LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
January 3, 2004
8:00 a.m., Holcomb Building Conference Room

1. With a quorum present, President Lee Frame called the meeting to order at 8:00 a.m. in the Clubhouse.

2. Executive Session: Motion by Weinert, second by Rainey, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:01 a.m. Motion by Rainey, second by Embrey, passed unanimously, to exit Executive Session at 10:06 a.m.

Motion by Rainey, second by Embrey, passed unanimously, to convene the open session portion of the meeting at 10:09 a.m.

3. Appointment of Board Member to Fill Vacancy.
Motion by Buttimer, second by Rainey, passed unanimously, to appoint Ginny Thoms to a seat on the Board to serve out the unexpired term of former Board member Mike Musatow.

4. Approval of Agenda. Motion by Weinert, second by Buttimer, passed unanimously, to approve the Agenda as circulated, with the addition of Item 14.4, Authorization of the sale of LOWA-owned lots.

5. Approval of the minutes of December 6, 2003.
Motion by Buttimer, second by Embrey, passed unanimously, to approve the minutes of December 6, 2003, as circulated.

6. Report from Orange County District 5 Supervisor Rich Wallace: No report.

7. Report from Orange County Sheriff's Department: No report.

8. Report from Chief of Security George Dodson:
Mr. George Dodson reported the usual number of animal complaints, noise complaints, motorist assists, house alarms, vandalism and miscellaneous incidents in LOW for the month of December. No specific trends or increased/unusual activity was noted in any one area, except that Security received 167 calls following the earthquake tremors which were felt throughout our area. Seventy-four summonses were issued for the month of December, 2003.

9. Reports of Officers.
President Frame reported that during Executive Session several items were discussed, and as usual, no votes were taken.
President Frame noted that one appeal was heard, and the decision of the Legal and Compliance Committee was upheld by the Board in that instance.

Motion by Thoms, second by Weinert, passed unanimously, to bar the following individuals and vendors from the Lake of the Woods until their outstanding fines have been paid in full: Steven Foster, Cale Haren, Nicholas Jackson, Martin Letourneau, Chris McCall, Terry Nichols, Steven Stover and Michael Vann.

President Frame noted that the Board met with officials of the Division of Dam Safety following the December BOD Workshop, and that LOWA will be submitting more information to them for review. Plans are to also meet with VA State Senator Edd Houck and Delegate Ed Scott on the issue. Because there may not be sufficient time at the January hearing of the Soil and Water Conservation Board, any decision on our dams may be deferred to the March hearing.

Vice President Buttimer reported that there were no committee personnel changes to be approved this month, but that there are still some vacancies on several committees.

Treasurer Rainey's Report is attached as (D-04-01).
Income and expenses for the month of November essentially balanced each other out. The Clubhouse revenue target for the month was exceeded. For the year, losses were realized at the Clubhouse and in golf and pool fees, much of it due to poor weather.

10. Report of General Manager
GM Bailey informed members that the budget calendar will be published in the January 9 issue of Lake Currents. Cost Center hearings are scheduled to start on January 20 and go through January 29, with a public hearing on February 21. The final 2004/05 budget will be available on March 10th.

Due to the budget deficit this year, a spending freeze has been placed on certain line items. Cost Center managers also must get approval prior to any additional expensing in line items that are running at a deficit. Adverse weather in the form of excessive rain has had considerable negative impact on golf, Clubhouse, pools, tennis and campgrounds revenues.

Mr. Bailey reminded residents that the Clubhouse will be closed until January 16 as the new HVAC system is installed, and that the contractor doing the work on the front door has been excused and will be replaced by a new one.

He also noted that following the earthquake this month, appropriate checks were undertaken on the dams and spillways, and all check results came up free of any damage.

11. Report of Legal Counsel: Mr. Wilkinson had no report.

12. Committee Reports:
Doug Rogers, Chairman of the Planning Committee, reported that another draft of the Master Plan will be ready for review by the BOD at their January 21 workshop, with a final version to be turned over to the Board in March. The Planning Committee now meets on the fourth Monday of the month at 7 pm in the Conference Room; next meeting is January 26.

13. UNFINISHED BUSINESS

13.1 Consideration of the proposed changes to Regulation XVI.D.4.n.: Single-Family Dwellings, Other Construction, as recommended by the Rules Committee in conjunction with the Environmental Control Committee. (Second Reading) (D-04-02)
Motion by Buttimer, second by Weinert, passed unanimously, to adopt the proposed changes to Regulation XVI.D.4.n., Single-Family Dwellings, Other Construction, as recommended by the Rules Committee in conjunction with the Environmental Control Committee.

13.2 Consideration of the proposed changes to Regulation XVI.F.4.a. and b., Accessory Buildings, as recommended by the Rules Committee in conjunction with the Enviornmental Control Committee. (Second Reading) (D-04-03)
Motion by Buttimer, second by Weinert, passed unanimously, to adopt the proposed changes to Regulation XVI.F.4. a. and b., Accessory Buildings, as recommended by the Rules Committee in conjunction with the Environmental Control Committee.

13.3 Consideration of the proposed changes to Regulation XVI.K.1.d.: Other Construction, Dog Pens, as recommended by the Rules Committee in conjunction with the Environmental Control Committee. (Second Reading) (D-04-04)
Motion by Buttimer, second by Weinert, passed unanimously, to adopt the proposed changes to Regulation XVI.D.1.d., Other Construction: Dog Pens, as recommended by the Rules Committee in conjunction with the Environmental Control Committee.

14. NEW BUSINESS

14.1 Consideration of the proposed changes to Regulation X.E.2.a., Operator Age, as recommended by the Rules Committee in conjunction with the Lake Users Committee. (First Reading) (D-04-05)
Motion by Embrey, second by Weinert, to adopt for a First Reading the proposed changes to Regulation X.E.2.a., Operator Age, as recommended by the Rules Committee in conjunction with the Lake Users Committee.
Vote: Yea: Buttimer, Burnett, Weinert, Embrey and Thoms. Nay: Rainey. Motion passed.

14.2 Consideration of the proposed deletion of Regulation X.E.2.b., Operator Age, as recommended by the Rules Committee in conjunction with the Lake Users Committee. (First Reading) (D-04-06)

Motion by Embrey, second by Thoms, passed unanimously, the adopt for a First Reading the proposed deletion of Regulation X.E.2.b., Operator Age, as recommended by the Rules Committee in conjunction with the Lake Users Committee.

14.3 Consideration of the proposed addition to Regulation X.O., Use of Lakes, Personal Watercraft (PWC) and Jet Powered Boat Operations, as recommended by the Rules Committee in conjunction with the Lake Users Committee. (First Reading) (D-04-07)

Motion by Embrey, second by Thoms, to adopt for a First Reading the proposed changes to Regulation X.O., Use of Lakes, Personal Watercraft (PWC) and Jet Powered Boat Operations, as recommended by the Rules Committee in conjunction with the Lake Users Committee.

Motion by Rainey to table this item for further study and clarification. Motion died for lack of a second.
Vote on the original motion: Yea: Buttimer, Burnett, Weinert, Embrey and Thoms. Nay: Rainey. Motion passed.

14.4 Consideration to authorize the General Manager to sell the following Association-owned properties: Section 6, Lot 199; and Section 13, Lots 25, 38, 39, 40 and 41. (D-04-08)

Motion by Weinert, second by Rainey, passed unanimously, to authorize the General Manager to sell the following LOWA-owned lots and issue an RFP (Request for Proposal) for realtor services: Section 6, Lot 199; and Section 13, Lots 25, 38, 39, 40 and 41.

15. Scheduled Meetings:
January 21, 2004, Board of Directors Workshop, 1:00 p.m., Clubhouse lower level.
(Note day change due to Monday holiday on January 19.)
February 7, 2004, Regular February BOD meeting at 10:00 a.m., Clubhouse lower level.

16. Member Comments:
There were no member comments.

17. Adjournment.
Motion by Weinert, second by Burnett, passed unanimously, to adjourn the meeting at 11:14 a.m.

Myles Embrey
LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
February 7, 2004
8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 8:02 a.m. in the Clubhouse.

2. Executive Session: Motion by Embrey, second by Weinert, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:04 a.m. Motion by Weinert, second by Burnett, passed unanimously, to exit Executive Session at 9:59 a.m.

Motion by Burnett, second by Weinert, passed unanimously, to convene the open session portion of the meeting at 10:03 a.m.

3. Approval of Agenda. Motion by Thoms, second by Weinert, passed unanimously, to approve the Agenda as circulated, with the addition of Item 14.9: Consideration of Contract with Dewberry and Davis for Dam Engineering Services.

4. Approval of Minutes of January 3, 2004 and January 21, 2004.
Motion by Buttimer, second by Embrey, passed unanimously, to approve the minutes of January 3, 2004 and January 21, 2004, with one change; that the January 3, 2004 minutes reflect that the meeting took place in the Holcomb Building.

5. Report from Orange County District 5 Supervisor:
Mr. Wallace reported that District 4 Supervisor Grover Wilson was elected Chairman of the Board of Supervisors, and Rich Wallace Vice Chairman.
Two new industries will be relocating to Orange County, which will together provide 190 new jobs in the County.
The BOS approved a request from LOW Volunteer Fire & Rescue for additional staffing funds.

The BOS is now working on the 2005 budget. Projected necessary increases in the cost of retirement funding, life insurance, Workman's Comp insurance and medical insurance alone could increase the budget by $1.14 million, which could require a 5 cent or more increase in the tax rates.

A revised proffer policy will be presented to the BoS next week, and a final draft of the Tourism Corridor Overlay recommendations has been submitted to the Planning Commission. A lot of interest has been generated in future development of land along the Route 3 corridor, but alternative water resources must be identified before such development can be considered.

Mr. Wallace is looking to fill two District 5 committee appointments, one each on the Litter Control Committee and the Library Board. Anyone with an interest in these appointments is asked to call him at 899-9243. There is also an at-large position available to serve on the Orange County Nursing Home Commission.

Mr. Wallace provided more details on the availability of water for the proposed new River Point development, noting his discussions with RSA indicate that they have adequate capacity to service this 700-unit community if it is approved.

The October, 2004 BOS meeting will be held at Lake of the Woods this year.

6. Report from Orange County Sheriff's Department:
Sheriff Feldman reported that it has been a relatively quiet year so far in Orange County. There were 1803 calls for service in the County in January, which is about average, and only 15 from LOW. In all of 2003 there were only 383 calls for service in LOW, versus 22,895 countywide.

Mr. Feldman noted that over 724,000 miles were logged on County vehicles in 2003. They now have more radar units to use to monitor traffic, and there will be increased emphasis on traffic enforcement in the County.

He reviewed felony and criminal statistics for 2003, noting good results from the Blue Ridge Task Force anti-drug and illegal gun activity. Use of cocaine seems to be going down, while use of Oxycontin is rising. There were 609 animal control cases last year, mostly dogs.

Sheriff Feldman mentioned Project Child Safe, which is a national program that provides free gun locks to residents, up to three per family. Locks can be obtained by contacting his office. He also noted that his office offers classes on firearms safety for anyone who is interested.

