DEPOSITION OF LYNN CHADWICK - VOL. 1
11/21/200
1 IN THE SUPERIOR COURT OF THE STATE OF CALIFORNIA
2 IN AND FOR THE COUNTY OF ALAMEDA
3 ---o0o---
4
5 DAVID ADELSON, et al.,
6 Plaintiffs,
7 -vs- NO. 814461-0
8 PACIFICA FOUNDATION, a
California Nonprofit Corporation,
9 et al.,
10 Defendants.
__________________________________/
11
12
13
14
15 DEPOSITION OF LYNN CHADWICK
16
17
18 Taken before PATRICIA TABOR
19 CSR No. 5739
20 Tuesday, November 21, 2000
21
22
23 DIABLO VALLEY REPORTING SERVICES
Certified Shorthand Reporters
24 2121 N. California Boulevard, Suite 310
Walnut Creek, California 94596
25 (925) 930-7388
1
1 I N D E X
2 DEPOSITION OF LYNN CHADWICK
3 Tuesday, November 21, 2000
4 PAGE
5 EXAMINATION BY MR. RAPAPORT 4
6
7
8
9 E X H I B I T S
10 PLAINTIFFS' PAGE
11 17 Memorandum to All Pacifica 43
Board and Staff from L. Chadwick,
12 6/11/99
13
18 Letter to P. Scott from 74
14 R. Coonrod, 9/14/98
15
19 Letter to L. Chadwick from 114
16 J. Crigle, 10/12/98
17
20 Letter to L. Chadwick from 136
18 R. Madden, 2/24/99
19
21 Notice of Meeting, 2/4/99 147
20
21
22
23
24
25
DEPOSITION OF L. CHADWICK - 11/21/00 2
1 DEPOSITION OF LYNN CHADWICK
2
3 BE IT REMEMBERED, that pursuant to Notice,
4 and on the 21st day of November 2000, commencing
5 at the hour of 11:20 a.m., in the offices of
6 SIEGEL & YEE, 499 - 14th Street, Suite 220,
7 Oakland, California before me, PATRICIA TABOR,
8 personally appeared LYNN CHADWICK, produced as a
9 witness in said action, and being by me first duly
10 sworn, was thereupon examined as a witness in said
11 cause.
12
13 ---o0o---
14
15 HUNTER PYLE, ESQ., Siegel & Yee, 499 - 14th
16 Street, Suite 220, Oakland, California 94612,
17 appeared on behalf of the Plaintiffs.
18
19 DANIEL RAPAPORT, ESQ., Wendel, Rosen, Black &
20 Dean, 1111 Broadway, 24th Floor, Oakland,
21 California 94607, appeared on behalf of the
22 Defendants.
23
24 ALSO PRESENT: Sherry Gendelman, Mary Berg,
25 Liz Johnson and Liam Kirscher.
DEPOSITION OF L. CHADWICK - 11/21/00 3
1 LYNN CHADWICK
2 sworn as a witness by the Certified
3 Shorthand Reporter, testified as follows:
4 EXAMINATION BY MR. RAPAPORT
5 MR. PYLE: Q. Would you state and spell your
6 name, please?
7 A. Lynn Chadwick, L-y-n-n C-h-a-d-w-i-c-k.
8 Q. What is your current residence address?
9 A. 1340 Milvia Street, Berkeley, California.
10 Q. Have you ever had your deposition taken
11 before?
12 A. No.
13 Q. So we're clear, let me go through the
14 basic ground rules; there's about five of them.
15 The most important is: You're sworn to tell
16 the truth under penalty of perjury just as if we
17 were in court.
18 Do you understand that?
19 A. Yes.
20 Q. Everything said by you, me and your
21 attorney will be taken down by the court reporter.
22 At the end of the deposition, she will type it
23 up in a transcript.
24 You'll have an opportunity to review that
25 transcript and make any changes that you might
DEPOSITION OF L. CHADWICK - 11/21/00 4
1 want to make. You can delete paragraphs, you can
2 add paragraphs, you can make no changes at all if
3 you would like.
4 What I need to make sure you understand,
5 though, is that I will be able to comment on any
6 changes that you make in the event that this
7 matter goes to trial.
8 Do you understand that?
9 A. (Witness nods.)
10 Q. Is that a "yes"?
11 A. Yes.
12 Q. That actually, nicely enough, brings us
13 to the third general rule which is: The court
14 reporter can't take down nods of the head or other
15 sort of non-verbal means of communication.
16 So even though it's common in everyday practice
17 for us to say "uh-huh" and "huh-uh" and nod our
18 heads and so on and so forth, I'll ask that you do
19 your best to answer with a "yes" or "no." "Yeah"
20 is fine, but those are sort of the parameters that
21 I'll ask you to operate under.
22 Is that okay?
23 A. Sure.
24 Q. You are entitled to take a break at any
25 time. So please just give me the word, and I'm
DEPOSITION OF L. CHADWICK - 11/21/00 5
1 happy to accommodate you in that regard, whether
2 it's to talk about something with your attorney or
3 to use the facilities or to get a drink of water
4 or what have you.
5 A. Okay.
6 Q. The last thing is that even though at
7 different times during the course of the
8 deposition you may have a sense of where I'm going
9 with a question, in order that we have a clear
10 record and to make sure that we preserve
11 everything that is said here, I'm going to ask you
12 to do your best to let me finish my questions,
13 even if they seem somewhat long-winded, before you
14 start to answer; okay?
15 A. Okay.
16 Q. I'll do my best to let you finish your
17 answer before I cut you off with another question;
18 all right?
19 A. All right.
20 Q. Any questions about the process?
21 A. I don't think so.
22 Q. Any reason we can't proceed here this
23 morning?
24 A. No.
25 Q. Let's start by having you tell me about
DEPOSITION OF L. CHADWICK - 11/21/00 6
1 your education after high school.
2 A. I graduated from the University of
3 Virginia in Charlottesville.
4 Q. What year was that?
5 A. '73.
6 Q. Was that a BA that you had?
7 A. Yeah.
8 Q. Did you have a particular field of study?
9 A. English literature.
10 Q. Any other formal education?
11 A. Yes. I have a Master's degree in public
12 policy from the University of California at
13 Berkeley.
14 Q. When did you receive that?
15 A. '87.
16 Q. Why don't you also tell me about your
17 employment history starting -- let's start with
18 after '87 -- let's go off the record for a second.
19 (Brief break.)
20 MR. PYLE: Q. Tell me about your employment
21 history after 1987.
22 A. I was the president of the National
23 Federation of Community Broadcasters.
24 Q. When did you start that job?
25 A. 1987.
DEPOSITION OF L. CHADWICK - 11/21/00 7
1 Q. What was the next position you held?
2 What was the next job you held?
3 A. Director of planning and operations of
4 the Pacifica Foundation.
5 Q. When did you hold that position?
6 A. It began full-time on April 1st, 1998.
7 Q. After that?
8 A. I became executive director of the
9 Pacifica Foundation on November 1st, 1998.
10 Q. Then after that?
11 A. Nothing.
12 Q. Are you currently employed?
13 A. Not in any full-time capacity in any way.
14 Q. Are you currently employed by Pacifica in
15 any fashion at all?
