million funding cut, as well as its underlying rationale, and 

emphatically communicated its distress over the course of the budget negotiation process, which 

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included two appeals by the Institution. Because of the anticipated impact of this budget cut on 

the Institution’s mission-critical programs and staff, as well as the fact that the fiscal year 2009 

budget will move now to the Congress, the Congressional Regents again will play a critical role 

in the Smithsonian’s efforts to develop additional Federal support, as well as to mitigate the 

potential consequences of the proposed budget. 

Dr. Samper then offered an update on the Institution’s governance reforms. As noted in the 

governance scorecard found in both the meeting agenda books and the Institution’s public 

website, significant progress has been made in the Smithsonian’s efforts to address its 

management problems. Dr. Samper reported that a number of individuals and groups continue to 

work on governance-related issues, such as internal control systems and certain Smithsonian 

policies. One important initiative was included in the meeting agenda books for the Regents’ 

consideration and approval: a newly created Smithsonian Statement of Values and Code of 

Ethics. Dr. Samper said that the purpose of the document, which was largely modeled after the 

American Association of Museums’ Code of Ethics, is largely aspirational and is intended to 

augment both the Institution’s Standards of Conduct and its directives, which collectively 

address specific procedural issues. 

Dr. Samper noted that the Institution continues to work on an overarching communications 

strategy under the leadership of Evelyn Lieberman and with the support of consulting firm Booz 

Allen Hamilton. He reported that a first draft of the policy was being circulated for discussion 

and that a revised draft would likely be distributed to the Board for comment in the following 

four to six weeks. 

Next Dr. Samper provided an update on Governance Recommendation 13 and the Institution’s 

continuing examination of the relationships between the Smithsonian’s Board of Regents, 

Secretary, and advisory boards. He agreed with Mr. Caldwell’s report that the Smithsonian 

National Board’s meetings with the Institution’s advisory board chairs set an important precedent 

for future communications and collaborative efforts with key Smithsonian stakeholders. He said 

it was clear that the advisory boards desire to have a stronger role in the oversight of the units 

and cited three oversight-related issues that consistently were expressed by the boards: their wish 

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to participate in the development and approval of each unit’s strategic plan, as well as advance 

the core components of the Institution’s forthcoming strategic plan; their desire to clarify each 

board’s role in the appointment and evaluation of unit directors; and their aspiration to become 

more knowledgeable about the multi-layered funding and budgeting process for each unit. He 

explained that although 80 percent of a unit’s budget is clear, the effect of central services and 

their valuation consistently presents challenges to the understanding of units’ budgets, a problem 

towards which the Office of the Chief Financial Officer is directing its efforts. 

Regarding other governance-related initiatives, Dr. Samper said that the first draft of the 

Institution’s new contracting policy was being circulated among staff for review and that he 

anticipated that it would be finished within the next few months. He also said that Team 23, 

which is responsible for the review of the Institution’s policies and controls, is actively 

examining about 112 directives from across the Institution to ensure that each is accurate and 

without loopholes. This protracted review will be conducted through the remainder of the year. 

The Regents were made aware of an issue that had arisen regarding the Institution’s Freedom of 

Information Act (FOIA) directive regarding access to information and records. Dr. Samper said 

that within the previous three days a number of important groups had objected to some of the 

terms of the FOIA-related directive. He noted that the Governance and Nominating Committee 

had conducted several discussions about this issue and determined that it is primarily related to 

Smithsonian Business Ventures–related contracts, as well as to the identification of certain 

donors, investment policies, and fund managers. Smithsonian management affirmed its 

commitment to conducting open and less-restrictive agreements, but also recognized that certain 

exception must be made. Under the direction of General Counsel John Huerta, a revised directive 

will be developed and proposed to the Committee for its consideration in early February. All 

agreed that that the clarification of the Institution’s FOIA directive must be carefully and swiftly 

conducted and, to assist that effort, Senator Leahy offered to introduce Smithsonian staff to the 

Congressional lawyers who drafted the revised FOIA legislation. 

Dr. Samper next addressed the implementation of the Institution’s new unified compensation 

philosophy. He first noted that, effective September 30, 2007, all senior executive staff 

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previously not on a leave system were transitioned to the Institution’s existing leave system. He 

then reported on the larger undertaking of assessing some 200 senior executive staff positions to 

determine the proper compensation approach. Dr. Samper expressed his great appreciation for 

the assistance of the Compensation and Human Resources Committee, whose support has been 

instrumental in this challenging initiative. 

Dr. Samper said that the responsibilities of about 37 senior positions were found to meet the tests 

established by PricewaterhouseCoopers for the Federal equivalent compensation approach. For 

some of the 37 positions, Smithsonian salaries were found to be above the 2008 Federal Senior 

Level (SL) salary cap. Going forward, compensation for the identified positions will be 

recalibrated to align with their Federal counterparts, although there will be a five-year 

grandfathering period for affected executives. Dr. Samper reported that, predictably, some of the 

affected individuals are unhappy with this change as they were hired under a different set of 

expectations and noted he is concerned that some senior executives may leave as a result of this 

change. 

In a finding that is consistent with the report of the Independent Review Committee, the study 

also found that the compensation for 66 Smithsonian executive positions should be marketbased. Of these positions (which include, among others, the Secretary, all of the museum 

directors, and development and Smithsonian Business Ventures employees), 51 have incumbents 

with salaries currently above the 2008 Federal SL salary cap, while the rest are below. When 

looking at market data, however, it was found that many of the positions for which salary 

surveys were conducted in the past were below the 50th percentile of the market, with some 

falling as low as the 25th percentile. Compensation consultant PricewaterhouseCoopers is 

working with the Institution and the Compensation and Human Resources Committee to further 

refine the market data to help the Institution align these positions with the market. 

Dr. Samper next addressed the recently released results of the Smithsonian-wide Employee 

Perspective Survey that had been conducted in September and October 2007. He noted that the 

last time a full employee survey had been performed was in 2002 and that, going forward, the 

Institution intends to conduct a pan-Institutional survey on an annual basis. The survey had a 57 

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percent response rate, which was notably higher than the Federal Government’s average. 

Notably, the review found that overall employee satisfaction was good and in fact was higher, a 

finding that was remarkable in light of the challenges the Smithsonian faced in 2007. About 74 

percent of Smithsonian employees reported that they were satisfied or very satisfied with 

working for the Institution. These employees have a sense of accomplishment about their work 

and believe that their efforts are important and contribute to the core mission of the Institution. 

About 14 percent reported that they had reservations about their employment with the 

Smithsonian, another finding of note as the identical question elicited a significantly higher 

response — 56 percent — in 2002. 

Dr. Samper said that the report identified five areas that need additional attention: compensation, 

recognition, and rewards; leadership development; communications across museum departments; 

career development opportunities; and the effects of chronic understaffing. He noted that the 

Institution’s loss, over the last decade, of 23 percent of its staff has resulted in increased 

workloads and hours for the remaining staff who endeavor to keep the Smithsonian running. 

Progress on the Institution’s search for two museum directors was reported. Dr. Samper said that, 

under the leadership of Under Secretary for Art Ned Rifkin, a search for the new head of the 

National Portrait Gallery was successfully completed and that the appointment of Martin 

Sullivan, currently the director of St. Mary’s Historic City, soon would be announced publicly. 

Dr. Sullivan, who has had a distinguished career in the museum world, previously served as the 

direction of the Bird Museum in Phoenix and chaired the Accreditation Committee of the 

American Association of Museums for over a decade. Dr. Samper also reported that the search 

for the next director of the Hirshhorn Museum and Sculpture Garden will hopefully soon be 

completed. He thanked Dr. Rifkin and a number of Regents for their efforts in both searches; he 

also noted that a search committee would soon be formed to search for the next head of 

Smithsonian Latino Initiatives. 

Dr. Samper then addressed the topic of executive travel and the media’s recent coverage of the 

travel expenses of Rick West, the former director of the National Museum of the American 

Indian. He said that, although the Institution’s governance reforms already had implemented a 

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review of all executive travel by the Inspector General, he had launched a more immediate 

inspection of the travel expenses of the Institution’s top 62 executives in 2007. Led by Acting 

Secretary for Finance and Administration Alison McNally and Chief Financial Officer Alice 

Maroni, the review found that no other Smithsonian executives’ travel expenses outpaced those 

incurred by Mr. West. Nevertheless, Dr. Samper noted that Mr. West’s expenses had been 

approved by prior senior management and were in alignment with Federal travel regulations. 

Nevertheless, Dr. Samper made clear that, in his opinion, proper judgment had not been 

exercised with regard to Mr. West’s travel; he also expressed concern that the sum total of Mr. 

