Pacifica Board Power Grab Clinched By CPB Pressure
On February 28 in Berkeley the Governing Board of the PacificaFoundation voted unanimously to approve a modification of the corporation’sby-laws, transferring the authority for nominating Governing Board membersentirely to the Governing Board, and outlawing concurrent service on theGoverning Board and a station advisory board. Prior to that, a majorityof Governing Board members were required to have been nominated by and fromadvisory boards, two each from the five member stations. Immediately followingthe vote, the members originating from station advisory boards resignedfrom those advisory boards so that they could remain members of the PacificaFoundation. (For more detailed information go to http://www.radio4all.org/freepacifica)
The unanimity of the vote was surprising since stationadvisory boards in Berkeley and New York, ruling on significant policy decisionsas is within their explicit Corporation for Public Broadcasting (CPB) andCommunications Act mandated-purview, advised their Governing Board representativesto vote to continue the matter to the subsequent meeting so that more desirablealternatives to self-selection could be considered. Other Governing Boardmembers were also thought to be in favor of alternative means of achievingCPB compliance. In advance of the Governing Board, station managers wereasked to prepare prospective budgets incorporating a loss of CPB funding.All such budgets included marked cuts in staff, up to 3/4 of paid staffin some instances. To clinch the issue, Richard Madden,Vice-President incharge of Radio, sent a letter to Pacifica CEO Lynn Chadwick threateningto withold CPB disbursements to Pacifica due in mid-March unless Pacifica’sby-laws were altered to “ensure compliance with Section 396(k)(8)(C)of the Communications Act of 1934 as amended which provides that “[t]herole of the [advisory] board shall be solely advisory in nature…,”and the advisory board shall advise the governing body of the station andtherefore must be distinct from and independent of the governing body.”The ellipsis in this quotation of law seems to have become a permanent partof all official writings on this subject. It substitutes for the phrase,”…except to the extent other responsibilities are delegated to theboard by the governing body of the station.”
The CPB threat appears to have been crucial in forcingthe issue in the face of rising outrage both within Pacifica and without.Chair Mary Frances Berry was accompanied at all times by a bodyguard asa result of herself and several others within Pacifica having received anonymousdeath threats. Up to four armed, uniformed police were present, one of whomcommented that the Pacifica Board was almost as bad as the UC Regents. Atthe meeting programmer Larry Bensky, who in the past has made public statementsof support for the changes occurring at Pacifica, cited possible failingsin a system of elected governance. But in a statement circulated to thepublic, Bensky struck a cautionary note: “I believe it is neverthelessworth considering some means of election to local and national boards. Electionsdon’t automatically mean democracy, but it is hard to have democracy withoutelections. There is much creative thinking to be done in this area.”
The by-laws changes adopted thus culminate at least twoyears of sustained, dogged effort to bring self-nomination about throughvarious means. Governing Board members previously from station advisoryboards negotiated at the last moment policy language suggesting maintenanceof an important role for station advisory boards, but these agreements,like NAFTA side-agreements, include no enforcement mechanism. As policystatements, they may be changed at-will by the board in the future. In contrast,subsequent alteration of the by-laws will require a 2/3 majority of a groupthat has just voted unanimously in their favor.
With their vote, the network that emphasizes how dependentit is on its listeners for all its support at fund drive time, has emphasizedthat it is more fearful of loss of government funds than of subscriber funds.The subscribers can be misled or replaced.
Perhaps the only solution is for outraged listeners topool their money, to be witheld until Pacifica acts as it speaks. The fifteenmembers of the Pacifica Governing Board seem to respond only to the demandsof money in the aggregate, rather than to the demands of people or principle.Those interested in contributing to the legal effort to reverse these changesmay send checks to: Siegel and Yee Trust Account (write “Save Pacifica”in the memo area of your check), 499 14th Street #220, Oakland, CA 94612.
As we left it last month, in response to a solicitationfrom outgoing Pacifica CEO Patricia Scott, Corporation for Public Broadcasting(CPB) CEO and President Robert Coonrod (former Deputy Director of the Voiceof America (VOA) overseeing Radio and TV Marti), had written a letter indicatingthat Pacifica’s present governance structure must change to be in compliancewith CPB regulations. At issue was the fact that a majority of PacificaGoverning Board members were also members of the community advisory boardsof the Pacifica member stations, from whence they were nominated.