7. Report from Orange County Commonwealth's Attorney, Diana Wheeler: No report.

8. Report from Chief of Security:
Mr. George Dodson reported that in the month of January there were 10 animal complaints, one automobile accident, three house alarms investigated, two cars illegally parked, five 911 hang-ups investigated, sledding on the dam and 7th green, three Rescue assists and one kitchen fire. Vandalism incidents were few, with three incidents of egging (cars, mailboxes and CH door), and one of paintballs shot at a house. One porta-potty was turned over.
He reported that 107 traffic summonses were issued for the month of January.

9. Reports of Officers:
President Frame reported that a number of Board members attended a meeting last week regarding discussions between Germanna Community College and the YMCA to possibly locate a YMCA facility at the GCC location. Germanna has the land but the YMCA will need to be assured of support from LOWA before making any decisions to build. This development could impact our decision on a covered pool and fitness center within LOW, but more discussions are needed.
President Frame reported there were no bars or appeals heard during the Executive Session.
Motion by Buttimer, second by Thoms, passed unanimously to approve the following committee personnel changes: (D-04-09)

Treasurer Rainey's Report is attached as (D-04-10).

The December 2003 operating budget showed a positive variance of $28,364. Lower than expected revenues were offset by lower than expected costs. The operating budget continues to show a negative year-to-date variance of $105,804. Overall, the monthly positive variance has reduced the year-to-date deficit, and salaries and associated medical benefits are running under budget and are expected to continue to do so as vacancies occur that will not be filled until later in the year.
Secretary Embrey reported that the Board has received a petition for referendum from Citizen's for Fiscal Responsibility. Eight-hundred and twenty-one signatures were validated, and the petition has been recommended to proceed to referendum.

10. Report of General Manager

General Manager John Bailey reported the loss of our accountant, Helena DuRant, who passed away January 31.

He noted that the Cost Center hearings have been completed, and there will be a Public Hearing on the proposed budget on February 21 at 10 a.m. in the Clubhouse. He said there would be a special mailing to all members next week to provide detailed budget information because it was not available in time for publication in the newsletter. The Finance Committee will meet on February 23 to discuss the comments made by members on February 21, and on February 27 the Board will discuss any budget changes. On March 6, the final 2004/05 budget will be presented to the Board, and the Board will hold a special meeting on March 10 to adopt the new budget.

Mr. Bailey invited members to submit any ideas they may have to him on how to better market and advertise our amenities to our members.

11. Report of Legal Counsel, Rich Wilkinson: Mr. Wilkinson had no report.

12. Committee Reports:
Carol Greedy of the Clubhouse Committee reminded members of the Valentine's Party at the Clubhouse on February 14. There will be a new menu at the Clubhouse this month, with buy one meal, get half-off a second meal promotions at the Clubhouse on February 11 and 26. A seafood buffet is planned for February 27, and a St. Patrick's Day celebration on March 19.

Planning Committee member Doug Rogers reported that there is a copy of the Master Plan in the Reading Room for review, and that the Committee welcomes comments from members. This was presented to the Board in January, and is expected to be completed in March.

13. UNFINISHED BUSINESS There was no unfinished business.

14. NEW BUSINESS

14.1 Consideration of the proposed changes to Regulation XVI.L.: Dwelling Demolition as submitted by the Rules Committee in conjunction with the Environmental Control Committee. (First Reading) (D-04-11)
Motion by Buttimer, second by Weinert, passed unanimously, to approve for a First Reading the proposed changes to Regulation XVI.L.: Dwelling Demolition, as recommended by the Rules Committee in conjunction with the Environmental Control Committee.

14.2 Consideration of Auditor Contract for FY 03/04. (D-04-12)
Motion by Embrey, second by Thoms, passed unanimously, to approve the continuation of the contract for auditing services with Robinson, Farmer, Cox Associates for the audit for fiscal year 2003/04.

14.3 Consideration to hold the July, 2004 Board of Directors meeting on Saturday, July 10, 2004. (D-04-13)
Motion by Weinert, second by Embrey, passed unanimously, to set the date of the July, 2004 LOWA Board of Directors meeting for Saturday, July 10, 2004.

14.4 Authorization to cover cost of repair to kitchen flooring for approximately $9742.00. (D-04-14)
Motion by Burnett, second by Buttimer, passed unanimously, to authorize payment to Edward L. Muller Construction Company in the amount of $9,742 for services rendered to repair the floor of the Clubhouse kitchen, monies to be appropriated from the Replacement Capital Reserve.

14.5 Consideration of Change to the Budget Guidelines for FY 04/05 regarding Replacement Capital Reserve. (D-04-15)
Motion by Thoms, second by Burnett, passed unanimously, to delete Section 4.d. of the Fiscal Year 2004/05 Budget Guidelines which directs that the minimum amount to be budgeted for the Replacement Reserve should be $64,000.

14.6 Consideration of Contract for Civil Engineering related to the Youth Center. (D-04-16)
Motion by Buttimer, second by Weinert, passed unanimously, to approve the contract with Century Construction for initial civil engineering services related to a new Youth Center at a cost of $6,200, funds to be allocated from the New Capital Reserve.

14.7 Consideration of Special Meeting of Membership. (D-04-17)
Motion by Embrey, second by Weinert, passed unanimously, to call a special meeting of the membership to be held at 10:00 a.m. on Saturday, March 13, 2004, in the Great Hall of the Clubhouse, for the purpose of considering a vote by the membership on the proposed changes to the LOWA Restrictive Covenants.

14.8 Consideration of LOWA Board of Directors Position on Petition Submission. (D-04-18)
Motion by Weinert, second by Buttimer, passed unanimously, to adopt the following resolution:

" A petition has been received to amend the Declaration of Restrictions of Lake of the Woods Association, Inc. (1999), to add the following words to Section 12, Paragraph D.:
"From one year to the next year, the Board shall not levy against any member of the Association an increase [in] the uniform annual charge per single-family residential lot by more than three percent above the previous year's National inflation rate."

The Board of Directors of the Association opposes the petition and urges the membership to vote against the proposed amendment based on the following, and other considerations:

- The proposal places arbitrary limits on the ability of the BOD to discharge its
responsibility to "consider the current maintenance and operational needs, the
capital needs and the future needs of the Association," as required by the
Articles of Incorporation and Restrictive Covenants. Options to respond to
unforeseen funding requirements or to build reserves without disruption of
ongoing programs could be severely limited.

- The proposal will have a chilling effect on the efforts of the volunteer committees
and staff to develop budget proposals they believe are in the best interest of our
community.

- A specified upper limit on assessment increases could be viewed by future boards
as an acceptable target for increases, thus encouraging higher assessment fees
than necessary. Increases at the level being proposed (3% plus inflation), when
compounded over time, would lead to higher assessments than historical increases
and well above those in current projections.

14.9 Consideration of Contract with Dewberry & Davis for Dam Engineering Services. (D-04-19)
Motion by Buttimer, second by Burnett, passed unanimously, to approve the contract with Dewberry & Davis for dam engineering services in the amount of $31,700, funds to be allocated from the Dam Reserve.

15. Scheduled Meetings:
February 21, 2004, Public Hearing on the Proposed Budget, 10:00 a.m., Clubhouse Great Hall
February 27, 2004, Board of Directors Workshop, 1:00 p.m., Clubhouse lower level. (Please note day change due to holiday/budget schedule)
March 6, 2004, Regular March BOD meeting, 10:00 a.m., Clubhouse lower level
March 10, 2004, Special Budget Board Meeting, 9:00 a.m., Clubhouse lower level
March 13, 2004, Special Meeting of the Membership, 10:00 a.m., Clubhouse Great Hall

16. Member Comments:
Comments were heard from members on the following: Opposition to the proposed PWC regulations; support for the newly proposed PWC regulations; a request that the Board support the partnership between the YMCA and Germanna Community College to benefit everyone here at LOW; a concern that Teen Center preliminary cost analysis was high and request the Board not overspend on a Teen Center; information that PWC regulation changes are not yet final and input is invited at the next Lake Users Committee meeting; a request to research State laws governing age restrictions on users of PWC's so our new regulations are appropriate and take safety training into consideration; a reminder that all registered voters are welcome to vote in the Democratic Primary on February 10, 6-7 p.m. at the Clubhouse; a request that the Board consider pledging support for a proposed YMCA at the next Board Workshop; a comment that the proposed YMCA will not be built without LOWA support; a request that all residents support youth of all ages with new facilities in LOW; a note of appreciation to the members of the Board for the good job they are doing; and a comment from a grandparent that her grandchildren have done very well in elementary school following preparation by the LOW Preschool Program.

17. Adjournment.
Motion by Thoms, second by Weinert, passed unanimously, to adjourn the meeting at 12:37 p.m.

Myles Embrey
LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
March 6, 2004
8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 8:00 a.m. in the Clubhouse.

2. Executive Session: Motion by Weinert, second by Thoms, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:01 a.m. Motion by Thoms, second by Weinert, passed unanimously, to exit Executive Session at 9:46 a.m.

Motion by Rainey, second by Weinert, passed unanimously, to convene the open session portion of the meeting at 10:02 a.m.

3. Approval of the Agenda. Motion by Weinert, second by Rainey, passed unanimously, to amend the Agenda as circulated to renumber Item 13.3, Receipt of Recommended Budget FY 2004/2005 to Item 13.4, and to add a new item to the agenda, Item 13.3, Change to the Budget Cycle.

4. Approval of the Minutes of February 7, 2004 and February 27, 2004. Motion by Buttimer, second by Thoms, passed unanimously, to approve the minutes of February 7, 2004 and February 27, 2004, as circulated.

5. Report from Orange County District 5 Supervisor:
Mr. Rich Wallace reported that the Orange County Board of Supervisors has advertised a 3 cent increase in the County real estate tax rate for the FY 04/05. The Board can lower this before final acceptance of the budget, but not raise it. A public hearing on the budget and tax rate will be held on March 25. Significant budget increases will occur in debt service ($504K), health and dental premiums ($69K), VA Retirement Services ($82K), group life insurance ($53K), local school funding ($450K), new voting machines ($40K) and proposed salary increases of 5% ($307k). Salary increases are important because of the high turnover rate of employees (20%), the 26% lower salaries paid by Orange County versus surrounding counties and low cost-of- living increases budgeted in the past. This budget represents a $1.5M increase in these items alone. Three new EMS positions will be funded for LOW, but continuance of the $24K Cable franchise fee paid to LOW for Channel 17 broadcasting is uncertain.

Mr. Wallace said that although the proposed River Point development was not approved by the BOS last month, he voted for it. He felt that the slow construction schedule proposed by the builder, the good cash proffers offered for infrastructure that will not be forthcoming from other building lots available, the increased tax revenues from such a development and the availability of senior housing close to LOW were important advantages to River Point’s development that Orange County could not afford to ignore. He cautioned that a close-minded attitude to residential growth could lead to increased taxes for OC residents.

He noted that he did not support the new proffer guidelines that included funds for road improvements, because local funds should not go toward building highways, which is the responsibility of the State, although he had supported the previous proffer guidelines.

Interest in Route 3 development remains strong. The OC Planning Department issued 45 permits for single family homes last month, compared to 28 and 38 in January and February, respectively, last year.

Crackerjacks, Inc, a fireworks club that tests new fireworks has filed an application for permission to conduct three fireworks displays during 2004. Displays will be open and free to OC residents, and dates and times will be published in the future.

RSA will be contacted again about providing an updated article for the Lake Currents to bring members up-to-date on engineering progress and plans for the vacuum sewer system, and any new information on financial and physical impact relative to LOW.