West’s travel expenses since 2003 will prove to be notable. 

The review of the Institution’s top 62 executives’ travel expenses found that only 12 of 640 cases 

involved the use of business class tickets for air travel; each of the 12 is being examined. Dr. 

Samper also said that it appears that thus far only one or two cases may have been outside of 

Federal travel regulations. He added that the review also revealed that some Smithsonian 

directors’ travel had been insufficient with regard to the critical leadership and fund-raising 

needs of their units. 

Going forward, Dr. Samper said that he had established interim measures to better monitor 

Smithsonian travel expenses. He said that the Under Secretary for Finance and Administration 

now will review any travel of executive staff that requires a premium ticket, exceeds $2500 in 

ticketing fees, or necessitates an absence of more than five days. 

In the final section of his report, Dr. Samper spoke of five short-term priorities upon which he 

intends to focus during the final months of this transition between Secretaries. He said that he 

plans to complete most of the elements of the governance reform agenda; effect a smooth 

transition for the permanent Secretary; keep all key Smithsonian projects on track (such as the 

reopening of the National Museum of American History, the opening of Ocean Hall at the 

National Museum of Natural History, and the repurposing of the Arts and Industries Building); 

complete the restructuring of Smithsonian Business Ventures; and begin developing a 

Smithsonian strategic plan, as well as a national campaign, to support the mission of the 

Institution. 

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Because he is a member of an outside Board of Trustees with an interest in the Arts and 

Industries Building, Mr. Kogod recused himself from Dr. Samper’s discussion of the building. 

Prior to leaving the room, Mr. Kogod noted that he had written both the chair of that board and 

the Regents’ Executive Committee chair to announce his intention to recuse himself from all 

discussions of the historic building’s future, as his participation might present a conflict of 

interest. After Mr. Kogod left the room, Dr. Samper then said that the Institution had received 11 

proposals in response to a Request for Qualifications previously issued by the Smithsonian. He 

said that a technical panel is assessing the proposals and anticipates that its review will be 

completed by the end of March 2008, after which the Institution will conduct consultations to 

determine whether or not it would be worthwhile to proceed to a full Request for Proposals for 

the initiative. The Institution’s recommendation will be presented to the Regents at their May 

2008 meeting. Mr. Kogod returned to the room after Dr. Samper’s update on the Arts and 

Industries Building. 

In the question-and-answer period that followed Dr. Samper’s report, a Regent asked if the 

Smithsonian National Board had recently discussed the launch of a national fund-raising 

campaign. Dr. Samper deferred to Director of External Affairs Virginia Clark, who responded 

that the National Board’s Development Committee indeed had reviewed the steps and processes 

by which a campaign would be developed, as well as what would be required of National Board 

members. 

The Board again discussed the implementation of the Institution’s new unified compensation 

philosophy. The Regents acknowledged the enormous leadership requirements demanded of the 

Acting Secretary in his efforts to effect these changes, as well as significant contributions and 

loyalty demonstrated by the affected employees. Because they oversaw the implementation of 

changes to which they also were subject, Director of Human Resources James Douglas and 

Associate Director Greg Bettwy were cited for their leadership skills and commitment to the 

Institution. 

The Board considered measures to acknowledge and support employees who, despite significant 

changes in their employment agreements, have continued to support the mission and initiatives 

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of the Institution. All agreed that these leaders must be commended and supported for their 

invaluable contributions and that the personal involvement of the Board, including the 

Congressional Regents, in the support of these executives would demonstrate the Board’s 

indebtedness to them. Dr. Samper added that such actions also would support the Institution’s 

efforts to stave off an exodus of key executives whose leadership is crucial to the ongoing 

success of the Smithsonian. 

PROPOSED ENDOWMENT, DONOR RECOGNITION, AND CORPORATE 

GIFT ACTIONS

The Regents considered ten papers representing donor recognition and corporate gift 

opportunities, as well as actions to create endowments. The Regents discussed the significance of 

a recent gift that will enable the National Air and Space Museum to commence with the 

construction of Steven F. Udvar-Hazy Center Phase Two. Accordingly, ten motions were 

approved by the Regents. 

See attached Resolutions 2008.1.13 – 2008.1.22 (Minutes of the Board of Regents, Appendix A). 

UPDATE ON SMITHSONIAN-RELATED ACTIONS BY THE GOVERNMENT 

ACCOUNTABILITY OFFICE 

Director of Government Relations Nell Payne updated the Regents on the Government 

Accountability Office’s ongoing review of the Smithsonian’s governance. She noted that every 

advisory board chair was being interviewed during this phase of the review and that the planned 

publication date for the report is May 15, 2008. 

LEGISLATIVE ACTIVITIES AND ISSUES

Ms. Payne then presented an overview of several Smithsonian-related actions of particular 

consequence to the Board. She said that the appointment of John W. McCarter, Jr., to the Board 

of Regents was pending before Congress and that she anticipates his nomination soon will be 

confirmed. She also said that she expects that four pending construction activities will receive 

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action this spring: the new lab space at the Smithsonian Environmental Research Center; the new 

lab and office space at the Smithsonian Tropical Research Institute in Panama; a replacement 

greenhouse facility, including associated moving costs, at the Museum Support Center in 

Suitland, Maryland; and a technical amendment to allow the relocation of a previously 

authorized telescope operation in Arizona. 

RELOCATION OF THE VERITASCONTROL BUILDING SITE

The Institution is requesting a technical amendment to the law that authorized the construction 

and related activities of the Smithsonian Astrophysical Observatory’s Very Energetic Radiation 

Imaging Telescope Array System (VERITAS) project in Arizona. The change, which already has 

been approved and funded by the National Science Foundation, will allow the installation of the 

telescopes to commence at a location close to the site approved in the original bill. 

REPORT OF THE GENERAL COUNSEL 

General Counsel John Huerta directed the Regents’ attention to the report’s outline of the 

Internal Revenue Service’s Intermediate Sanctions that went into effect in 1996. He noted his 

opinion that the Compensation and Human Resources Committee continues to observe those 

principles but thought it important to refresh the full Board’s understanding of those guidelines. 

He added that his report included a list of all active cases in the Office of the General Counsel, 

noting his intention to provide this list on at least an annual basis and to report on new 

developments of interest to the Regents on a quarterly basis. 

REPORT OF THE AUDIT AND REVIEW COMMITTEE

On behalf of Audit and Review Committee Chair Phillip Frost, who was unable to attend this 

meeting, Robert Kogod provided the Committee’s report. Mr. Kogod said that the Committee’s 

January 23, 2008, meeting included a presentation by KPMG, the Institution’s external auditors, 

and reports from new Committee member Donald Chapin, the Comptroller, the Inspector 

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General, the General Counsel, the National Collections Coordinator, and the Chief Financial 

Officer. 

Mr. Kogod characterized the KPMG report as relatively problem-free. KPMG partner John 

Keenan, who is responsible for the Institution’s fiscal year 2007 audit, reported that KPMG had 

met the November 15, 2007, Federal closing package deadline, after which the package was sent 

to the Treasury. Unlike the previous year, the fiscal year 2007 closing package had received an 

unqualified opinion. Mr. Keenan said the final audit would be completed by February 15, 2008. 

KPMG Manager Rebecca Horton then gave the Committee a presentation on the management 

letter that was included in the Federal closing package. Ms. Horton reminded the Committee of 

the effect of the newly issued Statement on Auditing Standards (SAS) No. 112, Communicating 

Internal Control Related Matters Identified in an Audit, on the Smithsonian’s closing package. 

Under the SAS No. 112 guidelines, which were applied to the Institution for the first time in 

fiscal year 2007, the new reportable matters category “significant deficiency” has a lower 

reporting threshold than “reportable condition,” which was the category used in the past. She 

stated that the accounting staff shortage in the Office of Comptroller was a factor in the recorded 

adjustments and unrecorded differences noted in the audit, and that KPMG duly noted these 

issues as a “significant deficiency” in their audit report in the Federal closing package. Ms. 

Horton explained that because the new reportable matters category has a lower threshold, the 

Committee should expect to see more conditions requiring the Institution’s attention in KPMG’s 

report than has previously been the case. Nevertheless, Mr. Kogod expressed his opinion that the 

overall KPMG report was very good and that additional disclosures of note are not anticipated. 

Mr. Kogod reported that the Committee also discussed proposed amendments to its Charter. He 

reminded the Regents that the proposed changes were in the Regents’ agenda books and would 

be considered during the Board’s discussion of the Governance and Nominating Committee 

Report. 