In his September 14, 1998 letter to Scott, Coonrod stated:
“…the Communications Act provides that the CommunityAdvisory Board ‘shall be solely advisory in nature.’ The law adds that theCommunity Advisory Board shall ‘in no case have any authority to exerciseany control over the daily management or operation of the station.'”Coonrod went on to point out that the CPB interpretation of the relevantlaw holds that there be, “a clear demarcation between the governingand the advisory board.” Thus, the fact that Governing Board membersalso sit on advisory boards was taken to be at odds with the rules, andCoonrod commented, “As you may be aware, compliance with this portionof the law gives little wiggle room to CPB in its interpretation. Failureto comply risks future CPB funding for any station.” The lack of “wiggleroom” has not been a problem for the last twenty plus years, however,during which the law has not changed.
What is most interesting about Coonrod’s citation, however,is the omission of an important clause. The law he quotes is from Section396(k)(8) of the Communications Act. The omitted clause is as follows: “Therole of the [community advisory] board shall be solely advisory in nature,except to the extent other responsibilities are delegated to the board bythe governing body of the station.”
Thus, advisory boards may be given authorities extendingbeyond advisory capacity, such as nominating Governing Board members, solong as this does not result in authority of the advisory board to exercisecontrol over the daily management of the station. This leaves only the questionof a clear demarcation between advisory and governing boards, the problemarising from members who sit as voting members of both bodies.
The Pacifica Governing Board considered the threat of losingCPB funding at its October 1998 meeting in Houston. The posting of the transcriptof that meeting coincided with the publication of the Jan. 15-31 CounterPuncharticle notifying the public that something was afoot. In the discussionof the threat, board member Ken Ford of WPFW commented that the Board neededto have a way of tracking changes in the law that affect CPB status. NewPacifica CEO Lynn Chadwick responded, “This is not a change. It isjust that we’ve come under scrutiny.” She was referring to the CPB,not the public. In response to a suggestion by one board member that argumentsfor and against taking CPB money should be posted at Pacifica’s web site,at-large member Roberta Brooks, longtime aide to former Congressman RonDellums of Berkeley and presently aide to his hand-picked successor BarbaraLee, asserted, “I don’t think we should give argument for and againstit, because we haven’t made the decisions.” So much for open inquiryat Free Speech Radio. Brooks is believed to be one of the prime motive forcesbehind the changes that have occurred and those imminent.
The value of CPB qualifying status was deemed sufficientto warrant action to comply, and a vote was taken to move toward compliance.Board Chair Mary Frances Berry commented on the vote:
“We voted that instead of saying we’re not gettinginto compliance and shoving it essentially, that we will follow the processof getting into compliance… Now you must expect, those of you who areunwary, that you will be assailed by people complaining about this. Andby the time I get home e-mail will be overloaded and I’ll be getting messagesby e-mail saying, they’ve done it again. But let’s hope it doesn’t get tobe like it was last time.”
The “last time” Berry refers to occurred a yearand a half ago. A similar attempt by the Governing Board to get controlof its own composition occurred in June 1997, then delayed until Septemberof 1997. In that instance the reason given for the change was the need forGoverning Board members with more skills than those found on advisory boards.The governance change then proposed would have given the board direct controlover two-thirds of its membership and elective control over the remainingthird, who would still be sent from advisory boards. Ultimately, however,the proposed change was withdrawn at the last minute, at least in part dueto the oversight of attorney Daniel M. Siegel, who was sent to the September1997 meeting by a list of clients that included such luminaries as HelenCaldicott, Lawrence Ferlinghetti and Edward Herman, as well as dissidentgroups from Los Angeles, New York, and the Bay Area. Siegel pointed outa number of violations in the manner in which the by-laws change was beingattempted. In response, the Board opted to increase the number of at-largedirectors (which it itself nominates) from five to nine, a move that didnot require a change in by-laws. The falsehood of the original motivatingclaim, the need for more skilled board members, is demonstrated by the factthat the four newly created seats remain unfilled one year later.
Fast forwarding to the present moment, the Pacifica Boardis dispensing with all pretense of interest in shared governance. The proposalnow being put forth calls for current Governing Board members who originatedfrom station advisory boards to resign from those advisory boards if theywish to remain on the Governing Board. Thereafter, nominees to the GoverningBoard may be proposed by any person or group, and would be elected by theGoverning Board in the way that at-large members presently are elected.Presto. Complete, unassailable control of ownership.
However, this solution is only one among many possible.It happens to be the one that gives the group making the decision the mostpower, but there are alternatives that would accomplish compliance withoutautocracy. CPB vice-president for Radio Richard Madden told a San FranciscoBay Guardian reporter that alternatives allowing for local input and democraticgovernance would meet the requirement, commenting that, “You and Icould probably figure out half-a-dozen ways to set that up.” As anexample, public radio and TV station KQED in San Francisco has listener-electedboards, with candidates for the position appearing on the air to state theirpositions on the issues.