6. Report from Orange County Sheriff’s Department:
Sheriff C.G. Feldman reported that in February there were 1789 calls for service in Orange County, 19 of which were from LOW. Year-to-date totals are 2592 in the County and 34 from LOW. There were 111 warrants issued, (167 ytd), 24 transports (51 ytd), and 863 civil papers were served (1713 ytd), 68 in LOW.

Mr. Feldman noted that the Blue Ridge Narcotics Task Force has been working under cover, leading to four arrests and 336 grams of cocaine seized. There was also one marijuana arrest.

Sheriff Feldman thanked members Chris Burr and Dick and Kathleen Bradie for their hard work in support of the TRIAD program, which targets increased security for seniors.

7. Report from Chief of Security:
Mr. Dodson’s representative reported there were 91 summonses issued for the month of February. Thirty-three complaints were taken, four thefts noted, two cases of vandalism (Greensprings Park and Campgrounds), eight animal complaints, three agency assists, 2 arrests (domestic disputes), two protective orders issues resulting from domestic disputes, three 911 hang-ups and 3 accidents (no injuries). He noted there is a stray cat problem in Section 9 which has been referred to OC Animal Control. Beavers are still creating a problem for some residents at the far end of the lake, but since it is illegal to shoot them, other avenues are being pursued to alleviate the problem, such as trapping and relocating.
A car-mounted radar unit is now being used at selected locations throughout the community.

8. Reports of Officers:
President Frame reported that LOWA staff will be meeting with Sen. Edd Houck and Delegate Ed Scott on March 8 to discuss the dams. LOWA has a position paper and has been working with John Phillipe, past Director of the Division of Dam Safety, who is acting as a LOWA consultant for the meeting on March 19 with the Soil and Water Conservation Board. We are proposing to improve or plug the lower level drain, install a berm along the Clubhouse area, and over 6-8 years install a rubber bladder in the area of the existing spillway. Costs to do the work we feel is necessary is in the area of $1 million plus, which could be covered easily by our yearly additions to the Dam Reserves. The Division of Dam Safety is currently positioning to require upgrading the main dam to meet a full 1.0 pmf (probable maximum flood) standard, a level that has a flood occurrence probability of once every 10,000 to 1 million years, at a cost of $4-5 million. Recent literature from the National Research Council, National Academy of Sciences and Corps of Engineers indicates that requiring upgrading to meet maximum 1 million year event possibilities may not be realistic or even necessary, so meeting this requirement level is being reconsidered by these groups.

Mr. Frame noted that the LOWA position on having a YMCA located in the Germanna area is to create no barriers to communications or building, but LOWA will assist in publicizing the proposal. The LOWA Board will make a decision in August on the next step for our own pool and fitness center, and the status of the YMCA proposal will be considered at that time.

Board member Ken Burnett, LOWA representative on the Steering Committee for the proposed new YMCA, reported that the YMCA development plan currently calls for raising $3.25 million in major donations in the next 6 months, and 2500 pledges from local residents for future membership.

Mr. Frame announced that the Board secretary will be out of the area, and since referendum certification must be done by the secretary, an assistant secretary needs to be appointed.

Motion by Embrey, second by Weinert, to appoint Ken Burnett as Assistant LOWA Secretary. Vote: Yea: 5. Abstain: 1 (Burnett). Motion passed.

President Frame reported that during Executive Session several items were discussed, and as usual, no votes were taken.
Motion by Thoms, second by Burnett, passed unanimously, to bar the following individuals from Lake of the Woods until their fines are paid in full: Gussie Doggett, James Lyons, Paul Martello and Demetrius Mobley.
Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of Louis Canino within Lake of the Woods for a period of one year.
Motion by Thoms, second by Embrey, passed unanimously, to suspend the driving privileges of Karen Melcho within Lake of the Woods for a period of one year, or until such time as she can show she is properly licensed.
Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of James Mulligan within Lake of the Woods for a period of six months.

Motion by Thoms, second by Burnett, passed unanimously, to suspend the driving privileges of Jennifer Sloat within Lake of the Woods for a period of one year.
Motion by Thoms, second by Embrey, to suspend the driving privilegtes of Donna Smith within Lake of the Woods for a period of one year.
Motion by Buttimer, second by Rainey, to amend the motion to assign the driving privileges of Donna Smith within Lake of the Woods to probationary status for six months. Vote on the amendment: Unanimous. Vote on the motion as amended was unanimous.

Vice President Buttimer thanked all the member volunteers who showed up to collate, stuff and mail all the materials for the Budget mailing and the recent referendum.

Motion by Buttimer, second by Weinert, passed unanimously, to approve the following committee personnel changes: (D-04-20)

Treasurer Rainey’s Report is attached as (D-04-21).
Briefly, the operating budget had a negative variance of $47,405 for the month of January, 2004, with a negative year-to-date variance of $149,787. Shortfalls were realized in food sales, interest income, real estate fees and road fees. Main costs over budget were maintenance and repairs, contractual services, utilities, storm damage and dam repairs. Revenue shortfalls year-to-date include food sales, golf income and real estate fees. Expenses lower than budgeted are food costs, salaries, medical benefits, lake management and consultants, with maintenance and repairs, insurance and utilities running in excess of budget.

9. Report of the General Manager:
Mr. Bailey reported he had received an updated report from RSA on work progress to date on the LOIW sewer system. Draper Alden Engineering has been doing a site study which is still in progress, looking at improvements, overflow patterns and need for installation of new lines.
Clubhouse Committee members are working with Primesource Design of Richmond on interior design needs for the Clubhouse. LOWA will be issuing a letter of intent to this company to proceed with discussion of contract needs and costs.

Starting April 1, 2004, teens will be allowed in the Teen Center only if they display a LOW member tag, which carries a fee of $10 to offset the cost of the tags and food, games and prizes that are now vailable at no cost at the Teen Center. Guests are charged $3.
The Mary Washington College crew team is in need of a spring practice site, having lost their private dock space, and has asked LOW to consider accommodating them. Practice hours would be 6 - 8:30 am and 4:15 - 5:30 pm, 3-4 times a week, Monday thru Thursday for about 4 months. They will bring their own preassembly dock and crew shells to be stationed at Sailboat Beach, and would offer to assist in building a LOW Crew Club. More details will be investigated by the Lake Users Committee, whose next meeting is March 15.

Mr. Bailey reminded members there is a coupon for members to take advantage of golf course specials in the March 5 Lake Currents.
There are several openings at LOWA for employment, including a new comptroller, marina manager, grounds laborers, a roads laborer, lifeguards and a jazzercise instructor.

The Garden Club continues to be concerned about the volume of litter regularly discarded around our community. Some is contractor related, but members are advised again to take an active part in controlling littering.

10. Report of Legal Counsel.
Mr. Rich Wilkinson, LOWA legal counsel, reported that he had been asked to prepare a detailed report summarizing use of the lakes by groups of individuals not specifically members of the lake, such as guests of the Association. Admission of set groups of individuals for specific purposes does meet the guidelines of what is permissible, such as the Mary Washington crew team proposal. He will be reviewing Association records to provide a detailed history of specifically which kinds of activities are appropriate and which are not so the Board can prepare policy on this.

11. Committee Reports:
Susan McDaniel, Chair of the Clubhouse Committee, reported increased sales for January and February over last year. The Valentine’s Day celebration was a near sell-out. St. Patrick’s Day activities will include an Irish meal on March 17, and a party on March 19 with singers and cloggers. A Spring Clean-Up Day has been set for Tuesday, April 6. Members are encouraged to come to the Clubhouse prepared to wash windows, clean woodwork and clean up the grounds outside. Easter this year will have a brunch in the morning, and a dinner in the evening. New ideas include an afternoon tea for the ladies, and entertainment once or twice a month. On March 11 there is a Lounge Party and a Dessert Night planned for March 13.

Chair of the Rules Committee, Chris Burr, requested that Item 13.1 be withdrawn from today’s Board agenda, since some of the details of the procedure proposal have not been finalized.

Golf Committee Chair Roy Meredith said they are trying to retain membership and lure new members. They have instituted a welcome letter to new members to invite them to use the Golf Course. The recent “Welcome Coffee” had 7 new members show up. Snack bar hours were extended as a courtesy to course users. Overseeding the course should also improve play. They will continue their efforts overall to improve the golf program.

12. UNFINISHED BUSINESS

12.1 Consideration of the proposed changes to Regulation X.E.2.a.: Use of the Lakes, Operator Age, as recommended by the Rules Committee in conjunction with the Lake Users Committee. (Second Reading)
Motion by Embrey, second by Rainey, passed unanimously to refer the proposed changes to Regulation X.E.2.a., Operator Age, back to the Lake Users Committee for further consideration.

12.2 Consideration of the proposed deletion of Regulation X.E.2.b.: Use of the Lakes, Operator Age, as recommended by the Rules Committee in conjunction with the Lake Users Committee. (Second Reading)
Motion by Embrey, second by Rainey, passed unanimously, to refer the proposed changes to Regulation X.E.2.b., Operator Age, back to the Lake Users Committee for further consideration.

12.3 Consideration of the proposed addition of Regulation X.O.: Use of Lakes, Personal Watercraft (PWC) and Jet Powered Boat Operations, as recommended by the Rules Committee in conjunction with the Lake Users Committee. (Second Reading)
Motion by Embrey, second by Rainey, passed unanimously, to refer the proposed addition of Regulation X.O., Use of Lakes, Personal Watercraft (PWC) and Jet Powered Boat Operations back to the Lake Users Committee for further consideration.

13. NEW BUSINESS

13.1 Consideration of the proposed changes to Regulation I.L.3.: Procedure for New and Amended LOWA Regulations as proposed by the Rules Committee. (First Reading)
Motion by Burnett to approve for a first reading the proposed changes to Regulation I.L.3., Procedure for New and Amended LOWA Regulations as recommended by the Rules Committee.
Motion died for lack of a second.

13.2 Consideration of the proposed addition of Regulation X.A.9.: Use of the Lakes, Wake Enhancers; X.C.2.a., b. and c. - Use of Lakes - Size, type and use limitations. (First Reading)
Motion by Embrey, second by Weinert, passed unanimously, to refer the proposed changes to Regulation X.A.9., Use of Lakes, Wake Enhancers, X.C.2. a., b. and c., Use of Lakes --size, type and use limitations back to the Lake Users Committee for further consideration.

13.3 Consideration of change in the budget cycle. (D-04-22)
Motion by Rainey, second by Weinert, passed unanimously, to revise the budget cycle, to reconstitute the Finance Committee in May each year and have the General Manager’s draft budget submitted in the fall of each year.

13.4 Receipt of Recommended FY 2004/2005 Budget.
General Manager John Bailey submitted the proposed FY 2004/2005 Budget. Mr. Bailey’s projected assessment currently stands at $726, which represents a 7% increase over last year. He reviewed the changes made at the Finance Committee meeting which followed the Budget Public Hearing.
President Frame requested Board members share any recommendations they have for final adjustments to the budget with other Board members at this time. Board members in turn outlined those line items they felt were questionable or needed.