Inspector General Sprightley Ryan apprised the Committee on the status of recent audits 

undertaken by her office, including an audit of travel spending and operations. Ms. Ryan also 

17
reported on the ongoing audits of the expenses of both the former Secretary and the former Chief 

Executive Officer of Smithsonian Business Ventures, noting that the Secretary’s and CEO’s 

expense audits are being performed by Cotton & Company, an outside audit firm. 

Mr. Kogod said that the Committee next heard from General Counsel John Huerta, who reported 

progress on the planned revisions to the Institution’s financial disclosure form. Mr. Huerta noted 

that the revised form will align better with its Federal counterpart. Proposed revisions to the 

Smithsonian’s Standards of Conduct, including the addition of a provision that addresses the 

issue of close personal relationships between supervisors and staff, also were discussed. 

National Collections Coordinator William Tompkins also gave an extensive presentation to the 

Committee. Mr. Kogod drew the Regents’ attention to two critical issues identified in Mr. 

Tompkins’s report: museum security and the stewardship of the Institution’s collections, noting 

that deficiencies in both areas put the Institution at risk. Although additional funding has been 

secured for the Institution’s security force in fiscal year 2009, and just over half of the 

Institution’s 18 museums and the National Zoo are either accredited or in the process of getting 

accreditation, Mr. Kogod said that the Committee is committed to a closer review of security and 

collections-care issues and that the Committee will request management to provide specific 

recommendations regarding both of these critical areas. 

The Committee received a report from its newest non-Regent member, former Assistant 

Comptroller General and Chief Accountant of the former General Accounting Office Donald 

Chapin, who reviewed the Institution’s response to the Independent Review Committee’s 

findings, including shortfalls in both accounting staff and funding for facilities maintenance. Mr. 

Chapin’s comments were characterized as constructive and prompted lengthy discussions by the 

Committee, which is committed to continuing its careful oversight of these areas, among others. 

Mr. Kogod added that several Committee members voiced concern about Mr. Chapin’s apparent 

lack of knowledge about the Institution’s significant progress in its governance reform initiatives 

over the past year. A Regent raised the question that, if a well-informed person such as Mr. 

Chapin wasn’t fully aware of the Institution’s improvements, what other important successes and 

issues are not being effectively publicized? 

18
The Committee then received a report from Chief Financial Officer Alice Maroni. Ms. Maroni 

updated the Committee on her efforts to hire additional accounting resources. Mr. Kogod 

reminded the Regents of the difficulties encountered in this effort, as the Washington, D.C., area 

is acknowledged to be the tightest job market for accountants. Moreover, the Institution, because 

of the limitations of its compensation packages, is compromised in its efforts to be competitive in 

an already tight market. Mr. Kogod reported on Ms. Maroni’s hiring strategy, which is directed 

in part towards finding recently minted college graduates and providing resources by which a 

competitive accounting staff can be developed from within. He added that the Committee 

received an update on various travel reviews by Ms. Maroni, after which executive sessions were 

conducted with KPMG representatives, the Inspector General, and the Chief Financial Officer. 

Responding to Mr. Kogod’s report, a Regent inquired about the Committee’s confidence in 

KPMG, to which he answered that the Committee is both comfortable and confident in its 

external auditor. He reminded the Regents that, when the financial audit services contract was 

competed in the spring 2006, KPMG was determined to be most qualified of those that submitted 

bids. He added that improved communications between KPMG and the Institution have 

addressed the sort of issues that arose during the fiscal year 2006 audit and that the firm has 

provided additional expertise with regard to the Institution’s investment portfolio. 

Another Regent inquired if the proposed revisions to the Committee’s Charter will strengthen 

communications between the Inspector General and the Board of Regents, including its Audit 

and Review Committee. Mr. Kogod confirmed that the proposed amendments will enhance those 

relationships, as well as advance the Institution’s governance reform initiatives. The Regents 

then were reminded that the vote to approve these Charter amendments would be conducted 

during the Regents’ consideration of the report of the Governance and Nominating Committee. 

19
PROPOSAL TO COMMENCE CONTRACTING FOR AND CONSTRUCTION OF 

PHASE TWO OF THE UDVAR-HAZY CENTER 

Acting Under Secretary Ira Rubinoff reported on the National Air and Space Museum’s 

proposal to begin the process of contracting and subsequently constructing Phase Two of the 

Museum’s Steven F. Udvar-Hazy Center. He first provided an overview of the Center’s history. 

Dr. Rubinoff reminded the Regents that the phased construction of the Center, including both 

Phase One and Phase Two, had been approved by the Board of Regents in 1995. The December 

2003 opening of the Center’s Phase One was achieved in large part with a $65 million gift from 

Steven Hazy, as well as with funding from a $77 million loan from the Institution’s Central 

Trust. Dr. Rubinoff added that no Federal funds were used for the construction of Phase One, 

which has operated successfully since its opening. At the time of the Center’s Phase One 

opening, the Board agreed that the construction of Phase Two would be funded solely by private 

funds and would commence only after such funds have been raised. 

Since that time, repayment of the Central Trust loan for Phase One has proceeded ahead of 

schedule. Fund raising for Phase Two also has continued apace and, with the recent receipt 

of a $15 million gift from the family of the former director of the National Air and Space 

Museum, the late Vice Admiral Donald D. Engen (USN), the Museum reported that it has raised 

$55 million of the $77 million estimated budget for the construction of Phase Two. However, 

just as the pool of secured construction funds has grown, the project’s estimated construction 

costs also have escalated. 

Because of rising construction costs and the fact that a significant portion of Phase Two funding 

already has been raised, the Museum requested that the Board of Regents allow it to pursue a 

construction contract and commence construction prior to securing all necessary funding for the 

Center’s completion. Dr. Rubinoff added that the planning process will take about a year to 

complete and that an additional four years will transpire before the construction is finished. The 

Museum anticipates the remaining funds will be raised prior to the project’s completion, a 

supposition supported by the Museum’s outstanding fund-raising record. 

20
Dr. Rubinoff also noted that, in addition to locking in the project’s construction costs, approval 

to commence with Phase Two construction will achieve other important ancillary advantages. 

The opening of Phase Two will enable the Center to refocus on its primary mission: the 

restoration of aircraft in a safe facility. It also will help address, in part, the Institution’s facilities 

maintenance backlog, as the Museum then will be able to raze four unsafe, obsolete buildings 

that currently house collections awaiting permanent installation at the Center. The Board was 

reminded that the public will be able to observe the care of these collections when the Center’s 

visible conservation center opens. 

During the discussion of the Museum’s proposal, the Regents agreed that it is important to lock 

in the construction costs for Udvar-Hazy Center Phase Two, as well to provide a centralized 

location for the restoration and storage of the Museum’s collection. Dr. Rubinoff added that the 

visible conservation center is anticipated to increase the high number of visitors the Center 

already draws. 

The Board also considered the decision to proceed with regard to the opinions expressed by 

Senators Dianne Feinstein and Robert Bennett during the December 12, 2007, meeting of the 

Rules and Administration Committee. At that time, Congressional concern was strongly 

expressed about moving new projects forward when funding for existing projects already is 

inadequate. Office of Government Relations Nell Payne assured the Board that key committee 

staff had been informed of this proposal and, because it is a previously approved project, no 

concerns had been raised. The Regents also acknowledged the significance of the $15 million 

gift from the family of the late Vice Admiral Donald D. Engen and his wife, the late Mary Baker 

Engen. In addition to greatly increasing the funding for Phase Two construction and paying 

tribute to two persons who were instrumental in the Center’s creation, the Engen gift includes $1 

million to fund an endowment to support future renovations of the Center’s Mary Baker Engen 

Restoration Hangar. 

The Regents’ consideration of potential misperceptions by key stakeholders, such as Congress, 

about the seriousness with which the Board regarded this proposal prompted discussion of an 

overarching need to convey, in both meeting minutes and approved motions, the careful 

21
consideration and deep sense of fiscal responsibility by which the Board of Regents approves 

such initiatives. The proposed motion to commence the planning for and subsequent construction 

of Phase Two consequently was revised to acknowledge that the initiative was previously 

approved and will address, in part, the Institution’s facilities maintenance backlog. The revised 

motion was accordingly approved. 

See attached Resolution 2008.1.23 (Minutes of the Board of Regents, Appendix A). 

REPORT OF THE GOVERNANCE AND NOMINATING COMMITTEE

Dr. Shirley Ann Jackson, the chair of the Governance and Nominating Committee, provided the 

report of the Governance and Nominating Committee. Dr. Jackson said that the Committee had 

met twice since the last Regents’ meeting and made substantial progress on the Governance 

Reform Agenda. She added that the Committee will continue to address some of the more 

difficult aspects of the Agenda until the Committee’s meeting in early February 2008. 