Presently, a building movement among the public is callingfor subscriber-elected Governing and Advisory Boards at Pacifica. (InterestedCounterPunchers can find information on this effort at http://www.radio4all.org/freepacifica)Although this is certainly no safeguard against intrigue, it provides adirect means of accountability to the public that to date has been sorelylacking. Perhaps public pressure will result in this most desirable of optionsbeing adopted, though this possibility seems remote absent greater publicinvolvement than has occurred to date. More likely, the lure of power willoverride the concern of public opprobrium. The same strategy as that takenlast year may be used again: let the furor die down and then head back tothe trough when it does, perhaps loading the board with several more at-largemembers of proper bent to clinch the vote. Or something more subtle mightbe attempted, giving the appearance of compromise but still accomplishingthe goal of self-selection. Ultimately, until some form of enforced opennessis imposed on Pacifica, we are likely to see this scenario repeated untilsomeone wins and almost everyone else loses.
Who is doing it and how did it get this way?
Despite the theatrical appearance of a Pacifica under assaultfrom a threatening CPB, Pacifica and the CPB have been on rather close termsin recent years. Solicited comment from CPB in 1997 was part of the impetusfor disfranchising station staff who sat on advisory boards. Prior to that,Brian McConnville, the CPB investigator who originated the inquiry on Pacifica’sclosed-door practices in response to a complaint in1995 by the dissidentgroup Take Back KPFA, was abruptly removed before the completion of hisreport. CPB Inspector General Lester Latney denied the removal had anythingto do with the Pacifica investigation, but when interviewed after the firingMcConnville said he was offered a “memorandum of understanding”regarding his “departure.” In return for four weeks’ pay (about$3,000), he was to promise not to give “testimony in any form”regarding his case. He refused the offer. McConnville also said that helearned after his firing that Pacifica’s lawyer had called the InspectorGeneral about the investigation, a fact that should have been, but was not,reported to him at the time. McConnville’s immediate superior was not notifiedof his removal until after it was a done deal. A deputy Inspector Generalsubsequently took up the case, but found his job title eliminated beforeits completion. Finally, in 1997, when Inspector General Joe Arvizu completedhis audit, it was critical of Pacifica. The Executive Summary found that,”Pacific Foundation was not allowing the public to observe their boarddeliberations,” a violation of CPB open meeting requirements. The Summaryalso noted that, “advisory boards were not being provided with theautonomy they needed to perform their functions…” Ultimately, however,the CPB Board took no punitive action toward Pacifica, and declared as followsin its findings written prior to receiving testimony regarding the IG’sreport on the subject:
“…the Board wishes to commend Pacifica for actionstaken in recent years to strengthen and improve operations and programming.”
The Pacifica-CPB relationship is most obvious, however,in that both former Pacifica CEO Patricia Scott and current CEO Chadwickserved on the CPB Public Radio Issues And Policies Task Force (comprisingonly 14 members) that in 1996 recommended changes in CPB regulations concerningqualification requirements for CPB funding. The recommendations emanatingfrom the resulting Task Force Report set thresholds for station fundraisingand audience size that threatened a small number of stations in denselypopulated metropolitan areas, including Pacifica’s Los Angeles station,KPFK. This threat of de-funding and loss of CPB status was part of the givenreason for programming, format, and structural changes that made Pacificabroadcast more in the way that, to use CEO Chadwick’s phrase, “peopleuse radio,” and made the network look more like a typical corporatehierarchy. Pacifica’s Strategic 5-Year Plan calls for centralization ofoperations and programming decision-making, and, according to a report madegiven at a recent KPFK local advisory board meeting, Chair Mary Berry hasindicated that CEO Chadwick has been charged with executing this mandate.The new fundraising and audience size thresholds also impelled Pacificato become, officially, a minority network. Minority stations only need meethalf the fundraising and audience goals of other stations to qualify forCPB grant support. To qualify as a minority station, a station must meettwo of three criteria: half of its board of directors comprised of minoritypersons, half of its staff minority, or 35 percent of its weekly listenershipminority.
One of the lessons about how people “use radio”is what the consultants teach: people who listen longer donate more money,so dispense with serving many audiences, pick the one you want, and keepthem tuned in. Those not part of the target market are out of luck, evenif they have been supporters for decades. And here is the interesting point.The Pacifica Board and administration are fond of claiming that prior tothe recent changes, no one was in control at the network and there was noaccountability. Thus, neither the Board nor the administration can be accusedof having created the immense store of value to which they are now layingclaim. Those who did participate in the growth of the institution, its supporters,staff, volunteers, and so forth, are steadfastly to be denied any say inwhat happens. To let them have a say would constitute a conflict of interest.The Board and administration claim to be engaged in saving Pacifica fromthreats to its existence. Based on these threats, they have saved the institutionfrom its longtime audiences and its staff, and are now in the process ofsaving it from its advisory boards. This puts one in mind of “liberating”money from a vault.