14. Scheduled Meetings:
March 10, 2004, Reconvention of BOD Meeting, 9 am, lower level Clubhouse.
March 13, 2004, Special Meeting of the Membership, 10:00 a.m., Great Hall of the Clubhouse.
March 15, BOD Workshop, 1:00 p.m., lower level of the Clubhouse
April 3, 2004, Regular April BOD meeting, 10:00 a.m., lower level of the Clubhouse.

15. Member Comments:
Member comments were heard on the following topics: That adopting a recommendation to increase assessments to cover prior year budget shortfalls could set a dangerous precedent, since we do not return budget excess funds to members; an announcement that Ed Kube, Orange County Administrator, will be the guest speaker at the Civic Club meeting on March 16, and Sen. Edd Houck and Del. Ed Scott will speak at the April 20 meeting; a comment that we should not compare costs here at LOWA with other communities across the eastern seaboard, but should stand on our own merits; an inquiry as to where income from the sale of LOWA lots goes (into unrestricted reserves); an opinion that we should not be charging teens or their guests anything for using the Teen Center, and that special ID’s for any group is a bad idea; an inquiry on the status of floating boat slips (will be covered at next workshop); a comment that the fee suggested for teens to use the Teen Center is minimal, and imposing it will help pay for ID badges, food, movies and activities which must be donated by LOWA or others; a plea to warn guests and vendors to obey our speed limits and other regulations; a comment that funding a horse trailer to take LOWA assets outside the gates is not a good idea; and presentation to the Board of a large hand-made card containing notes of “thank you” from Karen O’Donnell and the children at the LOW Co-op Nursery School for LOWA support of their facility.

16. Recess of BOD Meeting to March 10.
Motion by Buttimer, second by Weinert, passed unanimously, to recess the meeting until Wednesday, March 10, 2004 at 9:00 a.m. in the lower level of the Clubhouse to address final FY 2004/2005 budget considerations and adoption.

The meeting recessed at 12:40 p.m.

The meeting resumed at 9:01 a.m., March 10, 2004 in the lower level of the Clubhouse. Members present: Frame, Buttimer, Embrey, Rainey, Burnett and Thoms. Members absent: Weinert. Others present: GM John Bailey.

Motion by Embrey, second by Rainey, to adopt the General Manager’s recommended FY 20042005 Budget as changed by the Finance Committee.

The following admendments to the original motion were offered:

A. Motion by Embrey, second by Thoms, to include the purchase of beach canopies in the budget.

B. Motion by Rainey to delete the Equestrian Center truck.

C. Motion by Embrey, second by Rainey, to delete $100,000 from the budget for purchase and installation of a golf course irrigation system.

D. Motion by Burnett, second by Thoms, to delete $12,000 from the $18,000 currently allocated for the golf course grass overseeding budget.

E. Motion by Rainey, second by Thoms, to reduce golf fees by $12,000 by reducing the annual family and individual golf fees, resulting in a net change of zero to assessment.

F. Motion by Rainey, second by Thoms, to delete $15,000 allocated for the bathhouse upgrade at the Campgrounds.

G. Motion by Burnett, second by Embrey, to reduce by $6,000 the amount set aside for contractual services for the Clubhouse.

H. Motion by Rainey, second by Embrey, to increase the annual assessment by $23 per member to cover the deficit in theFY 2003/2004 operations budget.

I. Motion by Burnett, second by Buttimer, to remove the funding for the staff vehicle from the capital replacement budget. Motion by Buttimer, second by Rainey, to amend the motion to delete the removal of the staff car to retain purchase of a staff car but reduce the funds allocated for this purpose from $18,000 to $14,000.

J. Motion by Buttimer, second by Thoms, to approve the addition of $11,500 to the budget to erect wood fencing on a portion of the perimeter of the Boat/RV storage lot. Motion by Burnett, second by Embrey, to keep options open to consider other types of natural coverings (e.g., trees, shrubs, etc.) to provide improved aesthetics around the Boat/RV storage area.

K. Motion by Buttimer, second by Burnett, to revise the cost of the Channel 17 system upgrade from $6650 to the actual cost of $8610.

L. Motion by Buttimer, second by Burnett, to increase the Equestrian Center boarding fees from $255 per month to $260 per month.

Vote on amendments to the original motion:

A. Yea: 3. Nay: 1. Abstain: 1. Amendment passed.

B. Amendment failed for lack of a second.

C. Yea: 1. Nay: 4. Amendment failed.

D. Yea: 3. Nay: 1. Amendment passed.

E. Yea: 4. Nay: 1. Amendment passed.

F. Yea: 0. Nay: 5. Amendment failed.

G. Yea: 2. Nay: 3. Amendment failed.

H. Yea: 2. Nay: 3. Amendment failed.

I. Vote on amendment to motion: Unanimous. Vote on original motion as amended: Unanimous. Amendment passed.

J. Vote on amendment to motion: Unanimous. Vote on original motion as amended: Unanimous. Amendment passed.

K. Unanimous. Amendment passed.

L. Unanimous. Amendment passed.

Vote on original motion passed unanimously, to adopt the FY 2004/2005 Budget as presented by the Finance Committee and as amended by Amendments A, D, E, I, J, K and L, and to set the annual assessment at $726 per numbered residential lot.

Motion by Buttimer, second by Thoms, passed unanimously, to adjourn the meeting at 11:25 a.m.

Myles Embrey
LOWA Secretary

RESOLUTION

RESOLVED: That the Budget for Lake of the Woods Association, Incorporated for the fiscal year beginning on May 1, 2004, and ending on April 30, 2005, shall be shown as document D-04-23.

RESOLVED: That the annual assessment per numbered residential lot at Lake of the Woods for the fiscal year 2004/2005 be and hereby is fixed at $ 726. Such assessment shall be due on May 1, 2004. Interest shall accrue at the rate as prescribed in the LOWA Restrictive Covenants.

RESOLVED: That the Board, acting through its General Manager, is authorized to expend the funds collected or received in accordance with the limitations of the Budget established above, provided that the General Manager may transfer, with notice to the Board, unexpended funds occurring throughout the year.

RESOLVED: That the General Manager is hereby directed to render to the Board of Directors an unaudited accounting of receipts and expenditures and a financial statement on an accrual basis, comparing it to the approved budget on a monthly basis.

Myles Embrey
LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
April 3, 2004
8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 8:00 a.m. in the Clubhouse.

2. Executive Session: Motion by Thoms, second by Buttimer, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:04 a.m. Motion by Rainey, second by Buttimer, passed unanimously, to exit Executive Session at 9:52 a.m.

Motion by Rainey, second by Thoms, passed unanimously, to convene the open session portion of the meeting at 10:00 a.m.

3. Approval of Agenda: Motion by Thoms, second by Embrey, passed unanimously, to amend the agenda as circulated to add the following items to the agenda: 1) approval of minutes of the special meeting of March 13, 2003, 2) Item 13.4, Consideration of the contract for Clubhouse planning services, and 3) Item 13.5, Consideration of proposed resolution in support of Paragraph 17 of the Restrictive Covenants.

4. Approval of the Minutes of March 6, 2004 and March 13, 2004. Motion by Embrey, second by Rainey, passed unanimously, to approve the minutes of March 6, 2004 and minutes of the Special meeting of March 13, 2004 as circulated.

5. Report from Orange County District Supervisor:
District 5 Supervisor Rich Wallace reported that the OC BOS has now approved at $37.1 million budget for FY 2004/05, resulting in a 3 cent increase in the real estate property tax. The tax rate will change from 81 cents to 84 cents per $100 in assessed value. Personal property tax on cars, boats and aircraft did not change. The State budget has not yet been finalized, so additional funding from that source is uncertain and the BOS will be making semi-annual appropriations to compensate in the meantime.

County Attorney Thomas Czelusta is retiring, and has been replaced by Todd Patrick, Esq. from Chesapeake, VA who will start work in mid-April.

Timber Truss will be locating a new manufacturing facility in Orange County adjacent to the Orange County airport. The investment of this new business in Orange County will be $5.3 million and will provide 93 new jobs in the first year.

Saturday and Sunday compactor site hours at LOW will be extended starting on April 17 by one hour on each day.

6. Report from Orange County Sheriff's Office:
Sheriff C.G. Feldman reported that March was a relatively quiet month. There were 1955 calls for service, for a total of 4547 year-to-date. Thirty of these calls were from LOW, 64 year-to-date. There were 1046 civil papers served, for a total of 2759 year-to-date; 83 of these were in LOW with a total of 208 year-to-date. There were 79 warrants issued; 246 year-to-date, and 35 transports for a total of 86 year-to-date.

The Blue Ridge Narcotics Task Force continues to make a difference. Two investigations in March resulted in the confiscation of cocaine and marijuana, cash and drug paraphernalia. Funds confiscated are returned to the Task Force to defray investigation expenses.

Sheriff Feldman reminded residents that County car stickers are now due.

There will be a candlelight vigil held at Taylor Park at 6:30 p.m. on April 23 to support national Crime Victims Rights week.

7. Report from Chief of Security:
Chief of Security George Dodson reported there were 153 summonses issued in March and 49 complaints answered. There were three incidents of vandalism: newspaper machines at the kiosk at the Clubhouse, one house egged and rocks thrown at the restrooms at Hollyfield Park. There was one residence fire and one construction site fire; two domestic disputes, one assault and two arrests and several motorist and medical assists. There were the usual animal complaints including six dogs running-at-large, dogs barking, one dog attack, and one bat and one raccoon complaint. A kayak was found and the owner has not yet been identified. There were no trends of increased activity or concentrated activity noted in any specific area or section at LOW.

8. Reports of Officers:
President Frame reported that during Executive Session several items were discussed, and as usual no votes were taken.

Motion by Thoms, second by Burnett, passed unanimously, to bar the following individuals from entry into Lake of the Woods until their fines are paid in full: Kenneth Berkley, Cheryl Lyons, James Keever and Lloyd Williams.

President Frame reported that members of the BOD and administration met with Mr. Pattie of RSA on April 1st for an update on progress on the LOW vacuum sewer system engineering study. Chuck Williams of the Department of Environmental Quality was present as well. Members are reporting overflows regularly to RSA, and there appears to be on average 2.5 overflows per day, with more incidents on the weekends. Patterns are emerging. He mentioned that LOWA plans to work with RSA to create a 20-30 minute video to be run on Channel 17 to advise members what they can do to help reduce and/or avoid sewer problems. The engineering report is due to be completed by July 1, so there is still no information available on any future costs associated with upgrading the system. Members are reminded that the Association is sensitive to the sewer problems and changes that may be needed to upgrade this system, but is not responsible for either funding or executing any proposed repairs; this responsibility lies solely with the Rapidan Service Authority, owners and operators of the system.

A meeting scheduled with the Soil Water and Conservation Board last month on the dams deferred any decision by SWCB, although the LOWA Board was allowed to give a presentation of a 5-page position paper. Interested members can find a copy of this letter on the LOWA website.

There will be a meeting on April 12 at 3 pm at Germanna Community College which will seek public support for a new YMCA proposed for eastern Orange County. The LOW Board supports the YMCA fundraising membership drive, although any prospect of LOWA financial support or consideration of sponsorship will have to be explored through legal counsel and member input.

Vice President Buttimer encouraged members to continue to support LOWA committee work and volunteer to serve. Help will be needed on ECC due to recent personnel changes; Bob Lowe has been appointed the new Chairman of ECC.