Dr. Jackson pointed out that the Governance Scorecard, which had been included in the Regents’ 

agenda books, noted the establishment of independent reporting structures between the Board of 

Regents and the Inspector General, the General Counsel, and the Chief Financial Officer. She 

added that these structural changes provide both the opportunity and the expectation that matters 

will be brought to the attention of the full Board of Regents. 

Dr. Jackson then reported on the development of an overarching Code of Ethics, reminding the 

Regents that in June 2007 the Committee had tasked the Acting Secretary to oversee this 

initiative. The request had been made in response to the fact that, until this time, the Institution 

has operated under numerous ethical guidelines and standards of conduct. Dr. Jackson reported 

that, following several revisions, the Committee approved for the Regents’ consideration a final 

draft of guidelines, which were largely influenced by the moral codes developed by the 

American Association of Museums and other independent sector organizations. She added that 

the final document will be renamed the “Statement of Values and Code of Ethics” in order to 

reflect best practices in the museum, not-for-profit, and Federal sectors. Accordingly, the Board 

approved a motion to adopt the Statement of Values and Code of Ethics. 

22
See attached Resolution 2008.1.24 (Minutes of the Board of Regents, Appendix A). 

Dr. Jackson also updated the Regents on efforts to review and update, as necessary, the charters 

for the Regents’ committees. She reminded the Regents that, during their November 2007 

meeting, they had approved a charter for the newly formed Facilities Revitalization Committee, 

as well as a charter template for use by all Regents’ committees. Since that time, proposed 

charter amendments had been received from three other committees: Governance and 

Nominating, Finance and Investment, and Audit and Review. Dr. Jackson said that the 

Governance and Nominating Committee Charter was updated to reflect the merger of the 

Governance Committee and the Nominating Committee in June 2007; the Finance and 

Investment Committee Charter was modified to better reflect the actual template that the Regents 

approved, as well as to update the Bylaw citations; and the Audit and Review Committee Charter 

was updated to document the relationship between that committee and the Inspector General. She 

noted that, subsequent to the creation of the agenda books for this Regents’ meeting, the Audit 

and Review Committee had met and proposed further modifications to its charter, and that those 

changes were reflected in the materials distributed at the beginning of the Board of Regents’ 

meeting. 

The proposed amendments to the three committee charters did not elicit comment from the 

Board. According, the proposed motion was approved. 

See attached Resolution 2008.1.25 (Minutes of the Board of Regents, Appendix A). 

Next Dr. Jackson presented the proposed list of Regents’ committee assignments, which is 

customarily brought to the Board for approval each January. She reminded the Board that at the 

beginning of the month each committee chair had received an inquiry regarding possible changes 

to the membership of their committees. Dr. Jackson reported that no immediate changes were 

requested, although several committees had indicated their desire to include Mr. McCarter upon 

his appointment. Dr. Jackson added that the proposed committee assignments were approved by 

the Committee with the understanding that as many as three new Regents may join the Board by 

the end of June 2008 and that committee assignments may be reconsidered at that time, if not 

before. 

23
Prior to submitting the proposed committee assignments for approval by the Board of Regents, 

Dr. Jackson pointed out an important committee change that would require additional action by 

the Board. She said that the Chancellor, because he largely has abstained from voting during 

Executive Committee meetings, had proposed that he step down as a voting member but 

continue to provide guidance to the Executive Committee, especially in the development of 

meeting agendas. This action, which complies with the Bylaws of the Board of Regents, would 

enable the addition of a third voting Regent to the Executive Committee while supporting the 

continued engagement of an invaluable member of the Board. It also is distinct from previously 

approved Bylaw amendments that better delineate the roles of the Chancellor and Chair of the 

Board. 

Dr. Jackson reported that the Governance and Nominating Committee agreed to the Chancellor’s 

request and recommended the election of Patricia Stonesifer to fill the resultant vacancy on the 

Executive Committee. She then explained that three motions were being proposed in response to 

these changes, the first being to record the Regents’ formal acceptance of the Chancellor’s 

recommendation, affirm the Regents’ deep appreciation for his contributions, and express the 

Board’s desire for the Chancellor’s continued engagement with the Executive Committee in the 

manner so described. As the Charter requires the election of members to the Regents’ Executive 

Committee and the Bylaws provide for the appointment of members to other committees, two 

other motions were submitted: one to approve the recommended committee appointments and 

the other to elect Ms. Stonesifer to the Executive Committee. 

The Regents agreed with each of the Committee’s recommendations. They expressed their 

gratitude for the contributions of the Chancellor, as well as their commitment to an 

organizational change intended to support his ongoing relationship with and critical contributions 

to the Executive Committee. The Regents also noted their appreciation for Ms. Stonesifer’s 

willingness to contribute more of her efforts and expertise to the Board of Regents. Accordingly, 

the three motions were approved en bloc. 

See attached Resolutions 2008.1.26 – 2008.1.28 (Minutes of the Board of Regents, Appendix A). 

24
Dr. Jackson next reported on the Committee’s review of the preliminary report by Board Source, 

the outside consultant assisting in deliberations regarding the size, structure, and composition of 

the Board of Regents. It was noted that, due to the complexity and difficulties of the issues 

involved, the Committee’s deliberations were expected to continue over the coming weeks and 

that its recommendations are anticipated to be presented to the Board of Regents at its next 

meeting. 

Dr. Jackson reminded the Regents of their November 2007 guidance to the Committee that it was 

to make every effort to find ways to strengthen the Board without opening the Charter. The 

Board was asked to affirm that that direction remains its sentiment. The Regents agreed that the 

Committee should continue its deliberations in the same manner. It was noted that, although the 

Board might benefit from the addition of more citizen Regents, pursuing changes in the Charter 

likely would slow the momentum of other important initiatives, such as the search for the next 

Smithsonian Secretary and the ongoing reform of the Institution’s governance. 

Regarding the latter, Representative Doris Matsui was commended for her well-crafted letter of 

January 19, 2008, to the editor of the Washington Post that outlined the considerable progress the 

Smithsonian has made to overhaul its governance in the last year. Dr. Jackson also expressed her 

great appreciation for Ms. Matsui’s energetic and insightful contributions to the Governance and 

Nominating Committee. 

Ms. Matsui’s piece was cited as an excellent example of the sort of proactive and informative 

communications that should be emulated if the Congress and the public are to be kept abreast of 

the important strides the Institution and its Board of Regents have made in their governance 

reform initiatives. Dr. Jackson responded to this comment by noting that the Governance and 

Nominating Committee already has engaged in discussions regarding such critical outreach 

initiatives and that the Committee will be providing a follow-up report on its findings to the 

Regents at a later date. That report also will include the Committee’s recommendations regarding 

the circulation, to both the Hill and other key stakeholders, of the forthcoming Board Source 

Report, as well as information about the Committee’s and the Board’s responsive actions. 

25
Dr. Jackson then noted some of the specific recommendations the Committee had identified for 

the Board’s consideration. The Committee believes that the Executive Committee should 

maintain the duties and jurisdiction previously outlined. However, Dr. Jackson said that the 

Committee will recommend that the newly established Office of the Regents provide the Board, 

the Committee, and key stakeholders with regular reports on the Executive Committee’s actions, 

particularly those conducted in the absence of the full Board. The Committee also will develop a 

methodology by which the Board can discern which Executive Committee actions require the 

ratification of the full Board of Regents. 

The Committee also will be providing preliminary recommendations regarding the structure of 

the Regents’ committees. Dr. Jackson said that there is a strong consensus among Regents and 

staff that a Regents’ development or institutional advancement committee should be created. The 

committee could serve as a sounding board on policy, vet proposed gifts, and review and 

approve gift policies prior to their submission to the full Board, as well as oversee a national 

campaign if one should be launched. Dr. Jackson added that the Governance and Nominating 

Committee had discussed how such a committee would interface with the standing Facilities 

Revitalization Committee. 

In addition, Dr. Jackson reported that the Committee had considered the establishment of a 

Regents’ program or strategic planning committee. Although the Governance and Nominating 

Committee agreed that further consideration of this initiative should not be pursued until the 

permanent Secretary is selected, it strongly felt that the Institution must soon design a robust 

strategic planning process that may require the establishment of a Regents’ committee to partner 

with the Secretary. 

Concluding her report, Dr. Jackson said that the Committee agreed that it must do a better job of 

articulating — to the Board and to the public — the duties, responsibilities, and obligations of 

the Board of Regents. She noted that the Committee recognizes the unique experiences and 

expertise that each individual and each class of Regents bring to the Board and that expectations 

may vary accordingly. With the support of General Counsel John Huerta, the Committee will be 

26
submitting a revised Statement of Duties for the Board’s consideration at its next meeting, as 

well as additional recommendations regarding the size, composition, and structure of the Board. 