16 A. No.
17 Q. When was the last time you did any work
18 for the Pacifica Foundation?
19 A. Yeah, I'm glad you brought that up.
20 I was in a consulting capacity for the Pacifica
21 Foundation through September 30 of this year.
22 I ceased being executive director of the
23 Pacifica Foundation as of March 1st of this year,
24 or March 2nd; whatever the Monday was around
25 there.
DEPOSITION OF L. CHADWICK - 11/21/00 8
1 Q. Let's go back to your tenure as president
2 of -- can I refer to it as "NFCB"?
3 A. Exactly.
4 Q. Was that your first job in public radio?
5 A. No.
6 Q. What was the first position you held that
7 had anything to do with public radio?
8 A. My first paid position in public radio
9 was as managing director of Western Public Radio.
10 Q. When did you hold that position?
11 A. From '81 to '85.
12 Q. Had you had volunteer positions in public
13 radio before that?
14 A. Yes.
15 Q. What positions had you held?
16 A. I had been with the Feminist Radio
17 Network. I had a show as part of that on WPFW.
18 Q. What was that show called?
19 A. It was Sophie's Parlor/The Women's Show.
20 Q. Can you tell me a little bit about the
21 show?
22 A. We interviewed women of note and had
23 call-in segments. It was a talk show, an hour
24 long talk show on Sundays.
25 Q. How often did it run; once a week?
DEPOSITION OF L. CHADWICK - 11/21/00 9
1 A. We were on there about once a month. It
2 was a weekly program, but I only did it once a
3 month.
4 Q. Before that, had you had anything to do
5 with public radio?
6 A. No, first was with The Feminist Radio.
7 Q. What was your paid position with Western
8 Public Radio?
9 A. Managing director.
10 Q. What were your job duties in that
11 capacity?
12 A. I was in charge of the administration. I
13 taught classes, worked on grant proposals,
14 produced radio programs.
15 Q. What is Western Public Radio?
16 A. A training and studio facility,
17 non-profit training and production facility in
18 San Francisco at Fort Mason Center.
19 Q. Is it connected to National Public Radio
20 at all?
21 A. No.
22 Q. Does it have any kind of mission
23 statement or overarching purpose that you know of?
24 A. Not verbatim, but I can tell you what the
25 sense of it was.
DEPOSITION OF L. CHADWICK - 11/21/00 10
1 It was to provide studio facility space and
2 training opportunities to producers, independent
3 producers and station-based producers in the
4 public radio environment.
5 Q. Did you supervise any employees in your
6 capacity as managing director?
7 A. I worked with a couple of interns.
8 Q. How many?
9 When you say "a couple," how many do you mean?
10 A. Two.
11 Q. Between 1985, when you left Western
12 Public Radio, and 1987, when you started at NFCB,
13 did you do any work with public radio?
14 A. No, I was in graduate school.
15 Q. Did NFCB have a mission statement or an
16 overarching purpose?
17 A. Yes.
18 Q. What was that?
19 A. To support community radio stations, the
20 growth of community radio stations and the ongoing
21 operations of ongoing community radio stations,
22 particularly to bring women and minorities into
23 the field and support them in the field and
24 support the stations in the field.
25 Q. Did you supervise any employees when you
DEPOSITION OF L. CHADWICK - 11/21/00 11
1 were president of NFCB?
2 A. Yes.
3 Q. How many?
4 A. It was a three-person operation, and I'd
5 have to sit down and add up how many people over
6 the course of that time, which I have to think
7 about that for a moment.
8 I would say approximately ten over the 11 years
9 I was president, total.
10 Q. Ten total, three at any given time?
11 A. Uh-huh.
12 Q. What sorts of things did NFCB do during
13 your tenure as president?
14 A. We produced a monthly news letter.
15 We held an annual conference.
16 We did consulting in the field with stations.
17 We worked on national policy around public
18 broadcasting.
19 Q. Did you have any particular goals when
20 you began your tenure as president of NFCB?
21 MR. RAPAPORT: Besides earning a salary?
22 MR. PYLE: Yeah, if that's correct, if that was
23 even important to you.
24 THE WITNESS: Community radio is not a place
25 you go for that, right.
DEPOSITION OF L. CHADWICK - 11/21/00 12
1 Um, I worked with the board, with the
2 organization to find out what was going -- the
3 needs of the members.
4 The goals for the organization were to help the
5 stations to become stable financially, member
6 stations to become stable financially, to help hem
7 become technically up to date, and to, um, meet
8 the individual missions of the stations as they
9 were constituted.
10 MR. PYLE: Q. When you say -- when you were
11 talking about the needs of NFCB's members, are
12 individuals members of NFCB, or is it the radio
13 stations that make up the membership?
14 A. There are two categories of membership.
15 One are participant members, and those are all
16 stations.
17 The second category are associate members,
18 which are primarily college stations.
19 A handful of individuals were associate members
20 because they wanted to receive the news letter and
21 come to the conference.
22 Q. You mentioned some goals that the
23 organization had.
24 Did you have your own goals when you began as
25 president of NFCB?
DEPOSITION OF L. CHADWICK - 11/21/00 13
1 A. When I began, my first goal was to see if
2 the organization was viable.
3 Q. In what sense?
4 A. Financially.
5 Q. When you say "the organization," do you
6 mean NFCB?
7 A. Yes.
8 Q. Was it viable?
9 A. It's still around.
10 Q. Did you find it was viable at the time
11 you took over as president?
12 A. We had to do some reorganizing.
13 Q. What kind of reorganizing?
14 A. Um, we had to reduce the number of staff.
15 I think there were four staffers, four or five
16 staffers, and it was reduced to three.
17 We had to do better at collecting dues and
18 finding out from the members what services we were
19 doing that were their priorities so they would
20 continue to be members and pay dues.
21 Q. Do you feel you were successful in these
22 goals, generally speaking?
23 A. Well, the organization is still alive and
24 well, and I think that's the way I measure it.
25 Q. When did you leave NFCB?
DEPOSITION OF L. CHADWICK - 11/21/00 14
1 A. In March, full-time in March of 1998.
2 There was a short transition there while I was
3 working part-time for Pacifica and part-time for
4 NFCB while they were conducting the search for the
5 next president.
6 Q. While NFCB was conducting the search for
7 the next president?
8 A. Yes.
9 Q. When was that, approximately?
10 A. From the first of the year through March.
11 Q. Approximately how many hours a week were
12 you spending at NFCB during that period of time?
13 A. Half time.
14 Q. At the time you left NFCB, had the
15 organization gotten more successful at collecting
16 dues from its members?
17 A. Hmm, uh-huh, yes.
18 Q. How were you able to measure that?
19 A. Well, when I started, we weren't -- we
20 didn't have a good membership roster. And by the
21 time I left, we had a good membership roster and
22 didn't knew who was in arrears and who was paying
23 dues.
24 Q. How about in terms of the actual amount
25 of money that was being brought in; were you
DEPOSITION OF L. CHADWICK - 11/21/00 15
1 bringing in more money at the time you left NFCB
2 than at the time you started?
3 A. That's hard to say because the cash --
4 some years there was more money because there were
5 grants available, and, um, the budget of the
6 organization was dropping.
