l\1INUT ES

BOARD OF TR UST EES MEET ING

PAPE R INDUSTR Y UN10N-IVL.\ NAGEMENT P ENSIO N FUND
held at

SAN FRANCISCO, CALIFORNfA

APRIL 26 - 29, 1998

L CALL TO ORDER: R O L L CAL L

Boyd Young, Chairman, called the meeting to order at 1 p.rn ., on Sunday, April 26, 1998. The
Chairman th en called the roll.

The T rustees present were:

Messrs. John H. Bennett, Donald L. Langham, James Murray, Mario Scarselletra, Jr., James T.
Wrigh t and Robert Stephens.

Ab sen t from the meeting :

Ms. Gayl e Sparapani.

Also presen t were:

Mr. Frank Kelly, Fund Administ rative Manager; Ms. Maria Wieck, Fund Financial Officer: Mr.
Steve Dohrmann, Fund Consultant; Messrs. Charles Maresca and Mike Kaplan of the Segal
Company ; Barry Slevin, Esq., of Slevin and Hart, P .c., Fund Cou nsel.

Also present lor a portion of the meeting was Mr. William Council of Arthur Andersen, LLP.

GOVERNMENT
EXHIBIT

GE-17
XIIl. W RI GHT VESTORS' SERVIC E

At this time Messrs. Joseph Bruno, Ken Singer and Ms. Diane Timpany entered the meeting .
Th ey reported Oil their portfolio. They advised they wo uld have no problem with 40% directed
brokerage. It wa noted that they had hired J. R. M. Financial in Washington, DC to vote their
proxies. They reviewed in det ail their proxy voting policy. The representatives of Wright asked
the Trustees to consider giving them additi onal assets to invest based on their past performance.
They were excused from the meeting . A copy of their synopsis is attached as Exhibit G.

XXIV. SEC UIUT Y ASSET MANAGEMENT

At this time Messrs . Dick Doll, Jim Taliaferro and Jacques Cattier entered the meeting. They
reviewed their report in detail. Their outlook for 1998 was a trend of sustained economic growth,
low inflation and declining interest rates remaining intact, indicating another positive year for
bond markets in 1998. The outlook for corporate profits will reduce as a result of the collapse in

the Asian economies continues to moderate. It appears that profits could surprise on the
downside in 1998. The trend of inflation remains down . Oil prices have collapsed. The
consumer price index:: is running at I - 2% at this time. If anything, deflation is a larger risk than
inflation at this time. They remain positive for the bond market in 1998. Volatility is expected to
continue due to technical market factors. Price swings should be used to adjust duration.
Portfolios should continue to hold only high quality securities. After their presentation they were
excused from the meeting. A synopsis of their performance is attached as Exhibit H.

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XX~XTV. ALLOCATION OF FUND ASSETS

In view of the restructuring of investment manager and the new investment guideli nes, it was
decided to distribute assets to the following managers:

EQUlTI' 1ANAGERS

The equity assets will be invested in the following manner:

I. Highland Capital will receive $45 million t o invest in equities.

2. Northern Tru st will receive an additional $4 5 million in the S & P 500 Index Fund.
3. Shields/Alliance will receive an additional $30 million for equity investments.
4 Wright Investors' will receive an additional $30 million upon acceptance of a new investment
manager fce schedule that is competitive with Shields and Highland Capital 1anagement.

FLXED INCOME

The fixed income was distributed as follows:

I. The Bank of New York will receive an additional $23 million.

2. Highland Capital Management will receive an additional $20 million.
3. Security Asset Management will receive an additional $23 million.

Funds for operations will no longer be withdrawn from the Bank of New York and Weaver
Barksdale portfolios, but will be taken from the four equity managers in equal amounts.

Motion was made, seconded and unanimously

adopted to approve the above distribution of assets .

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