The Regents then went into Executive Session to discuss select issues regarding the size and 

composition of the Board. The Executive Session opened for a short time to record the approval 

of a proposed motion to elect Roger Sant as Chair of the Board of Regents. The Regents then 

briefly reconvened in Executive Session before recessing for lunch as 12:03 p.m. 

See attached Resolution 2008.1.29 (Minutes of the Board of Regents, Appendix A). 

AFTERNOON PLENARY SESSION

The Board of Regents reconvened for the afternoon session at 1:12 p.m. Prior to resuming their 

discussion of the agenda, the Regents were informed by Dr. Samper that the Institution recently 

had been informed of a pending $5 million gift from the Boeing Company to support planning 

for the National Museum of African American History and Culture. Because a naming will not 

be associated with the gift, the agreement will not require the full approval of the Board of 

Regents. Dr. Samper reported that the gift agreement, when it is finalized, consequently will be 

considered by the Executive Committee. 

REPORT OF THE FINANCE AND INVESTMENT COMMITTEE

Finance and Investment Committee Chair Eli Broad provided an update on the Committee’s 

recent activities, including its January 22, 2008, meeting. Mr. Broad noted that there was not a 

quorum at that meeting but that the proposed motion to be presented to the Regents had been 

approved subsequently by mail-in ballot. During that meeting four topics were discussed: the 

activities of the Investment Committee, the fiscal year 2007 year-end financial report, the fiscal 

year 2009 budget request, and the revised Smithsonian Business Ventures capital investment 

plan for fiscal year 2008. Mr. Broad reported that the Investment Committee, a subcommittee of 

the Finance and Investment Committee, met two times since the September 2007 Regents’ 

meeting and that the Committee’s chair, David Silfen, would provide a more detailed update on 

its activities to the Regents. 

27
Mr. Broad said that the fiscal year 2007 year-end financial report was presented to the 

Committee by Chief Financial Officer Alice Maroni, who reported that the Institution had had a 

good year financially. Fund raising exceeded budget by some $51 million, the Endowment 

outperformed its benchmarks and ended the fiscal year at an all-time high of just less than $1 

billion, and the Institution’s unrestricted Trust budget produced a surplus for the fourth year in a 

row. 

Nevertheless, Ms. Maroni said that Federal financial support remains problematic and funding 

for critical facilities and program initiatives continues to be insufficient. Budget shortfalls also 

are exacerbated by the fact that the Institution must absorb the annual cost of Congressionally 

mandated Federal pay raises. The Committee was reminded that the Institution began its fiscal 

year with a Federal operations shortfall of $1.1 million, which management addressed by scaling 

back the Institution’s Computer Replacement Program and using unanticipated savings from the 

Institution’s Energy Conservation Program. 

The fiscal year 2007 Federal budget for facilities was held at the 2006 funding level. Funding for 

facilities maintenance rose to $51.3 million (a $5.8 million increase), but still fell short of the 

minimum industry standard of $94 million. Funding for the Facilities Capital budget in fiscal 

year 2007 was held at the fiscal year 2006 funding level which, because it reflected a planned 

reduction in the construction program, provided an increase to $93 million for facilities 

revitalization over the previous year. Mr. Broad reported that because Federal funding for 

facilities remains insufficient for Institutional renewal and inadequate for important scientific 

and other critical programmatic initiatives, the Committee also discussed the efforts of the 

Facilities Revitalization Committee and its consideration of an Institution-wide fund-raising 

campaign. 

Mr. Broad said that the Committee then discussed the fiscal year 2009 Federal budget request 

that would be submitted to the Congress in early February 2008. As most non-defense budget 

requests were reduced in response to the President’s priorities (the war on terrorism, homeland 

security, and the economy), the Institution’s negotiations with the Office of Management and 

Budget were characterized as positive and resulted in a fiscal year budget request to Congress of 

28
$716 million, a 5 percent increase over the fiscal year 2008 appropriation. Despite the fact that 

the negotiations resulted in a far better outcome than that received by a majority of non-defense 

agencies, the Committee was reminded that the proposed budget falls considerably short of what 

is needed by the Institution to sustain operations, fix facilities, and invest in intellectual capital. 

In addition, the proposed budget includes an alarming $11 million reduction in funding for 

existing programs, specifically the Institution’s public programs, exhibitions, and research. 

Following this summary of the fiscal year 2009 Federal budget request, the Regents considered a 

proposed motion to allow the Acting Secretary to submit the budget to the Congress, as well as 

to inform both the Office of Management and Budget and the Congress about the potentially dire 

implications of the proposed budget on the mission and priorities of the Institution. Accordingly, 

the motion was approved. 

See attached Resolution 2008.1.30 (Minutes of the Board of Regents, Appendix A). 

Mr. Broad concluded his report by summarizing the Finance and Investment Committee’s review 

of the Smithsonian Business Venture Capital Investment Plan for fiscal year 2008. He noted that 

the original plan was approved by the Committee in September 2007, but that portions of the 

plan were subsequently revised and the amended plan was approved by the Committee using email ballots in November 2007. Among other things, the approved plan addresses food service at 

the National Museum of American History and the inclusion, on a temporary basis, of revenuegenerating simulators in a portion of the space previously occupied by that museum’s food 

service. Mr. Broad reported that the additional $3.1 million in capital required for the American 

History Museum construction will bring the total Smithsonian Business Venture capital 

requirement for fiscal year 2008 to $10.82 million. 

Mr. Broad then invited David Silfen, the non-Regent chair of the Investment Committee, to 

present an update on the subcommittee’s activities, including the third-party review of the 

Institution’s investment policies and procedures. Mr. Silfen directed the Regents’ attention to a 

handout distributed at the beginning of the meeting and said that he would review four topics 

during his presentation: the status of the portfolio at both calendar and fiscal year–end; the 

29
recently completed audit review; Cambridge Associates’ governance review; and the Investment 

Committee’s goals for 2008. 

Mr. Silfen reported that the Endowment’s value at fiscal year-end was $999 million and posted 

just over 18 percent in returns, which was slightly more than 2 percent above the 16.6 percent 

posting of its peer universe. Assets were distributed as follows: just over 50 percent in Emerging 

Markets; 26 percent in Absolute Return; and the balance in Private Equity and Fixed-Income 

Securities. Mr. Silfen also drew attention to the Endowment’s Absolute Return performance of 

about 25.8 percent vis-à-vis its 13 percent benchmark. 

Because of the market’s recent volatility, Mr. Silfen also gave updated numbers from the end of 

the calendar year. The Endowment ended the calendar year at $1,074,000,000, which included 

the transfer of more than $70 million from the working capital short-term fund into the 

Endowment, which had been approved by the Board at its November 2007 meeting. Mr. Silfen 

reported that, because the Investment Committee subsequently was somewhat uncomfortable 

with the state of the market, it determined that the immediate investment of those short-term 

funds was not desirable. The Endowment therefore ended the calendar year with a little over $80 

million, or 7 percent of the Endowment, in cash. 

Mr. Silfen then reviewed the Investment Committee’s long-term investment objectives. These 

core goals are intended to provide stable growth to the Endowment, reduce volatility, and protect 

the purchasing power of the Endowment against inflation. Like many peer institutions in the notfor-profit world, the Institution’s Endowment has a benchmark of 5.5 percent real return against 

inflation, a level that has been consistently exceeded; it also strives to keep its investment 

performance in the top quartile of comparable institutional portfolios. Using the fiscal year-end 

closing date of June 30, 2007, which is used by most not-for-profit endowments in the 

Institution’s peer universe, Mr. Silfen reported that the Institution was comfortably in the top 

quartile for that year. 

Regarding efforts to reduce the volatility of the Endowment, Mr. Silfen reminded the Regents 

that this objective was established in response to, among other things, precipitous drops in peer 

30
universe endowments after fiscal year 2000. In the case of the Institution’s Endowment, which 

closed fiscal year 2000 at $740 million, it subsequently lost almost $200 million over the course 

of the next two years. The Investment Committee is hopeful that its initiatives will not only 

reduce the Endowment’s volatility but also contribute to the growth of the Smithsonian’s 

Endowment. 

A Regent inquired about the Endowment’s exposure in areas currently experiencing difficulty in 

the market. Mr. Silfen explained that the Endowment is not directly managed by the Investment 

Committee but is controlled by 40 professional investment managers with large and diverse 

allocations of assets. Therefore, even if some of the Endowment’s investments are in asset 

classes temporarily out of favor in either the marketplace or the press, they would be within a 

larger pool of many other investments and thus protected from temporary market fluctuations 

because of the diversity of investments. 