7 So there were good years and tough years, and
8 it continues to be like that.
9 So I think -- does that answer your question
10 well enough?
11 Q. Are you saying you don't know because
12 some years were good and some years were bad?
13 A. Yeah, some years were good and some years
14 were bad, but the organization continued to make
15 payroll and pay its expenses and maintain its
16 services to members.
17 Q. Do you remember whether 1992 was a good
18 year or bad year or neither?
19 A. I can't remember that right now, to tell
20 you the truth.
21 Q. How about 1991?
22 A. I don't remember.
23 Q. In terms of the overall membership in
24 NFCB, did that decline or increase or stay the
25 same during the time of your presidency?
DEPOSITION OF L. CHADWICK - 11/21/00 16
1 A. Because when I got there it was not clear
2 who were due-paying members and who was receiving,
3 it was very difficult to measure.
4 It was felt, I believe, that there was
5 better -- there were more members.
6 Q. When you say, "it was felt," what do you
7 mean?
8 A. That's what I'm saying.
9 When I came on, it wasn't clear who were
10 members and who were not. The membership roster
11 was unclear.
12 Q. When you cleared that up, did you find
13 there were fewer members than you thought?
14 A. It would go up and down every year
15 depending on some station's ability or willingness
16 to participate.
17 Q. At the time that you left, do you know
18 whether it was up or down or flat?
19 A. From when?
20 Q. From the time you started.
21 A. Since I don't know what the number was
22 when I started, that was the problem.
23 The membership seemed strong.
24 Q. How about actual numbers; do you not know
25 one way or the other?
DEPOSITION OF L. CHADWICK - 11/21/00 17
1 A. I don't know.
2 Q. That's a fine answer for a deposition,
3 just so we're clear.
4 If you don't know, that's a fine answer.
5 When was the first time you had any interaction
6 with Pacifica radio?
7 A. I was a volunteer when I was with the
8 Feminist Radio Network at that radio show I was
9 telling you about.
10 Q. Right.
11 After that, between then and the time that you
12 began working for Pacifica, did you have further
13 contact with Pacifica radio?
14 A. Uh-huh, yes.
15 Q. What contact did you have during that
16 period of time?
17 A. I was a listener.
18 Pacifica radio stations were members of the
19 NFCB. So I would talk to the staff, managers,
20 executive directors, et cetera, when they had
21 questions we could help them with.
22 They came to the annual conference and would
23 participate in workshops, and I would talk to them
24 about the workshops and other things associated
25 with the conference.
DEPOSITION OF L. CHADWICK - 11/21/00 18
1 Q. Did you have any personal friends that
2 were working at Pacifica during that period of
3 time?
4 A. Well, I had friends that worked at WPFW.
5 I didn't know anyone well because I was in
6 Washington, that's where the people were that I
7 knew.
8 Q. So you knew people at the station WPFW,
9 but not anyone in the national organization?
10 A. Not anything beyond professionally.
11 Q. Whom did you know professionally during
12 this period of time?
13 A. David Salniker, Mary Tilson, Pat Scott,
14 Gail Christian. I probably talked to Dick Bunce.
15 I would talk to all of them at the conference
16 because I would see everybody. I recognized them.
17 I talked to them primarily. I talked to the
18 managers of the stations.
19 Often a manager of the station -- when I came
20 on NFCB, Marita Rivero was the general manager of
21 the station of WPFW, and she was on the board of
22 directors the NFCB.
23 Later Pat Scott was on the board of directors
24 of the NFCB.
25 Valerie van Isler was on the board of directors
DEPOSITION OF L. CHADWICK - 11/21/00 19
1 of the NFCB and the manager of the station.
2 I knew Garland Gantor. I knew people whose
3 names currently escape me that were managers,
4 because I would talk to them when they came on,
5 and I met them.
6 Q. Do you recall when you met Garland
7 Gantor?
8 A. I suspect I met him at an NFCB
9 conference, probably the late 80's.
10 Q. At that time, was he associated with
11 WPFT?
12 A. KPFT.
13 Q. KPFT, excuse me.
14 A. If I met him then, it's because he was
15 associated with KPFT.
16 Q. Do you know who was the KPFA station
17 manager at the time you came on board at NFCB?
18 A. Pat Scott had recently become a manager
19 at the station -- or was it David Salniker?
20 Hold on a second.
21 No. He just moved over to the executive
22 manager. He used to be the station manager.
23 Q. So it was Pat Scott.
24 Do you know who followed her?
25 A. Marcie Lockwood.
DEPOSITION OF L. CHADWICK - 11/21/00 20
1 Q. Do you know when Pat Scott left her
2 position as general manager of KPFA?
3 MR. RAPAPORT: Objection; calls for
4 speculation.
5 I may make some objections that are not an
6 instruction for you not to answer throughout the
7 course of the depo.
8 I'll make the objections. You go ahead and
9 answer it if you can. If you can't, you know, say
10 so.
11 THE WITNESS: I believe because she went to
12 work on the national staff of Pacifica.
13 MR. PYLE: Q. How about Marcie Lockwood; what
14 happened to her, if you know?
15 MR. RAPAPORT: Objection; vague.
16 THE WITNESS: She got a different job.
17 MR. PYLE: Q. Away from KPFA?
18 A. (Witness nods.)
19 Q. Was it a volunteer severance on her part?
20 MR. RAPAPORT: Objection; no foundation.
21 THE WITNESS: I don't know.
22 MR. PYLE: Q. Who came after Marcie Lockwood?
23 A. I served in a capacity as an acting
24 manager there, because NFCB -- Pacifica hired NFCB
25 in a consultant capacity, I more or less became
DEPOSITION OF L. CHADWICK - 11/21/00 21
1 the acting interim general manager of KPFA while
2 they conducted a search to hire a manager.
3 Q. Right then after that was Nicole Sawaya;
4 right?
5 A. Yes.
6 Q. Do you recall when you met David
7 Salniker?
8 A. It would have been in the late 80's.
9 Q. It was part of your work with NFCW?
10 A. NFCB.
11 Q. NFCB, excuse me.
12 How about Mary Tilson?
13 A. The same.
14 Q. When did you meet Pat Scott?
15 A. It would have also been in the late 80's.
16 Q. How about Gail Christian?
17 A. That's hard for me to pin down, but it
18 was after she started working with Pacifica. And
19 I don't think that was until sometime in the
20 '90's.
21 Q. How about Dick Bunce?
22 A. It would have been after he became
23 associated with Pacifica, and I don't recall when
24 that was. It was late 80's, early '90's.
25 Q. Was there a particular reason that you
DEPOSITION OF L. CHADWICK - 11/21/00 22
1 began working with public radio, or a series of
2 reasons?
3 A. Uh, I was looking for something to do
4 that had the possibility of bringing literature to
5 the air.
6 I saw a 3 X 5 card at the local co-op grocery
7 store that said, "Women in radio wanted, no
8 experience required."
9 I went to find out what it was all about and
10 thus became a volunteer at the Feminist Radio
11 Network.
12 Q. Why did you think it was important to
13 bring literature to the air?
14 A. Because I was having a really hard time
15 getting published.
16 Q. You felt that if there was more
17 literature on the air, you might get published?