So then, who are these presumptive saviors? The most prominentmember is surely the chair, constitutional scholar Mary Frances Berry, alsoof the U.S. Civil Rights Commission and the Geraldine R. Segal Professorof American Social Thought at the University of Pennsylvania, a title suggestingsophisticated understanding of democratic structures. Other well-known at-largemembers include Loretta Ross, the executive director of the National Centerfor Human Rights Education, and William Lucy, National Secretary-Treasurerof AFSCME. Roberta Brooks, Pacifica Board Secretary and aide to CongresswomanBarbara Lee (D-Oakland), and June Makela, Pacifica Board Treasurer and aManhattan school board member, round out the at-large members. The boardmembers sent from station advisory boards are Andrea Cisco and Frank Millspaughfrom New York, Kenneth Ford and Rob Robinson from Washington DC, David Acostaand Michael Palmer from Houston, Aaron Kriegel and Robert Farrell from LosAngeles, and Peter Bramson and Jewelle Taylor-Gibbs from the SF Bay Area.Ms. Taylor-Gibbs replaces late scratch Cheryl Fabio-Bradford, who abruptlyresigned from the board for as-yet unclear reasons. Ms. Fabio-Bradford wasone of the few voices at the Houston meeting calling for a more open process,including the suggestion that the local boards be brought into the discussionon the governance change.
In the context of the changes being driven by the CPB,it is worth consideration that the heads of two of the most important entitiesin American public broadcasting both come out of the government’s broadcastpropaganda apparatus. As mentioned above, CPB President and CEO Robert Coonrodis a former Deputy Director of VOA, overseeing Radio and TV Marti. Similarly,recently appointed NPR CEO Kevin Klose has been director of the U.S. InternationalBroadcasting Bureau and was president of Radio Free Europe/Radio Libertyfrom 1992 to 1997. Thus, the question of who controls public broadcastingand toward what end merits the attention of thoughtful listeners. The answersto such questions illuminate a view of the future of this important medium.
How are the listeners of public radio, the group supposedlybeing served by those fighting so hard for power over what happens at publicstations, to know about the changes affecting the medium. At Pacifica, self-proclaimedFree Speech Radio, a gag-rule is in effect that threatens with permanentbanishment any programmer using Pacifica airwaves to notify the listenersof matters of Pacifica policy. Happily, free speech does seem to be breakingout. On Tuesday Feb. 16, WBAI morning-show host Bernard White and shop stewardErrol Maitland on the air announced to their listeners the existence ofthe previous CounterPunch article on Pacifica, which they referred to as”pretty accurate” and a matter of concern and importance for listeners.It is not yet clear the penalty they shall face for this act of defiance.
One of the staples of the Pacifica broadcasting diet isconstant alarums about unaccountable corporate power. The present governancestruggle at Pacifica is thus rich with a sorrowful irony. The Pacifica Foundationis itself a corporation, specifically, a 501(c).3 non-profit educationalcorporation. The essential feature of the form of the corporation, thatwhich has allowed its almost cancerous spread as the structure gaining dominanceover the resources needed to sustain life, is the authority its owners haveover the assets of their institution, coupled with limited liability. Asanyone familiar with the non-profit world knows, boards of directors of501(c).3 corporations enjoy autocratic powers over those corporations thatfor-profit directors, who have a formal accountability to shareholders,only dream of. So the present governance struggle at Pacifica must be understoodin these terms.
And perhaps it must be fought on these terms as well. Lateword received by CounterPunch indicates that the Pacifica Governing Board,in a clumsy lunge toward the power it has long coveted, has ignored thecorporate law that governs by-laws changes in the state of California wherethe Foundation is incorporated. According to attorney Daniel M. Siegel,the California Corporate Code requires advance written notice to directorsof a corporation 45 days in advance of any by-laws change such as that beingcontemplated by Pacifica. A letter indicating violation of this provisionwas sent on Feb. 23 to Mary Berry and the Pacifica Board of Directors. Weshall see if the foresight of the drafters of the Corporate Code regardingthe potential venality and duplicity of those entrusted with corporate powerwill succeed in forestalling the present attempt. Those interested in contributingto the legal effort to block, delay or reverse these changes may send checksto: Siegel and Yee Trust Account (write “Save Pacifica” in thememo area of your check), 499 14th Street #220, Oakland, CA 94612.
Ultimately, however, any hope for a decent outcome to thissorry tale will require widespread, sustained public awareness and involvement.
Stay tuned. CP