Motion by Buttimer, second by Burnett, passed unanimously, to approve the following committee personnel changes: (D-04-24)

Treasurer Rainey's report is attached as (D-04-25).

9. Report of the General Manager
Mr. John Bailey noted that assessment bills have been mailed to members. Please be sure to update the barcode information requested. Boat registrations can be done through Security.

Compactor hours will now be from 8 am to 5 pm on Saturday and 9 am to 5 pm on Sunday starting April 17.

Site plans are due back on Monday for the Youth/Community Center and the facility working group will meet to review them in the next couple of weeks. The photo ID program is now in effect for the Teen Center. Pool staffing assignments for the summer are being handled by the Activity and Wellness Director. Campground user sites are being inspected and any notices of violations will be sent in the near future. The Equestrian Center will be offering a Horse Show on Sunday, April 4.

Mr. Bailey reminded members to read the litter article in the April 3 issue of Lake Currents and support the efforts of the Garden Club to keep our community litter-free.

10. Report of Legal Counsel: Mr. Rich Wilkerson had no report.

11. Committee Reports:
Ernie Meier, Chairman of the M & E Committee, announced that the Stormwater Management Ad Hoc Committee interim report will be available soon. On March 18 the Committee voted to change the date of their annual committee reconstitution from November to May, provided the Finance and Planning committees do the same. He said that for Phase I of the road upgrade, Program B will be complete on April 30, but that Program C will not start until August.

Melanie Dynes, Youth Committee Chair, reported that 45 teenagers have already registered and received their new photo ID's, with no negative feedback on the new procedures. More parents are stepping forward to volunteer their services. She noted the Committee will be responding shortly to a member letter asking the Committee to explore ways LOW youth might become involved in Association governance.

Fishing Club member Fred Marshall reminded members of the Children's Fishing Tournament on May 8, for kids ages 5 to 14.

Nominating Committee Chairman Lynn Huntsman announced that the deadline for submitting BOD candidate applications has been extended two weeks to April 15, 2004.

Clubhouse Committee Chair Susan McDaniel noted the April 6 cleaning day has been cancelled. New reservation phone lines will be installed soon. She reminded members of the Easter Brunch and dinner coming up, the Ladies Tea on May 2 , Blue and Gray Dinner on May 6, and a buffet luncheon planned for May 31, Memorial Day, $10 adults, $5 for children under age 12.

12. UNFINISHED BUSINESS

12.1 Consideration of the proposed changes to Regulation X.V.I., L. Dwelling Demolition, as recommended by the Rules Committee in conjunction with the Environmental Control Committee. (Second Reading) (D-04-26)

Motion by Buttimer, second by Embrey, passed unanimously, to approve for a Second Reading the proposed changes to Regulation XVI. L. Dwelling Demolition, as recommended by the Rules and Environmental Control Committees.

13. NEW BUSINESS

13.1 Consideration of the proposed changes to Regulation X.I.V., Schedule of Penalties, as recommended by the Rules Committee in conjunction with the Legal and Compliance Committee. (First Reading) (D-04-27)

Motion by Thoms, second by Embrey, passed unanimously, to approve for a First Reading changes to Regulation XIV., Schedule of Penalties, as recommended by the Rules and Legal & Compliance Committees.

13.2 Consideration of contract for 74 additional boat slips. (D-04-28)
Motion by Embrey, second by Burnett, passed unanimously, to allow the General Manager to enter into a contract with Shoco, Inc., for the construction of a floating dock in the amount of $256,000.00, using funds to be expended from New Capital.

13.3 Consideration of proposed changes to Regulation XVI.B.4., General Considerations; Regulation XVI.1.3.a., Approval Process; Regulation XVI.1.3.b., Approval Process; Regulation XVI.1.3.c., Approval Process and Regulation XVI.1.6., Approval Process. First Reading. (D-04-29)
Motion by Buttimer, second by Thoms, passed unanimously, to amend Regulation XVI.B.4, General Considerations; Regulations XVI. I.3.a., b. and c., Approval Process; and Regulation XVI. I.6., Approval Process, as recommended by the Rules Committee and as presented in the memo from the Chairman of the Rules Committee dated March 30, 2004.

13.4 Consideration of contract for Clubhouse Planning Services. (D-04-30)
Motion by Burnett, second by Rainey, passed unanimously, to approve the contract with Prime Source Design to perform Clubhouse Planning Services in the amount of $24,900.

13.5 Consideration of proposed resolution in support of Paragraph 17 of the LOWA Restrictive Covenants. (D-04-31)
Motion by Buttimer, second by Thoms, passed unanimously, to approve the Resolution in support of Paragraph 17 of the LOWA Restrictive Covenants.

14. Scheduled Meetings:
April 23, 2004: BOD Workshop, 9:00 a.m., Clubhouse lower level.
May 1, 2004: Regular May BOD meeting, 10:00 a.m., Clubhouse lower level.

15. Member Comments:
Comments from members were heard on the following: Civic Club speakers for April will be Debbie Kendall of Orange County Planning office and Brenda Rogers, proponent of the proposed YMCA; for May Delegate Ed Scott and Sen. Edd Houck our local state representatives; and in June Mr. Ed Kube, Orange County Administrator. The BOS is expected to consider the

Tourism Overlay Corridor proposal in the next month or so and a comment that we need to start
working together to protect the interests of all members of the community and not continue devisive activities; four separate comments commending the Board for the work they are doing under somewhat stressful and demanding circumstances; a comment that there needs to be some editorial policy instituted for letters published in 'Viewpoints' since some members are disseminating inaccurate and misleading information that creates fear, doubt and uncertainty among members; a comment that members have the right to speak their mind and question how money is being spent; and a question on whether the BOD acted properly by taking an activist role in opposing the recent referendum.

16. Adjournment:
Motion by Thoms, second by Embrey, passed unanimously, to the adjourn the meeting at 11:58 a.m.

Myles Embrey
LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
May 1, 2004, 8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 8:05 a.m. in the Clubhouse.

2. Executive Session: Motion by Weinert, second by Thoms, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:07 a.m.. Motion by Thoms, second by Weinert, passed unanimously, to exit Executive Session at 9:58 a.m.
Motion by Rainey, second by Thoms, passed unanimously, to convene the open session portion of the meeting at10:04 a.m.

3. Approval of the Agenda: Motion by Embrey, second by Rainey, passed unanimously, to approve the agenda as circulated with the following addition: Item 13.3 "Consideration of Proposed Addition to Regulation X.N.- Use of the Lakes, Inflatable Flotation Devices." (First Reading).

4. Approval of the Minutes of April 3, 2004 and April 23, 2004: Motion passed unanimously to approve the minutes of April 3, 2004 meeting as circulated.

Motion by Thoms, second by Rainey, to amend page 1513 of the April 23, 2004 meeting minutes, Item 13.5, to insert language stating that Legal Counsel gave an explanation concerning the purpose of the motion. Vote: Yea: Unanimous. Vote on motion as amended: Yea: Unanimous.

5. Report from Orange County District 5 Supervisor: District 5 Supervisor Rich Wallace reported that site plans for both A & K Development's Germanna Heights Phase I development of 81 townhouses and Mr. Garrison's Edgewood development of 39 single-family homes have been submitted to the Planning Department for approval at their May 6 meeting. The Planning Director presented the revised Tourism Corridor Overlay Ordinance to the BOS last month.

Last month the BOS approved the special use permit which will allow the Town of Orange to build a raw water storage basin. The water basin will provide up to a 60-day water supply in the event of a future drought. Most of the funding for this project came from federal and state grants.

This month the BOS asked for the resignations of the President and Chief of the Orange County Volunteer Rescue Squad, because the Rescue Squad is not providing adequate coverage to OC citizens. Last year, Orange County had to rely on mutual aid from surrounding counties and LOW to provide life support coverage.

Supervisor Wallace thanked LOW Fire & Rescue for their assistance in providing coverage to all areas of the county. There are times when coverage for LOW is not available because LOW F&R is providing coverage for OCVRS. He noted that LOW is very fortunate to have such a dedicated group of volunteers, and that residents should continue to provide financial and volunteer support.

6. Report from the Orange County Sheriff's Office:
President Frame reported that Sheriff Feldman called to notify the BOD that there would not be a representative from OCDS at the meeting today. The Sheriff's report will be run as usual on Channel 17.

7. Report from Chief of Security:
Chief of Security George Dodson reported there were 139 summonses issued for the month of April, and to date, 800 boats have been registered. The following incidents of vandalism were reported: chocolate syrup poured into the newspaper boxes in the Clubhouse parking lot, vandalism to vehicles and several porta-potties turned over on Lakeview Parkway.

Mr. Dodson also reported the following: theft of lumber from a construction site, house alarm, a 2-vehicle auto accident, noise complaints, illegal parking, dumped trusses blocking the roadway, a civil dispute resulting in two arrests, domestic disputes resulting in two arrests, a loud music complaint, five welfare checks, driveway paving solicitation, a propane gas leak at the LOW Church, and a verbal confrontation at Turtle Cove regarding fishing problems. There were the usual animal complaints, including two complaints of dogs running-at-large, dogs barking, a sick raccoon and one dog bite.

8. Reports of Officers:
President Frame reported that during Executive Session several items were discussed, and as usual no votes were taken.
Motion by Thoms, second by Weinert, passed unanimously, to bar the following individuals from LOW until their fines are paid in full: Angel Alvarez de la Cruz, Anthony Brookman, James Doggett, Craig Parris, Dennis Perry, Robert Schneider, Stacey Settle, Alexander Weidenhammer and Bryan Young.

Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of James Doggett within LOW for a period of one year.

Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of Jeffrey Jackson and Martin Vann within LOW for a period of one year, or until such time as they can provide proof of a valid driver's license.

Motion by Thoms, second by Weinert, passed unanimously, to bar Michael Greathouse and Robert Sathmary from entering Association property.

President Frame reported that revised plans for the boat docks have not been submitted to the state yet. The plans were sent to Dewberry & Davis, our engineering/architect firm, and are being examined for possible conflicts between the installation of the boat docks and any proposal that the BOD might be required to carry out to go to a full PMF on LOW's dams. If LOW has to go to a full PMF, one of the options is the consideration of an auxiliary spillway, which could impact the location of the boat docks. Therefore, the contract will not be let until that issue is resolved.

Treasurer Rainey's report is attached as (D-04-31).

9. Report of the General Manager:
Mr. John Bailey reported that assessments, which are due May 1, have been pouring in. Bar code information is currently being updated. He noted the lead article in the most recent edition of Lake Currents was on the e-mail notification system, and that members can register for that system on LOW's web site.

There was a recent meeting on long-term issues related to LOW's roads and development of a more comprehensive schedule indicating what needs to be done, when it will be done, the cost, the implications of that on the Road Reserves, and what the Road Reserve fund would have to increase to in order to pay for these things.

Two new emergency exits have been completed; one is off Eastover/Westover Parkway below the small dam and exits onto Route 3; the other is off Birchside Court next to the Library. These are strictly emergency exits that are gated and locked for use only in a dire emergency.

Bids are being sought on a Reserve Study. It has been several years since a reserve study was done, but Virginia Code now requires one every five years. Bids should be back in the next week, and the BOD will consider that as an agenda item at its May 20 Workshop.

Comments on the revised schedule of penalties published in the most recent Lake Currents are due to the General Manager by the end of May. He will then distribute them to the BOD.