18 A. It gave me an opportunity to do poetry
19 and literature on the air, to interview writers,
20 women writers I wanted to meet.
21 It was personally satisfying for me.
22 Q. Why did you stay involved in it over the
23 years?
24 A. It became more and more interesting to
25 me.
DEPOSITION OF L. CHADWICK - 11/21/00 23
1 I was interested in the things that were going
2 on in the women's movement in the late 70's and
3 on. And working with the Feminist Radio
4 Collective and being on the air gave me that
5 opportunity.
6 Q. During the time that you worked with
7 Western Public Radio, were you involved in any
8 sort of panel or committee that looked at what
9 they call Arbitron ratings?
10 A. No.
11 Q. How about during your time at NFCB?
12 A. I had to learn about Arbitron ratings
13 when I was at NFCB because people were talking
14 about them in the field.
15 There's a professional or a public radio
16 listserve that publishes the Arbitron ratings for
17 public radio stations every -- every quarter.
18 I would start to see those when they would come
19 in on the listserve and just look at them that
20 way, examine them to see how stations were
21 performing under those; you know, just became
22 curious about them because people were talking
23 about them, and I wanted to understand what they
24 meant.
25 Q. When you say you had to learn about them,
DEPOSITION OF L. CHADWICK - 11/21/00 24
1 you mean you had to learn what they were and how
2 they were used?
3 A. And what they represented.
4 Q. Just generally speaking, what did you
5 learn about what they represented?
6 MR. RAPAPORT: Objection; it's overbroad.
7 MR. PYLE: Q. Can you summarize for me what
8 you learned about what they represented?
9 A. I learned a little bit about the
10 statistical process that they were created under.
11 I learned what the numbers represented
12 themselves.
13 Q. What did you learn about what they
14 represented?
15 MR. RAPAPORT: Objection; overbroad.
16 THE WITNESS: Well, there's different
17 statistics. Like AQH and TSL, and Cume.
18 MR. PYLE: Q. Other than learning about them
19 and looking over whatever Arbitron ratings that
20 would come out on the listserve you were talking
21 about, did you serve -- strike that.
22 Let me start the question again.
23 Did you serve on any committees or panels that
24 looked at using Arbitron ratings to determine how
25 well a radio station was performing?
DEPOSITION OF L. CHADWICK - 11/21/00 25
1 A. The committee I served on was convened by
2 the Corporation for Public Broadcasting with the
3 goal to find paths to helping stations continue
4 their financial survival, absent federal dollars.
5 Q. Was there a name of that committee?
6 A. I'm trying to come up with it right now.
7 It would have been something similar to the
8 Station Grant Review Committee, or something along
9 those lines.
10 MR. RAPAPORT: Don't guess. If you know, say.
11 If you don't know, say.
12 THE WITNESS: Okay.
13 MR. PYLE: Q. You're not sure?
14 A. Exactly.
15 Q. Did this committee have anything to do
16 with the Healthy Stations Project?
17 A. No.
18 Q. What was the Healthy Stations Project?
19 A. It was a project funded by CPB for the
20 NFCB to work with stations who self-identified as
21 underperforming, whatever that meant to them.
22 The goal of the project was to help them
23 improve their performance.
24 Q. Let's go back to the first committee we
25 were talking about a moment ago, the name of which
DEPOSITION OF L. CHADWICK - 11/21/00 26
1 you can't remember exactly.
2 Do you have any idea what the impetus was for
3 starting a committee that would look at how radio
4 stations could survive without federal funds?
5 A. Every year CPB, while I was at NFCB, CPB
6 would convene a group to consult with them, a
7 group representative of the field of public radio,
8 to consult with them on how CPB dollars were being
9 allocated to public radio stations.
10 In 1993 or '94, the leadership in the United
11 States congress, the majority leadership, had
12 proposed defunding public broadcasting.
13 This committee X was convened to help the field
14 cope with that.
15 Q. Was it in approximately '93 or '94 that
16 it was convened, sometime around there?
17 A. Uh-huh, I think it was, yeah.
18 Q. Do you recall approximately how many
19 people were on the committee?
20 A. 16 or 18.
21 Q. Was Pat Scott on that committee?
22 A. I think so, yes.
23 Q. Do you remember who the chair of the
24 committee was?
25 A. Well, it was convened by CPB. I don't
DEPOSITION OF L. CHADWICK - 11/21/00 27
1 know if there was a chair, per se.
2 MR. PYLE: Let's go off the record for a
3 second.
4 (Break taken, 11:50 - 12:05.)
5
6 (At this point, the deposition commenced
7 being recorded audibly by Liam Kirscher.)
8
9 MR. PYLE: Back on the record.
10 THE AUDIOGRAPHER: This is Liam Kirscher. My
11 address is 775 East Blithedale, No. 176,
12 Mill Valley, California, 94941.
13 The date today is November 21st. The time is
14 12:06.
15 The place of the deposition, Siegel & Yee
16 offices, 499 - 14th Street, Suite 220, Oakland,
17 California. Case name: Adelson, et al., versus
18 Pacifica.
19 This is the deposition of Lynn Chadwick taken
20 by plaintiffs.
21 Please identify yourselves.
22 MR. PYLE: Hunter Pyle for the plaintiffs.
23 MR. RAPAPORT: Daniel Rapaport, Wendel, Rosen,
24 Black & Dean for the defendants.
25 For the record, Liam, outside you advised us
DEPOSITION OF L. CHADWICK - 11/21/00 28
1 you're not employed by any party to this action.
2 THE AUDIOGRAPHER: That's correct.
3 MR. RAPAPORT: And you don't work for KPFA.
4 THE AUDIOGRAPHER: Correct.
5 MR. RAPAPORT: You understand the transcript
6 that you make is for the use of the parties, and
7 can't be disseminated to a person other than a
8 party before Mr. Pyle and I duke it out in court
9 should we so desire?
10 THE AUDIOGRAPHER: Yes, of course.
11 MR. RAPAPORT: I'm not waiving any rights of
12 2025 or 2025.3, but for purposes of trying to get
13 rolling, we'll go forward.
14 MR. PYLE: Thank you. I appreciate that.
15 Q. Ms. Chadwick, you were previously
16 administered an oath, and you remember that oath?
17 A. Yes.
18 Q. Before we took a --
19 MR. RAPAPORT: One other thing.
20 Whatever it costs you to make a copy of this,
21 I'll pay you for a copy, and I'll give you my card
22 right now.
23 Go.
24 MR. PYLE: Q. Before we took a break, we were
25 talking about the committee that you served on
DEPOSITION OF L. CHADWICK - 11/21/00 29
1 that had been convened by CPB.
2 A. Yes.
3 Q. Did that committee use Arbitron ratings
4 in any way or refer to Arbitron ratings?
5 A. There were several proposals on the table
6 to be used to establish the value of public radio,
7 most notably for the questions that CPB was
8 receiving from the congress. And among those
9 measurements that were discussed were Arbitron
10 ratings.
11 Q. Did the committee reach any decisions
12 with respect to Arbitron ratings?
13 A. The committee proposed -- proposed -- it
14 was the advisory committee -- advised CPB that
15 there were multiple ways to measure the value to
16 the community that they thought would be useful in
17 supporting the plea before the United States
18 congress to continue funding.