Mr. Silfen then directed the Regents’ attention to the recently completed audit review and asked 

Director of Investments Amy Chen to provide an overview to the Regents. Ms. Chen reported 

that, in response to changes in accounting guidelines in fiscal year 2006, the Institution’s external 

auditors KPMG identified a reportable condition due to the lack of formal procedures regarding 

investment valuations. In response, the Office of Investments added a CPA to the staff to manage 

its audit and operations; the office’s policies and procedures also were improved to meet the new 

audit requirements. Ms. Chen said that, with the addition of a better qualified investment 

specialist, the team’s auditing approach is more in line with industry practices and that, with 

respect to the fiscal year 2007 audit, no material weaknesses or reportable conditions have been 

identified to-date. 

Mr. Silfen commented on the Investment Committee’s frustration with the auditors’ assessment 

of the Endowment’s deficiencies. He said that the Committee believes that the magnitude of the 

shortcomings had been grossly overstated and was a reflection of an auditor’s lack of experience 

with the types of sophisticated investments the Endowment had made. He added that a number of 

other endowments had experienced similar difficulties and that the industry as a whole was 

reassessing the capabilities of its auditors. Mr. Silfen then expressed his appreciation to Ms. 

31
Chen, Ms. Maroni, and their staffs for the amount of time and effort that was expended on both 

correcting the misperceptions of the fiscal year 2006 audit and achieving a better outcome in the 

fiscal year 2007 review. 

Mr. Silfen’s presentation then moved to the Governance Review. He reported that the Investment 

Committee had engaged the service of a well-known endowment consultant, Cambridge 

Associates, to assess the governance procedures of both the Investment Committee and the 

Office of Investments, as well as to benchmark the governance procedures at the Smithsonian 

versus those for similarly sized not-for-profit endowments in the roughly billion dollar range. 

The review began with a self-assessment by Investment Committee members, the results of 

which revealed that, as a whole, the group felt reasonably good about the composition, the roles, 

and the meeting structure of the Committee. The group also agreed that it needs better riskreporting measures, that the staff and resources of the Office of Investments need to be 

increased, and that the reporting relationship between that office and the Board of Regents 

should be reviewed. 

Mr. Silfen explained that Cambridge Associates then assessed the critical components of the 

Committee, such as its structure, policies, accountability, and resources, and compared those to a 

peer group. He added that the Committee specifically requested that the consultant conduct a 

very critical assessment that would focus on identifying the inadequacies of the Committee. 

Cambridge Associates subsequently reviewed approximately 35 areas within the four to five 

components of the Endowment. Efforts to restructure the Endowment over the past two-and-ahalf years were commended, as well as the Committee’s conflict-of-interest policy, the changes 

in time spent on asset allocation, and communications regarding management selection with 

staff. Mr. Silfen reported that the overall structure and activities of the Investment Committee 

were regarded highly by the consultant. 

The review also noted four areas where improvements could be made. Cambridge Associates 

recommended changing of the status Investment Committee from a subcommittee of the Finance 

and Investment Committee to a stand-alone Regents’ committee, thereby separating the finance 

32
and budgeting functions of the Institution from its investment activities. Cambridge Associates 

also questioned the length of Committee members’ terms of service, suggesting that the 

members’ terms be increased from the current five-year-terms to terms that are eight-to-ten years 

in length; the consultant also recommended staggering members’ appointments. Changes to the 

portfolio’s reporting mechanisms were recommended, and increased analysis of the risk intrinsic 

in the portfolio was suggested. Mr. Silfen said that Cambridge Associates also stressed that the 

Office of Investments was understaffed, particularly given the size of the investment managers 

(approximately 40), the complexity of the portfolio, and the competitive compensation structure 

found in similar not-for-profit groups. 

In response to this overview of Cambridge Associates’ report, the Regents considered the issue 

of confidentiality with regard to complex investment strategies, which was previously noted in 

the Acting Secretary’s discussion of the Institution’s FOIA-related directive. The Regents agreed 

that many sophisticated money managers are open to due diligence and normal scrutiny, but 

don’t divulge specific individual investments made within their fund families. The Regents also 

acknowledged that the management of the Institution’s Endowment is fairly unique in its peer 

universe, as many not-for-profit organizations do not receive Federal funding and therefore are 

not subject to certain actions, such as Freedom of Information Act requests. 

Mr. Silfen then addressed the Committee’s agenda for the coming year, which includes 

addressing the issues outlined in its governance review. He noted that two areas of the 

Institution’s real assets — real estate commodities and private equity — warrant additional 

investment activity. The Committee also intends to develop more robust portfolio risk reports 

and to continue its review of the staffing levels and compensation programs of the Office of 

Investments. 

Responding to Mr. Silfen’s report, the Regents discussed the relative merits of creating a standalone Investment Committee. A number of Regents disagreed with the recommendation of 

Cambridge Associates, noting that the effectiveness of the Committee’s initiatives to-date has 

been achieved without such an organizational change. 

33
A wider distribution of the Cambridge Associates’ report also was discussed. As the report 

provides an excellent overview of the Investment Committee’s actions, the Regents agreed that it 

would support communications with the Congress about the Institution’s responsible 

management of its Endowment, as well as demonstrate the Institution’s ongoing actions to 

enhance its governance. Mr. Broad noted that because the Endowment’s performance has 

surpassed many within its peer universe, a comparison with similar-sized institutions’ 

endowments also would be beneficial. 

The Board thanked Mr. Broad for his overview of the Finance and Investment Committee 

Report, as well as Mr. Silfen and Ms. Chen for their updates on the activities of the Investment 

Committee. 

REPORT OF THE FACILITIES REVITALIZATION COMMITTEE

Committee Chair Robert Kogod presented the Facilities Revitalization Committee’s report on its 

activities and a summary of its January 4, 2008, meeting. Expanding upon the Regents’ earlier 

discussion of the December 12, 2007, Congressional hearing, Mr. Kogod said that he was 

particularly concerned about the possible implications of the two-to-one $15 million Legacy 

Fund proposed by Senator Dianne Feinstein. Under the terms of that proposal, the Institution 

must raise $30 million in order to secure an additional $15 million in Federal funding for its 

facilities. 

The Regents engaged in a lengthy discussion about the feasibility of the proposition. Although 

the Board recognized that the proposed Legacy Fund represented the Congress’s first formal 

recognition of the Institution’s facilities revitalization funding crisis, it was unanimous in its 

opinion that, though well-intended, the proposal was impractical. The documented inability of 

other not-for-profit organizations to raise funds for deferred maintenance was cited. Moreover, 

the Regents agreed that the adoption of this proposal would set a dangerous precedent, for it was 

based in part on the assumption that the funding of the Smithsonian’s facilities maintenance is 

not a Federal responsibility. 

34
A Regent pointed out that, even if the Smithsonian somehow were able to raise the funds needed 

to achieve the proposed match, Congress might not ever pay the $15 million it has promised. A 

comparison was made with commitment the Congress made some 20 years ago to fund 40% of 

special education costs — and the fact that, since that time, actual Federal funding for special 

education has been well below half of what was promised. 

The Regents discussed drafting a follow-up letter in response to the hearing and the proposed 

terms of the Legacy Fund. The intention of the letter would be to make clear the Regents’ deep 

reservations about the implications of the well-meaning but unrealistic terms of the Fund; to 

reassert the Regents’ belief that the Federal government is responsible for funding the 

Institution’s capital improvements and maintenance; and to provide a public record of the 

Regents’ response. The Board agreed that that the Congressional Regents will play a critical role 

in this process and that they must quickly work to alert their colleagues to the implications of the 

proposed Legacy Fund and disabuse them of ill-advised assumptions about the practicability of 

its terms. The Regents also agreed that providing a third-party survey of similar institutions’ 

fund-raising initiatives for deferred maintenance, which have by-and-large failed, would be 

extremely effective in conveying the implausibility of the proposed terms of the Legacy Fund. 

The Board also made clear, however, that its response must be carefully crafted, as the 

Smithsonian does not want to reject outright this important acknowledgement of the Institution’s 

facilities revitalization crisis. It also recognized that many members of Congress continue to seek 

evidence that the Smithsonian is committed to assuming its share of fiscal responsibility. The 

Regents agreed that the proposal should be reframed to acknowledge both the Institution’s 

significant and ongoing fund-raising efforts, as well as the responsibility of the Federal 

government to fund the Smithsonian’s capital improvements and maintenance. The Board also 

agreed that the Smithsonian will need to recast and reframe this position on an annual basis to 

the Congress. 