The Easter dinner/brunch at the Clubhouse was a big success, with almost 400 in attendance. Upcoming events include a tea on May 2, the Blue and Gray Ball on May 6, and Mother's Day on May 9. The Clubhouse deck will open May 5th, Cinco de Mayo.

He noted there has been a problem with the phone system at the Clubhouse, and it may be three weeks before Verizon has the system completely fixed. An interior designer has been contacted and has met with the staff to develop some ideas and plans for structural changes and redecorating at the Clubhouse.

A correction to the fee schedule was printed in Lake Currents. For road fees, additions were $1.50 per square foot. That figure should have been carried down to the next line for new construction, also $1.50 per square foot, and then the max for 3300 sf or above. A memo has been sent to ECC in case any questions are posed by contractors relative to this issue.

YMCA information is available at the Holcomb Building.

Mr. Bailey noted the positive article recently published in the Free Lance-Star regarding the relationship between LOW and the Mary Washington College Crew Club.

10. Report of Legal Counsel: Mr. Rich Wilkinson had no report.

11. Committee Reports:
Doug Rogers of the Planning Committee provided an update on the Master Plan. It is currently 102 pages long, and the Committee is working to consolidate and refine the wording. They hope to get it down to 40 pages with an Executive Summary and many appendices. He noted to the membership that he has the document on CD, and would provide a copy to other members on request. The Committee needs additional members.

Fred Marshall reminded members of the Children's Fishing Tournament on May 8, for kids ages 5 to 14. Prizes will be awarded and registration forms are available at the Holcomb Building and Security.

Mr. Frame expressed the BOD's appreciation to the Fishing Club for their efforts and to those who have donated time and prizes. It was noted that the Free Lance-Star will be covering this event.

12. UNFINISHED BUSINESS
There was no unfinished business.

13. NEW BUSINESS

13.1 Consideration of the Appointment of Privacy Officials in Accordance with Federal HIPPA Compliance Rules. (D-04-32)
Motion by Embrey, second by Rainey, passed unanimously to appoint the General Manager as the privacy official for the Association in compliance with the Federal HIPPA Guidelines.

13.2 Consideration of the Nominating Committee's Proposed Slate of Candidates for the LOWA Board of Directors. (D-04-33)
Motion by Rainey, second by Weinert, to accept the Nominating Committee's proposed slate of candidates for the LOWA Board of Directors, in accordance with their memo dated April 27, 2004. The proposed candidates are: Daniel Elliott, Lee Frame, Gerald R. Korb, Douglas W. Rogers, Ginny Thoms and Susan W. VonAncken. Yea: Rainey, Embrey Weinert. Abstain: Thoms. Motion passed.

13.3 Consideration of Proposed Addition to Regulation X.N. - Use of the Lakes, Inflatatable Flotation Devices. (First Reading) (D-04-34)
Motion by Weinert, second by Thoms, passed unanimously, to approve for a First Reading the proposed addition to Regulation X.N. - Use of the Lakes, Inflatable Flotation Devices.

14. Scheduled Meetings:
May 20, 2004, BOD Workshop, 3:00 p.m., lower level of the Clubhouse.
(Reserve study contract will be voted on.)
June 5, 2004, Regular June BOD Meeting, 10:00 a.m., lower level of the Clubhouse.

15. Member Comments:
Comments from members were heard on the following: appreciation expressed to the BOD and Assistant GM for quick distribution of YMCA information; there will be a legislative report at the Civic Club meeting on May 18, and both Sen. Edd Houck and Del. Ed Scott will be there to answer questions; the Civic Club will host a reception for the BOD candidates on July 20; not all club activities are published in the Lake Currents; 450 YMCA applications have been received to date.

An inquiry was made of Legal Counsel regarding his report on interpretation of public access to LOW. Mr. Wilkinson stated he is working on the report and will provide a formal written report to the BOD upon its completion.

Susan McDaniel, Clubhouse Committee Chair, reiterated the upcoming events at the Clubhouse and requested that members promptly notify Clubhouse staff of any problems they encounter so that they can be resolved immediately. She noted the Blue and Gray Ball will be cancelled if enough reservations are not forthcoming. There will be a Memorial Day celebration. Local musicians will be performing a couple times a month at the Clubhouse, and performances will be continued and possibly expanded if these events are well received.

16. Adjournment:
Motion by Weinert, second by Thoms, passed unanimously, to adjourn the meeting at 11:08 a.m.

Myles Embrey
LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS WORKSHOP / MEETING
May 20, 2004
3:00 p.m., Clubhouse

1. With a quorum present, the meeting was called order by President Lee Frame at 3:00 p.m. in the Clubhouse.

2. Approval of Agenda: Motion by Weinert, second by Thoms, passed unanimously, to approve the Agenda as circulated.

3. Reports of Officers:
Motion by Buttimer, second by Weinert, passed unanimously, to approve the following committee personnel changes: (D-04-35)

4. NEW BUSINESS

4.1. Consideration of Reserve Study Contract.
Motion by Burnett, second by Weinert, passed unanimously, to authorize the General Manager to entger into a contract with Miller-Dodson Associates for the purposes of conducting the Association's Reserve Study at a cost not to exceed $10,000. (D-04-36)

4.2. Consideration of Addition to Golf Fee Schedule.
Motion by Weinert, second by Thoms, to add a second twilight fee to the Golf Fee Schedule, and that the new rate be set at $10 which includes greens fee and cart for play beginning after 5:00 p.m. This fee will be in effect from Memorial Day through Labor Day.
Motion by Rainey, second by Thoms, passed unanimously, to change the time from 5:00 p.m. to 4:00 pm. Vote on the original motion as amended was unanimous. (D-04-37)

4.3 Consideration of Correction to Equestrian Center Fee Schedule.
Motion by Thoms, second by Rainey, passed unanimously, to change the short term pass fee for 1/2-hour pony rides from $75 to $40. (D-04-38)

4.4 Consideration of Plaque for Veterans Memorial Dam.
Motion by Weinert, second by Burnett, passed unanimously, to authorize the placement of a plaque recognizing the name of the main dam as "Veterans Memorial Dam", plaque to be placed in the vicinity of the Clubhouse. (D-04-39)

5. Adjournment
There being no further business, President Frame adjourned the meeting at 3:44 p.m.

EXECUTIVE SESSION

With a quorum present, President Lee Frame called the Executive Session portion of the meeting to order at 5:21 p.m in the lower level of the Clubhouse.

Motion by Buttimer, second by Burnett, passed unanimously, to enter into Executive Session at 5:22 p.m. for the purpose of discussing several personal, personnel, legal and contractual matters.

Motion by Weinert, second by Buttimer, passed unanimously, to exit Executive Session at 5:28 p.m.

Myles Embrey, LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
June 5, 2004
8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 7:58 a.m. in the Clubhouse.

2. Executive Session: Motion by Weinert, second by Buttimer, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 7:58 a.m. Motion by Weinert, second by Burnett, passed unanimously, to exit Executive Session at 10:04 a.m.

Motion by Buttimer, second by Weinert, passed unanimously, to convene the open session portion of the meeting at 10:05 a.m.

3. Approval of Agenda: Motion by Weinert, second by Thoms, passed unanimously, to approve the agenda as circulated with the following additions: Item 13.4 --Consideration of Lakeview Parkway Culvert; Item 13.5, Consideration of the Honor and Awards Committee Charter; and that Item 14 be named "Discussion of Dam Issues" and the current Item 14 and all remaining items be renumbered accordingly.

4. Approval of the Minutes of April 23, 2004, May 1, 2004, and May 20, 2004.
Motion by Buttimer, second by Embrey, passed unanimously, to approve the minutes of the April 23, 2004, May 1, 2004 and May 20, 2004 meetings as circulated.

5. Report from Orange County District Supervisor Rich Wallace: No report.

6. Report from Orange County Sheriff's Department.
Sheriff Feldman reported that for the month of May there were 1947 calls for service which brings the year's total to 9335; 77 warrants were served for a years total of 384; 989 civil papers were served for a total of 4582 year-to-date; and 29 transports for a total of 131 year-to-date. In LOW, there were 21 calls for service, totalling 107 for the year, and 90 civil papers served for a total of 370 for the year.

Sheriff Feldman reported that crime in Orange County is down overall. His office has been working on creating a Solicitation Ordinance for approval of the BOS in order to provide more leverage to deter the escalating crimes associated with scam artists targeting the elderly. A new deputy is now on staff. The Sheriff's office has received some money to purchase in-car video cameras for patrol units. On June 22 from 3-6 p.m., TRIAD is sponsoring an "Arts of Aging" seminar at OCHS, which is open to everyone. On June 30 Sheriff's Office senior staff will be attending a "Less Than Lethal" presentation in June to become familiar with less forceful methods of dealing with criminals.

7. Report from Chief of Security George Dodson:
Mr. Dodson reported that in May there was the usual level of Security activity and no increased activity in any one section in LOW. There were 3 auto accidents, 4 domestic disputes, 4 animals at large, five barking dog complaints, one report of a dog bite and numerous resident and motorist assists. Storm damage was reported in three incidents. Vandalism included egging of a garage door, several porta-potties turned over and rocks thrown at a vehicle at a bus stop. Two missing juveniles were found and returned home. There were 48 summonses issued for lake violations, and 58 issued for road vehicles.

8. Reports of Officers
President Frame reported that during Executive Session several items relative to contractual, personnel, legal and regulation violations matters were discussed, and as usual, no votes were taken.

Motion by Thoms, second by Burnett, passed unanimously, to bar the entry of Lynnette Drake, Joseph Newton and Kevin Roberts from Lake of the Woods until their fines are paid in full.

Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of Brent Caldwell in LOW until such time as he can show evidence of a valid driver's license.

Motion by Thoms, second by Embrey, passed unanimously, to suspend the driving privileges of Contreas Rivera in LOW for a period of one year.

Vice President Buttimer had no new committee changes to report; however, Finance Committee members are needed.

Treasurer Rainey's report was presented by General Manager John Bailey, and is attached as (D-04-40).

9. Report of General Manager:
General Manager John Bailey reported that the Association and Maintenance continue to work on drainage issues throughout the community, working with residents and incorporating the overall Stormwater Management Plan. Programs A and B of the Road Maintenance and Upgrade Program have been completed, and Program C will start shortly.

The BOD approved a contract at their May 20 Workshop for a reserve study to be done by Dodson Miller & Associates of Annapolis in order to obtain good information to help with future planning. The last reserve study was done in 1999, and by law this must be done every 5 years.
The Capital Request Forms are being revised for the next budget cycle to include projected operational costs and impact information associated with securing requested capital items, not just the cost of the capital items.

The Fourth of July celebration at LOW will be held on July 3, which includes the parade, afternoon festival and evening fireworks display.
A "Heroes Ball" is being scheduled at the Clubhouse for September 11, 2004, to acknowledge those who gave their lives and served the victims on September 11, 2001, but will also include local civic honorees in LOW and the surrounding community.

10. Report of Legal Counsel:
Mr. Rich Wilkinson reported that two collection matters are being addressed: one is the Kreisler property, which continues to be monitored but proved problemmatic due to the out-of-state bankruptcy filing; the other is a $7000 repair bill for brick pillar damaged that is being contested by one lot owner for accidental property damage caused by a visiting juvenile.