19 By the time the committee had met several times
20 and it was working on this, the congress had
21 modified its position, we were advised, from
22 totally defunding public broadcasting to providing
23 funding for one public station per market area
24 per -- so people would be able to receive one
25 signal from the station.
DEPOSITION OF L. CHADWICK - 11/21/00 30
1 MR. RAPAPORT: I have to interrupt for a
2 second.
3 I forgot one other thing we talked about on the
4 phone, so I want to put that on the record.
5 Not only will Liam hold the transcript, but you
6 will take any recording, and we've agreed that you
7 can provide it to any of the named plaintiffs in
8 this proceeding, but that it won't go any farther
9 than that without us having an opportunity of
10 notice of that sufficiently in advance for us to
11 seek a motion for a protective order.
12 MR. PYLE: That's right. We did enter that
13 agreement.
14 Q. After congress made that modification --
15 A. It was in discussion.
16 We on the committee believed collectively, the
17 committee believed that there was value to having
18 multiple services available, multiple stations
19 available to listeners.
20 We wanted to provide a way to measure the fact
21 that the community was listening and supported the
22 stations.
23 So it came out in two ways that could be shown
24 was the proposal that we put forth.
25 One was a certain number -- a certain Arbitron
DEPOSITION OF L. CHADWICK - 11/21/00 31
1 measurement, and the second was a per capita
2 financial contribution -- a certain size of
3 financial contribution that came from the
4 community that varied in size with the size of
5 that community.
6 Q. Did you personally believe that the
7 Arbitron measurements were a good way of
8 determining how popular a particular station was?
9 A. I thought that the two-level proposal was
10 a good proposal. It was two-prong.
11 Q. So taken together, that was a good way of
12 measuring how popular a station was?
13 A. I thought it was a way that would be
14 persuasive to the congress.
15 MR. RAPAPORT: I want to put an objection on
16 the record which is not -- is the beginning or the
17 genesis of an objection, that we're taking up too
18 much time with irrelevant matters.
19 You certainly are entitled to go into
20 irrelevant matters, but it appears to me we may be
21 on a track to get to burdensome and harassing time
22 frames.
23 If we spend our time talking about issues that
24 have nothing at all to do with this lawsuit, we'll
25 get into a situation where this witness' time and
DEPOSITION OF L. CHADWICK - 11/21/00 32
1 my time will be unreasonably taken.
2 So I want to alert you to my concern and ask
3 that you do your best to direct your questions to
4 things that have something to do with this case.
5 MR. PYLE: Q. Let's talk about the Healthy
6 Stations Project briefly.
7 Were you involved in that project?
8 A. Yes.
9 Q. What was your role in that project?
10 A. It was an NFCB project. I worked on the
11 proposal, and I worked on designing the project,
12 and I worked with some of the stations in certain
13 portions of that project.
14 Q. Was there a committee of people that was
15 responsible for implementing the project?
16 A. We had staffers of the NFCB and sometimes
17 consultants.
18 Q. Did the project advocate using Arbitron
19 ratings to determine how popular a station was in
20 a particular area?
21 A. No.
22 Q. We've talked a little bit already about
23 your relations with CPB before you started at
24 Pacifica.
25 Other than what we've talked about, were there
DEPOSITION OF L. CHADWICK - 11/21/00 33
1 any individuals at CPB that you worked with
2 closely before you came to Pacifica?
3 A. I knew several people at CPB.
4 One of my jobs, one of the components at NFCB
5 was to work with CPB on behalf of the stations at
6 NFCB.
7 Q. Whom did you know at CPB?
8 Is there a lot of people?
9 A. There are a lots of people.
10 Q. Let me ask you specific names.
11 Did you know Richard Madden?
12 A. Yes.
13 Q. Did you know Robert Coonrod?
14 A. Yes.
15 Q. Can you tell me just briefly how you got
16 to know Richard Madden?
17 A. Richard Madden is now the vice president
18 for radio at CPB, and he worked at radio at CPB in
19 various capacities. So I would -- he convened --
20 he was the convener of those committees that
21 happened sometimes, so he would convene those
22 meetings.
23 He was also worked on several components of
24 public radio funding to public radio stations
25 through CPB, and I would talk to him in that
DEPOSITION OF L. CHADWICK - 11/21/00 34
1 capacity.
2 Q. How about Mr. Coonrod?
3 A. He's the president and CEO of CPB.
4 He was formally the chief operating officer,
5 and I would meet him at places when he came into
6 committee meetings and introduced himself.
7 Q. You mentioned already that you had served
8 on a committee with Pat Scott?
9 A. Yes.
10 Q. And that you knew her professionally
11 through events that NFCB would put on?
12 A. Yes.
13 Q. Is there any other way you got to know
14 her prior to you coming to Pacifica?
15 A. We were professional colleagues. I think
16 sometimes -- she was on the board of directors of
17 NFCB, and I knew her in that capacity, too.
18 Q. Let's jump forward to your tenure at
19 Pacifica.
20 You told me before that your -- I thought you
21 told me before that your first job at Pacifica was
22 as director of planning and operations.
23 Is that true?
24 A. That's true.
25 Q. Did you hold any other position with
DEPOSITION OF L. CHADWICK - 11/21/00 35
1 Pacifica prior to that?
2 A. Uh, I was contracted out by NFCB to work
3 for Pacifica as the interim acting general
4 manager, but I was not employed by Pacifica at
5 that time. I was employed totally by NFCB.
6 Q. When did that begin and when did that
7 end?
8 A. It began roughly in July of '97 and ended
9 I think it was December 30th of '97.
10 Q. How was it that you came to work at
11 Pacifica as the interim manager?
12 A. Uh, Marcie Lockwood and Dick Bunce came
13 over to NFCB and asked me for a meeting and said,
14 "We need help because we've had two major
15 resignations at the station, the general manager
16 and the program director, and can you help us
17 out?"
18 Q. Then what happened, to the best of your
19 understanding?
20 A. Then I took it up with the board of NFCB,
21 because we had done consulting work before.
22 I said, "This is a member station. They need
23 some help. We're in the area."
24 Carol Pierson, was also working with me at
25 NFCB, was also working part-time for KPFA in the
DEPOSITION OF L. CHADWICK - 11/21/00 36
1 capacity of program director. Then --
2 Q. Then was --
3 A. -- then Pacifica contracted with NFCB for
4 our services.
5 Q. And you were chosen?
6 A. Uh-huh.
7 MR. RAPAPORT: That was affirmative?
8 THE WITNESS: Yes.
9 MR. PYLE: That was affirmative.
10 Q. When did you actually accept that
11 position, the position with KPFA; do you remember?
12 A. It would have been sometime in July, I
13 believe.
14 The whole conversation took place over a few
15 weeks. I don't know exactly.
16 Q. What was your intent at the time you
17 accepted the position with KPFA and Pacifica in
18 terms of returning to NFCB?
19 A. It was a full intent. I thought that I
20 would be at KPFA helping them out for six weeks or
21 a couple of months.
22 Q. When did you first realize that it wasn't
23 just going to be six weeks or a couple of months?