Mr. Kogod then reported that the Committee had discussed the status of the Request for 

Qualifications for the Arts and Industries Building; the need for additional security in the 

Smithsonian museums; and the December 17, 2007, letter from Senator Feinstein. Senator 

35
Feinstein’s letter included requests for a comprehensive, up-to-date, and prioritized list of capital 

maintenance projects, as well as a status report on a Smithsonian capital fund raising campaign. 

Mr. Kogod said that the Office of Facilities, Engineering and Operations had nearly completed 

its list of capital maintenance projects, which are projected to cost just over $8 million per year. 

Mr. Kogod added that Senator Feinstein had asked that projected projects also be included on the 

capital maintenance projects list. 

The Committee also received a report from Director of the Office of External Affairs Virginia 

Clark on the initial draft of a comprehensive capital fund-raising campaign. Ms. Clark said that 

the central Office of External Affairs is working closely with the National Board and all of the 

other Smithsonian advisory boards to develop a comprehensive campaign intended to address, in 

part, the funding needs for major Smithsonian programming, as well as for minor facilities 

revitalization. Mr. Kogod said that the Committee will keep the Regents informed on the 

campaign’s development. 

In light of the enormity and complexity of the Institution’s $2.5 billion shortfall in facilities 

revitalization funding, Mr. Kogod discussed the need to increase the size of the Committee. He 

added that Mr. Darman had played a critical role as a non-Regent member of the Committee and 

that his untimely passing represented a personal, as well as a professional, loss to the Committee. 

Mr. Kogod concluded his presentation by noting that the Committee also had received reports 

from the Acting Secretary on the fiscal year 2008 and 2009 budgets. 

REPORT OF THE SMITHSONIAN BUSINESS VENTURES TASK FORCE 

Acting Secretary Samper reminded the Board that the Smithsonian Business Ventures Task 

Force had been created at his request with the charge to conduct a comprehensive review of 

Smithsonian Business Ventures (SBV) and to provide recommendations regarding its structure 

and governance going forward. The Task Force, which included four members of the 

Institution’s advisory boards and five members of the Smithsonian staff, subsequently produced 

a 60-some page report that was distributed to the Regents in advance of the meeting. Dr. Samper 

also noted that, despite the internal and external controversies that have surrounded SBV over 

36
the years, the unit has played a critical role in the fiscal health of the Smithsonian, annually 

providing about $25–26 million in net unrestricted income. Task Force Chair Marshall Turner 

then presented the Task Force’s report. 

Mr. Turner first reemphasized that the Smithsonian has much to be proud of regarding the 

activities of Smithsonian Business Ventures, as aspects of it have been very successful and 

clearly have contributed financially to the health of the Institution. He noted the importance of 

maintaining this perspective when reviewing the issues that recently have drawn scrutiny, as the 

successful implementation of the Task Force’s recommendations will depend in part upon a 

renewed appreciation for the real and potential opportunities the unit has to offer. 

Mr. Turner said that the staff of Smithsonian Business Ventures, especially at the middle and 

lower levels, is dedicated and skilled, as evidenced by the detailed and constructive comments 

that were submitted to a confidential e-mail account set up for this review. Moreover, he said that 

SBV employees share with the rest of the Smithsonian an enthusiasm for its mission and that the 

“cultural division” between the two is not as large as some have perceived. 

Mr. Turner noted that many of the concerns studied by the current Task Force were previously 

considered in a seminal 1997 study of the Institution’s business activities. At that time, the 

annual goals of the Institution’s business enterprises, both financial and otherwise, were not clear 

or elaborate; good operating data were not available; and the Smithsonian culture did not support 

the activities necessary to increase revenues and profits. The 1997 study resulted in the January 

1998 creation of the Regents’ ad hoc Committee on Business, as well as that committee’s 

September 1998 recommendation to reorganize the Institution’s business activities into a 

centralized business entity. 

According to Mr. Turner, the current Smithsonian Business Ventures Task Force does not 

believe that the SBV structure established in 1998 is the source of the unit’s issues today. Rather, 

the Task Force concluded that SBV’s current problems largely resulted from the incomplete 

implementation of previously established policies. In addition, the group cited the failure of 

Smithsonian leadership, both in the museums and in the Castle, to establish and support a 

37
cultural tone of respect for and interest in SBV activities. Mr. Turner added that many of SBV’s 

current issues could have been avoided if they had been addressed immediately and not allowed 

to become embedded attitudes and practices. 

Mr. Turner noted the Task Force’s conclusion that SBV should remain a part of the Institution. 

He then provided an overview of the Task Force’s recommendations, which largely were made 

in response to three issues: how to renew retail stores, how to divide revenues, and how to 

reconnect these activities to the scholarship side of the Institution through changes in 

governance, behaviors, and processes. 

The Task Force said that problems within the retail stores should be addressed from within, as 

outsourcing would result in a loss of both value and oversight, as well as potentially exacerbate 

preexisting cultural divides. Guided by a strong sense of future opportunities, the group 

recommended that the activities of the retail stores and the catalog be bundled into a more 

comprehensive retail organization. 

Revenue sharing, according to the group, should be simplified and tied to net gain. All profits 

should be shared. The current multitude of different business agreements should be replaced by 

one overarching agreement that supports closer ties between the retail activities and the mission 

of the Institution. 

Acknowledging that some level of tension may always exist between scholarship and 

mercantilism, the Task Force strongly recommended that the Institution structure situations, as 

well as establish a common vocabulary, to support effective dialogues about the performance of 

the Institution’s stores and other museum-related business activities. SBV directors’ performance 

metrics should include non-financial goals that assess, among other things, their ability to 

connect their activities to the mission of the Smithsonian and the goals of individual museums. 

To assist in this process, museum directors should have input in the performance evaluations of 

the managers of their museums’ retail operations. The Task Force emphasized that the successful 

implementation of a new, overarching performance system must be based upon a top-to-bottom 

culture of mutual respect. 

38
To enhance pan-Institutional communications and develop a common sense of purpose, the Task 

Force proposed that the head of SBV conduct quarterly meetings with unit directors. Such 

meetings should be designed to encourage open exchanges of information, as well as to keep 

Smithsonian management apprised of the current activities and goals of SBV. The Task Force 

also recommended that a SBV business plan be created and distributed on an annual basis. Mr. 

Turner added that the Board of Regents should be familiar with the contents of the business plan. 

The Task Force cited several areas with untapped potential. It noted that the Smithsonian’s 

websites receive more visitors than its museums, a phenomenon that is expected to increase and 

become more competitive in the future. The Task Force recommended that SBV’s Web-based 

initiatives better capitalize on the unit’s unique relationship with the Smithsonian geographic, 

emphasizing that enhanced virtual visits to the Institution will benefit both scholarly and 

revenue-generating activities, as well as support a constructive synergy between the two. 

The Task Force also considered the governance of SBV and its position within the larger 

Institution. The members recommended that more attention is paid to the critical links, such as 

processes and relationships, that connect SBV’s activities to the scholarship and mission of the 

Institution. The Task Force supported the continued oversight of the Regents’ Compensation and 

Human Resources with regard to the compensation of SBV executives; it also recommended that 

the Finance and Investment Committee oversee the SBV financial statements and business plans. 

The Task Force acknowledged that it will require considerable effort to address the issues noted 

in its report and to implement its recommendations. It also believes that the successful 

implementation of the Task Force’s recommendations largely will rest on leadership’s dedication 

to establishing and enforcing new norms within SBV, throughout the rest of the Institution, and 

in the critical junctures between the two. A culture of respect must be cultivated and maintained, 

and increased attention must be paid to collaborative leadership styles. 

Despite these challenges, said Mr. Turner, the Task Force remains steadfast in its support for 

Smithsonian Business Ventures and the potential it holds. Although the implementation of the 

39
Task Force’s recommendations may prove to be challenging, such actions will advance both 

financial and mission-based support for the Institution. 

The Board then considered a motion to express its appreciation to the Task Force for the 

comprehensive review of Smithsonian Business Ventures, as well to authorize the Acting 

Secretary to restructure and rename the business enterprises unit, to endorse the Task Force’s 

recommendation to not outsource SBV retail activities, to adopt the proposed revenue-sharing 

formula, and to request quarterly reports from the unit. Accordingly, the motion was approved. 

See attached Resolution 2008.1.31 (Minutes of the Board of Regents, Appendix A). 

ADJOURNMENT

There being no further business, this regular meeting of the Board of Regents was adjourned at 

2:43 p.m., after which the Regents met in executive session. 