11. Committee Reports:
Susan McDaniel, Clubhouse Committee Chair, reported that the Clubhouse has been both full and active. Ninety women attended the May 2 tea and Mother's Day was very successful. New artwork has been hung in the hallways, and they continue to work with PrimeSource of Richmond on redesigning the interior space. The Clubhouse is planning for activities for the Lighted Boat Parade which will be August 28. The next Clubhouse Committee meeting has been scheduled for June 16.

12. UNFINISHED BUSINESS

12.1 Consideration of the proposed changes to Regulation XIV, Schedule of Penalties, as recommended by the Rules Committee in conjunction with the Legal and Compliance Committee. (Second Reading) (D-04-41)
Motion by Thoms, second by Embrey, passed unanimously, to approve for a Second Reading the proposed changes to Regulation XIV., Schedule of Penalties, as recommended by the Rules Committee in conjunction with the Legal and Compliance Committee.

12.2 Consideration of the proposed changes to Regulation XVI, Environmental Control and Construction Procedures: (Second Reading) (D-04-42)

Regulation XVI.B.4. - General Considerations
Regulation XVI.I.3.a. - Approval Process
Regulation XVI.I.3.b. - Approval Process
Regulation XVI.I.3.c. - Approval Process
Regulation XVI.I.6. - Approval Process

Motion by Buttimer, second by Weinert, passed unanimously, to approve for a Second Reading the proposed changes to Regulation XVI. subsections B.4, I.3.a, I.3.b., I.3.c, and I.6., Environmental Control and Construction Procedures, as recommended by the Rules Committee in conjunction with the Environmental Control Committee.

13. NEW BUSINESS

13.1 Consideration of Maintenance and Research on cemeteries on LOWA Property. (D-04-43)
Motion by Thoms, second by Weinert, that the cemeteries that are LOW property be maintained in the highest standards, and the General Manager be directed to solicit archeological research from local colleges, universities, historic associations and contractors to determine if a grave marker honoring Captain John Spotswood of the Revolutionary War should be placed in that cemetery.

Motion by Burnett, second by Weinert, passed unanimously, to amend the motion to read "LOWA property" instead of "LOW property". Vote on amendment to motion: Yea: Unanimous. Vote on original motion as amended: Yea: Unanimous.

13.2 Consideration of the Election Ballot Rotation. (D-04-44)
Motion by Embrey, second by Burnett, to approve the rotation of the six Board of Directors candidates names on the election ballots for the 2004-2005 BOD election. Vote: Yea: Burnett, Buttimer, Embrey and Weinert. Abstain: Thoms. Motion passed.

13.3 Consideration of Budget Guidelines for FY 2005-06. (D-04-45)
Motion by Embrey, second by Thoms, to approve the Budget Guidelines for FY 2005-06 as proposed by the LOWA Treasurer.
Motion by Buttimer, second by Weinert, to amend the original proposal of the LOWA Treasurer to include the changes recommended by the Finance Committee, with the exception of Item 2 (Justify any changes to employee's salaries shown not to be competitive.), and to include the original Item 4 (Consider the cost and benefit of establishing a bonus pool for salaried employees.), both Items which are listed under the "Salaries and Other Personnel Costs" section of the 2005-2006 Budget Guidelines.

Mr. Ted Wessel, Chairman of the Finance Committee, gave an explanation to the BOD on the rationale that was used to arrive at the proposed changes relative to competitive salaries and the establishment of a bonus pool.

Motion by Weinert, second by Burnett, to amend the motion to add the statement "Justify any changes to employee's salaries shown not to be competitive" back into the Budget Guidelines.

Vote on the motion to reinstate Item 2, "Justify any changes to employee's salaries shown not to be competitive": Yea: Unanimous.
Vote on the incorporation of all other changes as recommended by the Finance Committee: Yea: Unanimous.
Vote on budget guidelines as amended: Yea: Unanimous.

13.4 Consideration of Lakeview Parkway Culvert Upgrades. (D-04-46)
Motion by Weinert, second by Thoms, passed unanimously, to authorize drainage work and culvert upgrades along Lakeview Parkway associated with the construction of the new Fire and Rescue facility, estimated cost in amount of $180,000, to be funded from the Road Reserve.

13.5 Consideration of the Honors and Awards Committee Charter. (D-04-47)
Motion by Buttimer, second by Weinert, passed unanimously, to approve the updated Honors and Awards Committee Charter.

14. Update of Latest Information and Proposed Options for Upgrading of the Main Dam.
President Lee Frame provided information on the current status of talks with the Virginia Department of Dam Safety and Soil and Water Conservation Board, reviewed several proposed upgrading designs and projected costs of each that were submitted by the engineering firm of Dewberry & Davis, held an open discussion and exchange of ideas with members of possible strategies and expected outcomes using selected designs as examples, and explained alternatives, and their associated expenses.

15. Scheduled Meetings:
June 21, 2004, BOD Workshop at 1:00 p.m. in the lower level of the Clubhouse.
July 10, 2004, Regular July BOD meeting at 10:00 a.m., in the lower level of the Clubhouse.

16. Member Comments:
Member comments were heard on the following topics: persistently discolored water being experienced by a resident in Section 14; a request that the Board consider placing the new floating docks approved by the BOD at their April 3 meeting in a location other than the Clubhouse area due to new information available relative to dam construction issues and distance from the dam requirements; a report that roughly 1000 membership pledges have been received from Orange County residents (more than 500 of those from LOW families) in support of the proposed new YMCA in Locust Grove, and a reminder that the YMCA's goal is 2500 family pledges by July 1, 2004.

17. Adjournment
Motion by Weinert, second by Thoms, passed unanimously, to adjourn the meeting at 1:51 p.m.

Myles Embrey, LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
July 10, 2004   8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 8:08 a.m. in the Clubhouse.

2. Executive Session: Motion by Weinert, second by Thoms, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:09 a.m. Motion by Thoms, second by Weinert, passed unanimously, to exit Executive Session at 10:06 a.m.

Motion by Buttimer, second by Burnett, passed unanimously, to convene the open session portion of the meeting at 10:13 a.m.

3. Approval of Agenda: Motion by Buttimer, second by Weinert, passed unanimously, to approve the agenda as circulated with the following deletion: Item 13.3--Consideration of Association Insurance Policy.

4. Approval of Minutes of June 5, 2004 and June 21, 2004. Motion by Thoms, second by Embrey, passed unanimously, to approve the minutes of June 5, 2004 and June 21, 2004 as circulated.

5. Report from Orange County District Supervisor: No report.

6. Report from Orange County Sheriff’s Office:
Sheriff Feldman reported that in the month of June there were 1794 calls for service in Orange County, for a year-to-date total of 11,129. Seventy warrants were served, for a total of 454 for the year, 1034 civil papers served for a total of 5616, and 14 transports, year-to-date total of 145. There were 145 traffic summonses issued; year-to-date total 795. At LOW, there were 29 calls for service for a year-to-date total of 136, and 94 civil papers served, for a year-to-date total of 464.

The Sheriff reported that on June 29 there was a 3-hour checking detail posted on Route 3, which resulted in 54 tickets written, an unusually high number. He noted that most deputies have radar in their vehicles now, and speeding is still a problem throughout the County. There has been an additional road patrol deputy position assigned to Orange County by the State Compensation Board.

7. Report from Chief of Security:
Mr. George Dodson gave the LOW Security report for June. No pattern of unusual activity and no general increase in activity was noted in any one section or overall. Vehicular incidents included one tow, an accident, a jet ski summons issued, keys locked in a vehicle (2 ncidents) and two main gate arm incidents. Animal complaints included 10 reports of barking dogs, 6 dogs running at large, dog left in vehicle, a sick raccoon, an injured dog in the road, a bear in one resident’s back yard and a fox under one resident’s deck. Security assisted Orange County with 3 domestic disputes, State Police with two auto accidents, and several EMS assists. Two abandoned bikes were recovered and 8 welfare checks were performed. Vandalism included damage at a construction site, rocks thrown at the basketball courts at the Clubhouse area, and parking lot damage at Ramsey beach. Other incidents included culvert damage by a paving company, illegal fishing in the front pond, a verbal dispute at the Clubhouse, gunshots reported (Section 5, possibly fireworks), and 5 loud music complaints.
For June, 115 traffic summonses were issued and five boat summonses.

8. Reports of Officers:
President Frame reported that during Executive Session several items relative to contractual, personal, personnel, legal and regulation violations were discussed, and as usual, no votes were taken.

Motion by Burnett, second by Weinert, passed unanimously, to bar the following individuals from LOW until such time as their fines are paid in full: Sara Davis, Darren Lewis, Donnel Thomas and Charles Tigner.

President Frame reported that on July 8 there was a training exercise session (talk through) on the LOW Emergency Plan relative to any possible dam failure which was attended by Sheriff Feldman, the OC Emergency Coordinator, representatives from the VA State Office of Emergency Management, VA State Police and the VA Department of Transportation, and executives from Dewberry & Davis, among others. This was a very productive meeting. One important piece of information that came out of the meeting was that LOW administration would not have to wait for direction or permission from Orange County administrators to proceed with an emergency evacuation action, as any delay could put life and property at increased risk. Some procedural and operational changes may be made in our Emergency Plan as a result of this meeting.

The Association will attend a public hearing on July 15 with the Virginia Soil Water and Conservation Board relative to our dam upgrade issues and we will make a presentation. President Frame advised that as a public hearing, it is open to members who wish to speak on the issue, either pro or con.

The independent engineer’s report on the analysis of our current vacuum sewer system has been received and is summarized in a short video on Channel 17. RSA and DEQ will study the report and meet next month to discuss the findings. There will be another public meeting in the early fall to explain the report and any options RSA has to repair and/or replace the system.

Motion by Buttimer, second by Burnett, passed unanimously, to approve the following committee personnel changes: (D-04-49)

Vice President Buttimer noted that the reconstitution of many committees is being changed to take place in May instead of October, so that new members will be more familiar with the work of their committee before being asked to consider budget needs. Volunteers are always needed, and ECC urgently needs a couple more members now.

The Treasurer’s Report for May was not available due to the scheduled audit that was performed in June. It will be made available shortly. (D-04-50)

The Secretary reported that the ballots will be mailed in the next week for the Board Election.
Ken Burnett reported that progress is being made toward the prospect of building the proposed YMCA facility in northeastern Orange County, and Brenda Rogers feels confident that it will be approved.

9. Report from the General Manager:
GM John Bailey reported that a new Comptroller, senior accountant Dorothy Isenberg, is now on staff.
Records show that 471 people have taken advantage of the bargain twilight rates at the Golf Course which brought in another $4500 in revenue.

They have not been successful finding someone to man the Snack Bar for the planned extended evening hours.

Lap swim time at the pools is showing very low attendance, and if attendance does not increase the schedule will have to be cut back. After school starts on August 22, the pools will not be closed, but hours will change.

The HVAC upgrade at the Clubhouse is in its last phase of completion, with a final cost of $91,700, which is $13,000 under budget.
Members were reminded not to post notices at the mail stations.

10. Report from Legal Counsel:
LOWA counsel Rich Wilkinson reported that a lawsuit has been filed against the Association relative to a traffic stop that was made. His offices will be filing an answer to the allegations made shortly.