24 A. Probably six weeks or a couple months
25 into it, when I was advised that they needed to
DEPOSITION OF L. CHADWICK - 11/21/00 37
1 continue the search process. It was taking longer
2 than they hoped.
3 Q. Were you told anything regarding -- were
4 you told anything with respect to whether you
5 might be offered the position of permanent general
6 manager of KPFA at the time that you accepted this
7 interim position?
8 A. I remember saying early on that I was not
9 interested --
10 MR. RAPAPORT: Keep asking questions.
11 THE WITNESS: -- in being the manager of KPFA.
12 MR. PYLE: Q. When did you say that?
13 A. I suspect in the first meeting we had.
14 Q. Did that ever change?
15 A. No.
16 Q. In other words, you never wanted to be
17 general manager --
18 A. No.
19 Q. -- of KPFA?
20 A. No.
21 Q. What were your job duties as interim
22 general manager?
23 A. Whatever needed doing.
24 Q. Then after that, you became director of
25 planning and operations?
DEPOSITION OF L. CHADWICK - 11/21/00 38
1 A. Yeah.
2 Q. Do you know whether or not that was a new
3 position when you were offered it?
4 A. I don't know if the title had existed
5 before.
6 Q. Did anyone ever tell you that they were
7 creating a new position?
8 A. No.
9 Q. Do you know whether the position had
10 existed with a different title before you got it?
11 A. I don't know that.
12 Q. What was the process by which you became
13 the director of planning and operations?
14 A. Um, I received a phone call.
15 I was not -- I was in Washington, D.C. at the
16 time on family business, and I received a phone
17 call from Pat who asked me if I would be
18 interested in applying for a position with
19 Pacifica.
20 I said, um, "I need to think that over."
21 Q. Did you think it over?
22 A. Yes.
23 Then I talked to her and found out what the
24 responsibilities were, what she was looking for in
25 terms of skills I had, skills she wanted.
DEPOSITION OF L. CHADWICK - 11/21/00 39
1 Q. What did she tell you in terms of the
2 responsibilities that you would have, if anything,
3 as director of planning and operations?
4 A. Well, she told me that she thought that I
5 could help implement the long -- the strategic
6 plan that Pacifica was developing and had been
7 working on developing over several months or years
8 before that time, and that's what she wanted me to
9 help with.
10 Q. Anything else?
11 A. And other tasks as assigned.
12 Q. How about hiring and firing employees?
13 A. I didn't think I would have -- no.
14 Q. Did she tell you anything more about what
15 job duties you would have, other than what you
16 have told me?
17 "She" meaning Pat Scott.
18 A. Probably, but I don't have any details in
19 my mind right now.
20 Q. What was the next step in terms of the
21 process by which you obtained this position?
22 A. I submitted a resume.
23 Q. Was that to Pat Scott you submitted it?
24 A. Um, to Pat Scott or to Mary Tilson, her
25 assistant.
DEPOSITION OF L. CHADWICK - 11/21/00 40
1 Q. What was the next step?
2 A. I was interviewed by Pat and by Dick
3 Bunce.
4 Q. Then what happened?
5 A. I think there were some other things that
6 happened behind the scenes that I did not know
7 about; probably other people were consulted.
8 MR. RAPAPORT: Don't --
9 THE WITNESS: I'm sorry. I'm speculating.
10 MR. RAPAPORT: That's right. Now you know what
11 you're doing wrong.
12 Just tell him what you know.
13 MR. PYLE: Q. Do you know that other people
14 were consulted behind the scene?
15 A. No.
16 Q. Why do you think --
17 A. Because time passed.
18 Q. How much time passed?
19 A. A few weeks.
20 Q. Time passed after the interview and when
21 they told you?
22 A. Uh-huh.
23 Q. A few weeks after the interview, did they
24 tell you you were being offered the position?
25 A. Uh-huh, uh-huh.
DEPOSITION OF L. CHADWICK - 11/21/00 41
1 MR. RAPAPORT: Three "uh-huh's" in a row.
2 THE WITNESS: I need flash cards, "Say yes."
3 MR. PYLE: Q. Who conveyed to you that you
4 were being offered the position?
5 A. Pat Scott.
6 Q. Do you know whether the position had been
7 publicly posted before you were interviewed?
8 A. No, I don't.
9 Q. Did you ever see it publicly posted
10 anywhere?
11 A. I don't recall.
12 Q. Do you know if anyone else was
13 interviewed for the position?
14 A. No.
15 Q. Between your initial conversation with
16 Pat Scott about the job and the time they offered
17 you the job, did you have any other conversations
18 about your job duties in that capacity?
19 A. I don't recall.
20 Q. How about when they offered you the job;
21 did anyone sit down with you and say, "Here's what
22 you're going to be responsible for"?
23 A. Absolutely.
24 Q. Who did that?
25 A. Pat gave me a job description.
DEPOSITION OF L. CHADWICK - 11/21/00 42
1 Q. Did she sit down with you and talk about
2 it?
3 A. Yeah.
4 Q. What was your understanding of what your
5 job duties were going to be?
6 MR. RAPAPORT: It's a little overbroad, but go
7 ahead.
8 THE WITNESS: To work with the Pacifica
9 stations to implement the strategic plan.
10 MR. PYLE: Q. Anything else?
11 A. Other tasks as assigned.
12 Q. Anything else?
13 A. (Witness shakes head.)
14 Q. How about hiring and firing; were you
15 given any responsibilities in terms of hiring --
16 A. No.
17 Q. -- and firing?
18 MR. RAPAPORT: Try to let him finish the
19 question.
20 THE WITNESS: Thank you.
21 MR. PYLE: Let's have this marked as next in
22 order.
23 (Document marked Plaintiff's
24 Exhibit 17 for identification.)
25 MR. PYLE: Q. Why don't you take a look at
DEPOSITION OF L. CHADWICK - 11/21/00 43
1 that and let me know when you're done?
2 A. I've got to find my glasses. I'm sorry.
3 Yes.
4 Q. Do you recognize this document?
5 A. Yes.
6 Q. Can you tell me what it is?
7 A. It's a memo I sent out because there were
8 a lot of new names, and I wanted people to know
9 who they were.
10 Q. And it's dated June 11, 1999; correct?
11 A. Uh-huh.
12 Q. Is this a true and accurate copy of what
13 you sent out at about that time?
14 A. It looks like.
15 Q. Good.
16 Let me turn your attention to the name of Gene
17 Edwards.
18 Do you recall how Gene Edwards came to be
19 working for Pacifica?
20 A. Yes.
21 Q. How did he come to work for Pacifica?
22 A. There was -- I had a concern and the
23 executive committee of the board had a concern
24 that we have a human resources person on the
25 staff.
DEPOSITION OF L. CHADWICK - 11/21/00 44
1 So we started looking around for various people
2 to do that, and decided, as a first step, to hire
3 a short-term specialist while we organized the
4 job.
5 Q. When you say "we," whom are you referring
6 to?
7 A. I guess I'm using -- me.
8 Q. You decided --
9 A. In consultation with the national
10 office's staff and the executive committee of the
11 board.
12 Q. So did you actually make the decision to
13 hire Gene Edwards?