RESPECTFULLY SUBMITTED,

JOHN E. HUERTA 

RECORDING SECRETARY AND GENERAL COUNSEL 

 

40
MINUTES OF THE BOARD OF REGENTS

January 28, 2008 

APPENDIX A 

APPROVED RESOLUTIONS

VOTED the Board of Regents expresses its profound appreciation to the memory of Richard 

Darman, an esteemed and true friend of the Smithsonian Institution, and extends its heartfelt 

sympathies to the Darman family. [2008.01.01] 

VOTED that the Board of Regents approves the Minutes of the Meeting of November 19, 2007, 

as previously circulated on January 23, 2008. [2008.01.2] 

VOTED that the Board of Regents reappoints L. Hardwick Caldwell III as chair of the 

Smithsonian National Board for a renewable, one-year term effective immediately. [2008.01.3] 

VOTED that the Board of Regents reappoints Ann Fudge, Quincy Jones, Homer Neal, Richard 

Parsons, and H. Patrick Swygert to the Advisory Council of the National Museum of African 

American History and Culture for three-year terms effective immediately. [2008.01.4] 

VOTED that the Board of Regents reappoints Bennetta Jules-Rosette to the Board of the 

National Museum of African Art for a three-year term effective immediately. [2008.01.5] 

VOTED that the Board of Regents appoints Catherine Morrison Golden to the Board of 

Directors of the National Museum of the American Indian, George Gustav Heye Center, for a 

three-year term effective immediately. [2008.01.6] 

VOTED that the Board of Regents appoints Sheryll Cashin and reappoints Sally Chubb and Jill 

Krementz to the Commission of the National Portrait Gallery for four-year terms effective 

immediately. [2008.01.7] 

VOTED that the Board of Regents appoints Beverly L. Perry, Jessica Stockholder, and Gary 

Wolkowitz and reappoints Richard A. Brodie, L. Hardwick Caldwell III, James F. Dicke II, 

Jean B. Mahoney, and Charles H. Moore to the Commission of the Smithsonian American Art 

Museum for four-year terms effective immediately. [2008.01.8] 

VOTED that the Board of Regents reappoints Scott W. Nixon, Midgett S. Parker, Jr., and 

Charles G. Rose III to the Advisory Board of the Smithsonian Environmental Research Center 

for three-year terms effective immediately. [2008.01.9] 

VOTED that the Board of Regents appoints Suzanne M. Carroll to the Board of the Smithsonian 

Institution Libraries for a three-year term effective immediately. [2008.01.10] 

VOTED that the Board of Regents approves the proposed revisions to the Bylaws of the Board 

of the Smithsonian Institution Libraries. [2008.01.11] 
VOTED that the Board of Regents confers the title of Regent Emeritus on Anne d’Harnoncourt 

with heartfelt gratitude for the outstanding service she has provided to the Smithsonian 

Institution. [2008.01.12] 

VOTED that the Board of Regents creates the American Art Docent Endowment at the 

Smithsonian American Art Museum to support the docent program of the Museum and its 

Renwick Gallery. The endowment payout will fund core activities of the docent program, with 

priority given to docent recruitment, training, enrichment lectures, audio-visual support, 

reference materials, and public programs organized and/or supported by the docent corps. The 

funds may not be used for hospitality or other social activities of the docents. [2008.01.13] 

VOTED that the Board of Regents recognizes the generosity of Theiline Pigott Scheumann and 

The Andrew W. Mellon Foundation and creates the Visiting Latin American Scholars 

Endowment, a fund to support, in perpetuity, research opportunities at the Smithsonian Tropical 

Research Institute for visiting scholars from Latin America. [2008.01.14] 

VOTED that the Board of Regents creates the Smithsonian American Art Museum Endowment, 

a quasi-endowment to benefit the Museum’s programmatic purposes, as determined by the 

Museum director, and authorizes the transfer of the funds identified for this purpose. 

[2008.01.15] 

VOTED that the Board of Regents recognizes the generosity of Raymond J. and Margaret 

Horowitz to the Smithsonian American Art Museum and approves the renaming of the 

Raymond J. Horowitz Endowment as the Raymond J. and Margaret Horowitz Endowment. 

[2008.01.16] 

VOTED that the Board of Regents recognizes the generosity of D. Travis and Anne Engen to the 

National Air and Space Museum and names the restoration hangar at the Museum’s Steven F. 

Udvar-Hazy Center the Mary Baker Engen Restoration Hangar, in perpetuity, and creates the 

Restoration Hangar Endowment, an endowed fund to support future renovations of the facility. 

[2008.01.17] 

VOTED that the Board of Regents recognizes the generosity of The Whitney & Elizabeth 

MacMillan Foundation and approves the naming of the Elizabeth MacMillan Director of the 

National Museum of American History, in perpetuity, and the renaming of the Director’s 

Endowment Fund of the National Museum of American History to the Elizabeth MacMillan 

Director’s Endowment Fund of the National Museum of American History, in perpetuity. 

[2008.01.18] 

VOTED that the Board of Regents recognizes the generosity of Sony Electronics Inc. to the 

National Museum of Natural History, and its Ocean Hall exhibition and High Bay Media 

Experience, and accepts the terms of the gift agreement. [2008.01.19] 

VOTED that the Board of Regents recognizes the generosity of the Motorola Foundation to the 

National Postal Museum, and its Systems at Work exhibition, and accepts the terms of the gift 

agreement. [2008.01.20] 
VOTED that the Board of Regents recognizes the generosity of Target Corporation to the 

Smithsonian and to Cooper-Hewitt, National Design Museum and approves continuing the 

naming of the Target National Design Education Center for 40 years from the date of the gift 

agreement. In addition, the Board approves Target being the only donor that may receive naming 

recognition on the Museum’s lower level. [2008.01.21] 

VOTED that the Board of Regents recognizes the continued generosity and dedication of Susan 

and Elihu Rose to the National Museum of American History and approves extending the 

naming of the Susan and Elihu Rose Gallery to 31 years from the date the gallery opens. The 

Museum anticipates opening the gallery in 2009 and that the naming will be in effect through 

2040. [2008.01.22] 

VOTED that the Board of Regents approves the contracting for and the construction of Phase 

Two of the National Air and Space Museum’s Steven F. Udvar-Hazy Center, based on the 

Museum’s successful fund-raising history for Phase One, the positive momentum of its current 

fund-raising campaign for Phase Two, and the understanding that this action will secure a fixed 

contract price that will limit further escalation of associated construction costs for the next phase 

of this long-term commitment, the phased construction of which was approved by the Regents in 

1995. The Board recognizes that the subsequent demolition of some of the Museum’s derelict 

and unsafe collections storage facilities as a result of construction of Phase Two will address in 

part the Institution’s facilities challenges by avoiding some future, necessary capital repairs. 

[2008.01.23] 

VOTED that to promote best practices and the highest professional standards at the Smithsonian, 

the Board of Regents approves the Statement of Values and Code of Ethics as proposed by the 

Acting Secretary. [2008.01.24] 

VOTED that the Board of Regents approves the proposed revised charters for the following 

committees: Audit and Review, Finance and Investment, and Governance and Nominating. 

[2008.01.25] 

VOTED that, pursuant to Bylaw 3.02, the Board of Regents elects Patricia Q. Stonesifer as a 

member of the Executive Committee, effective January 28, 2008. [2008.01.26] 

VOTED that the Board of Regents approves the list of committee memberships, effective 

January 28, 2008, until the first meeting of calendar year 2009 or until further action of the 

Board, whichever comes first. [2008.01.27] 

VOTED that the Board of Regents expresses its deep gratitude for the contributions of the 

Chancellor to the Executive Committee and accepts the proposed organizational change intended 

to support his ongoing relationship with and critical contributions to the Committee, as well as to 

enable the addition of another Regent to the Executive Committee. [2008.01.28] 

VOTED that the Board of Regents appoints Roger W. Sant as chair of the Smithsonian 

Institution’s Board of Regents for a one-year term effective immediately. [2008.01.29] 
VOTED that the Board of Regents authorizes the Acting Secretary to submit to Congress a 

Federal budget for fiscal year 2009 as part of the President’s budget in the amount of $716 

million as negotiated with OMB. In addition, the Board authorizes the Acting Secretary to 

inform OMB and Congress fully about the implications of the President’s budget for the mission 

and priorities of the Institution. [2008.01.30] 

VOTED that the Board of Regents expresses its appreciation to the Smithsonian Business 

Ventures Task Force for its report and recommendations; authorizes the Acting Secretary to 

restructure and rename Smithsonian Business Ventures, following the recommendations in the 

report; endorses the decision by the Acting Secretary not to outsource the retail stores and to 

develop a new revenue-sharing formula with the museums; and requests quarterly reports on 

business activities be provided to the Board of Regents in a manner determined by the 

Governance and Nominating Committee. [2008.01.31] 

RESPECTFULLY SUBMITTED, 

JOHN E. HUERTA 

RECORDING SECRETARY AND GENERAL COUNSEL