11. Committee Reports:
Doug Rogers of the Planning Committee noted that New Capital Requests are due on July 23 for 2005/06, which include projections five years out, and public meetings to discuss them will start in August. If the request is for less than $3500, it should be addressed to the GM and does not have to go thru the Planning Committee.

Bob Lowe announced that the ECC is desperate for new members; currently they have five, but need seven. A recent ECC meeting was cancelled due to lack of a quorum.

Susan McDaniel of the Clubhouse Committee noted that the Clubhouse is doing very well and will be hiring additional servers. There will be a Luau on August 14, and plans for the Lighted Boat Parade on August 28 include a buffet to start at 4:30 p.m., and the Water Ski Show at 5:00 p.m. (the Water Ski Club will not perform on Labor Day). Local clubs and organizations have been invited to have a table on the point from 4-7 p.m., so members can learn about some of these groups. LOW T-shirts will soon be on sale at the Clubhouse.
Clubhouse use is increasing, and more servers will be added to better serve our members.
Susan encouraged members to be polite to waitstaff and behave courteously and respectfully.

12. UNFINISHED BUSINESS

12.1 Consideration of the proposed addition to Regulation X.N. - Inflatable Flotation Devices.
(Second Reading) (D-04-51)
Motion by Weinert, second by Embrey, passed unanimously, to adopt the proposed addition to Regulation X. - Use of the Lakes; N.- Inflatable Flotation Devices, as published in the May 14 edition of Lake Currents.

13. NEW BUSINESS

13.1 Consideration of the design portion of the contract for the Community Center. (D-04-52)
Motion by Embrey, second by Burnett, passed unanimously, to authorize the General Manager to proceed with a contract with Century Construction in order to complete the design of the Youth/Community Center at a cost of $32,100, funds to be taken from New Capital Reserve.

13.2 Consideration of the Thirty-fourth Annual Meeting Agenda. (D-04-53)
Motion by Buttimer, second by Weinert, passed unanimously, to approve the agenda for the Thirty-fourth Annual Meeting of LOWA.

13.3 Consideration of Association Insurance Policy. This item was dropped from the agenda.

13.4 Consideration of Replacement Capital purchase for the Equestrian Center. (D-04-54)
Motion by Burnett, second by Weinert, passed unanimously, to approve the expenditure of $6,500 from Replacement Capital Reserve for the purchase of a replacement horse for the Equestrian Center.

14. Scheduled Meetings:
July 19, 2004, BOD Workshop at 1:00 p.m. in the lower level of the Clubhouse.
August 7, 2004, Regular August BOD Meeting at 10:00 a.m. in the lower level of the Clubhouse.

15. Member Comments:
Member comments were heard on the following: a compliment and thank you to the BOD for the July 3 celebration; a comment that the Lake Users Committee is doing all they can to encourage enforcement of Lake rules, and request from the Lake Users chair that members please write to the committee if they observe any “bad” behavior of boaters or users of the lake, and include date, time and location of the incident and any identifying information on violators if they can get it; a comment that the existing enforcement regimen on lake use is not adequate, that perhaps future lake rule enforcement contracts should be severable, and we need to find a way to make enforcement effective; a subanalysis of the RSA engineering report that indicates we have a mere 1.5 gallon/day inflow of polluted water in our lakes which is relatively insignificant, and information that new vacuum systems are built with an alarm system warning of impending overflows; information on the multiple probl!
ems at Mt. Pleasant Beach, which include unacceptable public behavior and petty vandalism by unsupervised youth and the documented presence of outsiders who access the beach through unfenced property lines; the low level or even lack of scrutiny used by Security when admitting guests to LOW; an announcement that the Reserve Study will start this week; and an observation that the drainage ditches, shoulders, and mowing needs are not receiving the careful maintenance they have in the past.

16. Adjournment.
Motion by Weinert, second by Embrey, passed unanimously, to adjourn the meeting at 11:47 a.m.

Myles Embrey, LOWA Secretary

LAKE OF THE WOODS ASSOCIATION, INC.
BOARD OF DIRECTORS MEETING
August 7, 2004       8:00 a.m., Clubhouse

1. With a quorum present, President Lee Frame called the meeting to order at 8:00 a.m. in the Clubhouse.

2. Executive Session: Motion by Weinert, second by Thoms, passed unanimously, to enter into Executive Session for the purpose of discussing several personal, personnel, contractual and legal matters at 8:02 a.m. Motion by Buttimer, second by Thoms, passed unanimously, to exit Executive Session at 10:03 a.m.

Motion by Embrey, second by Weinert, passed unanimously, to convene the open session portion of the meeting at 10:08 a.m.

3. Approval of Agenda: Motion by Buttimer, second by Rainey, passed unanimously, to approve the Agenda as circulated, with the deletion of Item 13.3, Consideration of the Contract with Dewberry & Davis regarding the Veterans' Memorial Dam.

4. Approval of Minutes of July 10, 2004 and July 30, 2004. Motion by Thoms, second by Buttimer, passed unanimously, to approve the minutes of July 10, 2004. Motion by Thoms, second by Weinert, passed unanimously, to approve the minutes of July 30, 2004 as circulated, but include a notation that the General Manager presented a comprehensive overview of the insurance package and assign a document number.

5. Report from Orange County District 5 Supervisor:
Mr. Rich Wallace reported that construction of the A&K Germanna Heights Phase 1 development and Wilderness Shores Section 3 development will begin in a few weeks.

The new shopping center across the street from the LOW main entrance will be called Lake of the Woods Plaza, and will have about 10,000 s.f. of space for six tenants. One will be a Japanese take-out.

The Orange County Planning Director is working with LOW and the VA Department of Conservation and Recreation to consider amending the OC Floodplain Ordinance to include activity that results from the breach or failure of man-made structures (e.g., dams). At present, neither the county or state floodplain ordinance model has such language, and the floodplain manager is interested in incorporating such language into the state's model.

The Planning and Zoning office issued 96 zoning permits in July, 2004, compared with 81 permits in June of this year and 104 permits in July, 2003. They are meeting with Ryan Homes, a company interested in building homes in Orange County.

On June 8, the OC Board of Supervisors authorized a resolution in support of a YMCA proposed for the Germanna College property.
Orange County is in the process of developing a Solid Waste Management Plan which will include an integrated waste management strategy, including objectives and how to implement a program; develop strategies for funding; provide public education on source reduction and recycling, and consider public and private sector partnerships in executing the plan. Anyone interested in serving on a Committee to address these issues, or on the Orange County Litter Control Committee, is asked to call Rich Wallace at 899-9243.
The LOW Compactor site will be closed on August 12 to perform general maintenance and repairs.

6. Report from Orange County Sheriff's Office:
Sheriff Feldman reported that during the month of July there were 224 calls for service in Orange County, for a total of 13,153 year-to-date. There were 85 warrants issued (539 year-to-date ) 1070 civil papers served (6686 year-to-date), 24 transports (169 for the year), and 208 traffic summons issued. In LOW, there were 30 calls for service (166 year-to-date) and 76 civil papers served (540 year-to-date).

The Blue Ridge Narcotics Task Force continues to be effective. They have so far dismantled four meth labs, seized five illegal weapons, five vehicles, and over $30,880; made 58 arrests on drug-related charges (six of these were wanted persons), and found significant amounts of crack and powder cocaine, heroin, marijuana and ecstasy.

There were two robberies at the shopping center outside LOW this month. One occurred at the Video Club store where $1600 in cash was taken; the other was a purse snatching around 11 p.m. in the Food Lion parking lot. There are two suspects still at large in the Food Lion incident. Anyone with information is asked to contact the Orange County Sheriff's office.

LOW Security now forwards a copy of their activity report to the OC Sheriff's office, and this will prove helpful in centralizing and sharing information.

7. Report from Chief of Security:
Security Chief George Dodson reported that during the month of July, 131 traffic summonses were issued and four boat summonses, one of which was a PWC violation.

Otherwise, there was no unusual activity in LOW in July. There were 2 auto accidents, 9 dog complaints (2 barking dogs, 6 running at-large, 1 attack), 3 assists to Orange County on 911 hang-ups, 3 motorist assists, 6 assists to Fire & Rescue. There were five complaints of fireworks, two welfare checks requested, two domestic disputes, two missing bike reports (one still in possession of Security) and four arrests. Vandalism included a B&E at the Clubhouse pool, attempted damage to the back gate, and damage to a handicap sign at Sweetbriar.

8. Reports of Officers:
President Frame reported that during Executive Session several items relative to contractual, personal, personnel, legal and regulation violations were discussed, and as usual, no votes were taken.

Motion by Burnett, second by Weinert, passed unanimously, to bar the following individuals from LOW until their fines are paid in full: Kenneth Anderson, Michael Carter, Stephen Curry, RM Harris Co. Trucking, Forest Mock and Debra Walsh.
Motion by Rainey, second by Burnett, passed unanimously, to uphold the summons and suspend the fine on the appeal of Mr.Verne Dickey.
Motion by Weinert, second by Thoms, passed unanimously, to uphold the summons and suspend $100 of the $200 in fines on the appeal of Ms. Denise McNeil, contingent on the remaining $100 being paid within 60 days.
Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of Ms. Deanna Hamilton for a period of four months.
Motion by Thoms, second by Rainey, passed unanimously, to suspend the driving privileges of Mr. Russell Lee, Jr. for a period of one year.
Motion by Thoms, second by Burnett, passed unanimously, the suspend the driving privileges of Mr. Richard McLeod, Jr. for a period of one year.
Motion by Thoms, second by Weinert, passed unanimously, to suspend the driving privileges of Mr. Richard McLeod for a period of one year.
Motion by Thoms, second by Rainey, passed unanimously, to suspend the driving privileges of Mr. Daniel Wever for a period of one year.

President Lee Frame announced that he has appointed an Ad-Hoc Committee consisting of Frank Beverina, Chuck Schulle and Alan Polk, all past presidents, to study our covenants for any changes that may be deemed necessary. Specifically, they are being asked to focus on the following areas: 1) Paragraph 17, which currently addresses the "Right of First Refusal" relative to real estate sales; 2) the issue of a uniform annual assessment versus monthly or quarterly payments; 3) the responsibilities currently carried by ECC, some of which might be undertaken by other Association offices; 4) use of LOWA recreational amenities by special groups which would not constitute an associate membership; 5) covenant stipulations that govern water and sewer services; and, 6) provisions regarding the sale of certain LOWA properties. The committee will also be tasked with reviewing any appropriate, concurrent Regulation changes that may need to be made. The committee is being asked to come up with recommendations by the beginning of November. These will be reviewed by the Board and voted on separately by the Board and members.

President Frame read a copy of a letter from Governor Warner to Sen. Edd Houck relative to our dams. Governor Warner stated he has asked Secretary Murphy and Deputy Secretary Paylor to give the regulation review their personal attention.

President Frame also reported on flooding mitigation analyses conducted by the Dewberry & Davis dam engineers. He presented the results of their flooding model analyses which indicated that even with the increased outflow from the bladder modification and lowering the entire dam to create a massive spillway, the lake levels would still rise five to six feet during a 37-inch rainfall event. He stated that these results indicated to him that there does not seem to be any practical conventional method to prevent substantial lake level rise during this very rare event.

Vice President Buttimer noted that volunteers are needed on LOWA committees.
Motion by Buttimer, second by Weinert, passed unanimously, to approve the following committee changes: (D-04-55)