14 A. Yes.
15 Q. Did you do any background research on
16 Mr. Edwards before you hired him?
17 MR. RAPAPORT: Objection; vague.
18 You mean did she read the resume, or did she
19 hire the FBI or CIA operatives to check him out?
20 MR. PYLE: Q. Did you do any research at all
21 on Mr. Edwards before you hired him?
22 A. I examined a resume, and I interviewed
23 him.
24 Q. Do you know what company he worked for
25 prior to his short-term assignment with Pacifica?
DEPOSITION OF L. CHADWICK - 11/21/00 45
1 A. He worked for several large companies
2 around the country.
3 Q. Do you remember which?
4 A. Actually, I don't right now.
5 Q. Does the name IPSA ring a bell?
6 A. I've read something about that on the
7 E-mails that I received.
8 MR. RAPAPORT: That wasn't the question.
9 The question is --
10 THE WITNESS: Does it ring a bell?
11 MR. RAPAPORT: As being an entity that this
12 fellow worked for.
13 THE WITNESS: No, I had no idea he was
14 associated with that.
15 MR. PYLE: Q. Did you know one of Gene
16 Edward's specialties was resolving difficult
17 situations involving termination of employees?
18 MR. RAPAPORT: Objection; no foundation.
19 MR. PYLE: Q. Is that something you were aware
20 of at the time you hired him?
21 A. I knew that he worked with some companies
22 that had down-sized.
23 Q. What role did you see Mr. Edwards playing
24 at Pacifica for the period after which you hired
25 him?
DEPOSITION OF L. CHADWICK - 11/21/00 46
1 A. I wanted him to review the personnel
2 files of Pacifica and to make sure they were
3 complete, and to provide assistance to any of the
4 managers that had human resource questions.
5 Q. What do you mean when you say "complete"
6 in reference to the personnel files?
7 A. Pacifica has a national office, and then
8 there's several stations.
9 I wanted to make sure that all the stations
10 were maintaining -- um -- had good records on
11 their employees.
12 Q. When you mentioned personnel issues at
13 the different stations, did you have anything in
14 particular in mind when you hired him?
15 A. No.
16 Q. Were there any personnel issues at the
17 different stations that needed resolution?
18 A. No.
19 When I say "issues," it was more about managers
20 wanting to talk about rewriting job descriptions,
21 or what needed to be in their files to be
22 complete; that sort of thing.
23 Q. How many employees did the Pacifica
24 Foundation have at the time you hired Gene
25 Edwards?
DEPOSITION OF L. CHADWICK - 11/21/00 47
1 A. About a hundred.
2 Q. Did Mr. Edwards review each of the files
3 of those 100 employees?
4 MR. RAPAPORT: Objection; calls for
5 speculation.
6 THE WITNESS: He started on that task.
7 MR. PYLE: Q. Do you know whether he finished
8 or not?
9 A. I don't believe he ever finished it.
10 Q. How long did he work for Pacifica?
11 A. Some, approximately six months.
12 Q. How much was he paid for his work at
13 Pacifica?
14 A. Approximately -- I think he was paid as a
15 consultant, approximately, at the per annum rate
16 of around $50,000. I don't recall exactly.
17 Q. During that six-month time, was he
18 working full-time, half-time, quarter-time?
19 A. Full-time.
20 Q. Other than reviewing the personnel files,
21 are you aware of any other service that he
22 actually provided to Pacifica during the six-month
23 period that we've been talking about?
24 A. Shortly after Gene was hired, the
25 activity of the Pacifica Foundation became
DEPOSITION OF L. CHADWICK - 11/21/00 48
1 unusual.
2 He assisted me in a variety of capacities
3 during the crisis that occurred at KPFA.
4 Q. How did he assist you?
5 A. Everything from escorting me when I was
6 advised that my personal safety was in danger,
7 just whatever needed doing.
8 Q. Can you think of anything else besides
9 escorting you that he actually did?
10 A. Sure.
11 He actually helped -- he was trying to help
12 manage the operations at KPFA.
13 Q. So what did he do?
14 A. He would go in the station and see if
15 there was any work that needed to be done or any
16 connection with the national office that needed to
17 happen and talk to employees and try to manage
18 things to keep the station going and Pacifica
19 going.
20 Q. Was he some kind of acting interim
21 manager during this period of time?
22 MR. RAPAPORT: "Some kind of acting manager" --
23 you mean, did he assume the duties of that, or did
24 he get the title?
25 MR. PYLE: Let's start with the duties.
DEPOSITION OF L. CHADWICK - 11/21/00 49
1 THE WITNESS: He was on site when I was out of
2 town acting in that capacity.
3 MR. PYLE: Q. When was this that he was acting
4 in this capacity?
5 A. Well, I know I was out of town the end of
6 June for a board meeting.
7 Q. Did he cease to act in that capacity once
8 Garland Gantor came up from Texas?
9 A. He might have ceased before that when I
10 was back in town.
11 Q. You said he worked for approximately six
12 months for Pacifica?
13 A. Uh-huh.
14 Q. When did he start those six months?
15 A. Well, I'm refreshed by reading this memo
16 that he started that week in June.
17 Q. So he worked for Pacifica up through
18 about December?
19 A. Uh-huh, yes.
20 Q. When was it that KPFA went back on the
21 air after the lock-out and the station was shut
22 down?
23 MR. RAPAPORT: I'll object to your
24 characterization as a "lock-out," but you can say
25 the station "shut down."
DEPOSITION OF L. CHADWICK - 11/21/00 50
1 THE WITNESS: From the time the station -- the
2 doors were closed.
3 MR. PYLE: Q. When did the station go back on
4 the air after it had been shut down?
5 A. It went back on the air broadcasting from
6 the Berkeley facility in early August, I believe.
7 Q. So what did Gene Edwards do between early
8 August and December of 1999?
9 A. He was working on the personnel records
10 and helping station managers who had questions
11 about personnel matters.
12 Q. Did he submit any kind of report to you
13 regarding the personnel records?
14 MR. RAPAPORT: Written or oral, any kind of
15 report?
16 MR. PYLE: Let's start with written.
17 THE WITNESS: I don't recall a written report.
18 MR. PYLE: Q. Did he give you an oral report?
19 A. Yes.
20 Q. How many times?
21 A. We had staff meetings approximately once
22 a week.
23 Q. What did he tell you about the personnel
24 files; what sorts of things did he tell you about
25 the personnel files?
DEPOSITION OF L. CHADWICK - 11/21/00 51
1 MR. RAPAPORT: Objection; overbroad.
2 Go ahead.
3 THE WITNESS: Where they were located, whether
4 we had copies in the national office or at the
5 stations; his plans to visit some of the stations
6 and help them and review the records; things he
7 thought we should include in our employee records;
8 recommendations for improvement on our human
9 resources functions.
10 MR. PYLE: Q. When you say he assisted station
11 managers with human resource issues during this
12 period of time --
13 A. Uh-huh.
14 Q. -- what specifically did he do?
15 A. He helped them write position
16 descriptions.
17 He went to a couple of conferences to do some
18 recruiting.
19 Q. Was the position that you hired Gene
20 Edwards into ever posted publicly?
21 A. I don't recall that; no.
22 Q. Was a job description for Mr. Edwards
23 ever written up?
24 A. We did have a written agreement on it, I
25 believe.
DEPOSITION OF L. CHADWICK - 11/21/00 52
1 Q. You had a written agreement with him?
2 A. Uh-huh.
3 Q. Did that set forth his job duties?
4 A. I believe so.
5 Q. You said that you decided to hire him
6 after consulting with certain individuals.
7 With whom did you consult prior to hiring
8 Mr. Edwards?
9
10 (Whereupon Sherry Gendelman arrived at 12:38)
11
12 A. My staff, the executive committee on the
13 board, people in the field, I believe to get ideas
14 for people.
15 Q. Whom on the executive committee?
16 A. The entire committee.
17 Q. Did you present the name of Mr. Edwards
18 to the executive committee as someone that you
19 wished to hire?
20 A. I don't recall that.
21 Q. How did you discuss him with the
22 executive committee?
23 A. I discussed the fact that they had told
24 me that that was a position that they wanted to
25 see filled, and how was I going to fill that.
DEPOSITION OF L. CHADWICK - 11/21/00 53
1 I gave them a proposal of bringing in a
2 consultant to help define the task, the job and
3 then look for a long-term solution.
4 Q. When you say "they," who are you
5 referring to?
6 A. The executive committee.
7 Q. The entire committee?
8 A. Uh-huh.
9 Q. Did you negotiate Mr. Edwards' salary
10 with Mr. Edwards directly?
11 A. Yes.
12 Q. Did anyone else participate in that
13 negotiation besides you?
14 A. No.
15 Q. How did you arrive at his salary of
16 approximately $50,000 a year?
17 A. From looking at what the field was
18 paying, and what we could afford to pay.
19 Q. What did you do to determine what you
20 could afford to pay?
21 A. I looked at the budget of the
22 organization.
23 Q. Was there a line item in the budget for a
24 human resources specialist?
25 A. Not at that time -- that's not true.
DEPOSITION OF L. CHADWICK - 11/21/00 54
1 It had been discussed. We had had a person on
2 the staff in terms of -- Mary Tilson had been
3 acting to some degree in a human resources
4 capacity.
5 Q. So you think there might have been a line
6 item for a human resources specialist?
7 A. There was some salary allocated for that
8 purpose.
9 Q. Did Ms. Tilson cease her responsibilities
10 in that regard when Gene Edwards came on board?
11 A. Mary had left the organization some
12 months before he came on board.
13 MR. PYLE: Let's take a break.
14 (Break taken 12:41 - 12:58.)
15 THE AUDIOGRAPHER: We're back on the record at
16 12:58.
17 MR. PYLE: Q. Ms. Chadwick, directing your
18 attention back to Plaintiff's 17, the first name
19 on the list is Marie Acosta Ponce.
20 Do you recognize that name?
21 A. Yes.
22 Q. Do you remember who made the decision to
23 hire Marie Acosta Ponce?
24 A. Uh, Cheryl Garner-Shaw and I did.
25 Q. What were Ms. Ponce's job duties?
DEPOSITION OF L. CHADWICK - 11/21/00 55
1 A. She was responsible for the grants to the
2 national organization.
3 Q. Was her job posted before she was hired?
4 A. Yes.
5 Q. Do you recall what her salary was?
6 A. No.
7 Q. Where was her job posted?
8 A. I don't recall all the places it was
9 posted.
10 Q. What was the process by which you and
11 Cheryl Garner-Shaw decided to hire Ms. Ponce?
12 A. It was a budgeted item, and it was
13 vacant.
14 Q. Did you interview different individuals
15 for that position?
16 A. I interviewed a few finalists with
17 Cheryl. Cheryl interviewed more people than I
18 did.
19 Q. Backing up for a minute to Mr. Edwards,
20 you said he was responsible for reviewing the
21 personnel files.
22 Do you know whether he actually removed
23 anything from any personnel files of Pacifica
24 employees?
25 A. I don't believe so.
DEPOSITION OF L. CHADWICK - 11/21/00 56
1 Q. Did he ever tell you that he was removing
2 something from someone's file?
3 A. No.
4 Q. Let's go down to Elan Fabbri; do you
5 recognize that name?
6 A. Yes.
7 Q. Was Elan Fabbri hired by Pacifica
8 Foundation?
9 A. Yes.
10 Q. In what capacity?
11 A. As the national communications director.
12 Q. What were her job duties in that
13 capacity?
14 A. To provide internal and external
15 communications.
16 Q. Who made the decision to hire Elan
17 Fabbri?
18 A. I did.
19 Q. Did you consult with anyone before doing
20 that?
21 A. I don't believe so.
22 Q. Was her position posted before she was
23 hired?
24 A. Yes.
25 Q. Where was it posted?
DEPOSITION OF L. CHADWICK - 11/21/00 57
1 A. In several places. I don't recall all of
2 them, but they were -- there were some places we
3 regularly posted jobs throughout the field and in
4 the area for people in the Bay Area.
5 Q. Like where?
6 A. I think we used -- there's a non-profit
7 organization, news letter for non-profits, and
8 that's one that I recall. I can't recall all the
9 places we posted it.
10 Q. What is that news letter called?
11 A. I don't recall the name of it. It might
12 come to me later.
13 Q. I'd appreciate it if you tell me if it
14 does come to you.
15 A. I'll make a note. It will come to me.
16 Q. Did you interview anyone besides Elan
17 Fabbri for that position?
18 A. Yes.
19 Q. How many people did you interview?
20 A. At least two or three other people.
21 Q. Was it just you that interviewed them, or
22 were there other people involved?
23 A. Cheryl Garner-Shaw also assisted in the
24 interviews.
25 Q. What was Elan Fabbri's salary?
DEPOSITION OF L. CHADWICK - 11/21/00 58
1 A. I don't recall.
2 Q. Was that a budgeted position?
3 A. Yes.
4 Q. How about Cheryl Garner-Shaw, did you
5 make the decision to hire her as national
6 development director?
7 A. No.
8 Q. Who did?
9 A. She was on staff. When I came on staff
10 as operations and policy, she was already on staff
11 when I came.
12 Q. Now when you were hired by Pacifica
13 initially, did you have an understanding of what
14 Pacifica's mission was?
15 A. Yes.
16 Q. What was your understanding of what
17 Pacifica's mission was at the time you were hired?
18 A. Pacifica had five radio stations and a
19 national programming service.
20 The purpose was to operate five stations and
21 run the national programming service and maintain
22 an archive.
23 Q. Was it part of Pacifica's mission to
24 maintain self-sustaining radio stations?
25 MR. RAPAPORT: You mean, again, her
DEPOSITION OF L. CHADWICK - 11/21/00 59
1 understanding of the mission?
2 MR. PYLE: Correct.
3 MR. RAPAPORT: All these questions have to do
4 with your understanding.
5 THE WITNESS: Well, Pacifica needs to sustain
6 itself, and it is -- so the organization needs to
7 be self-sustaining collectively.
8 MR. PYLE: Q. Is that part of its mission, to
9 be self-sustaining?
10 A. Well, in order to be an organization, it
11 has to be sustaining.
12 Q. I'm not trying to quibble with you.
13 A. I'm having a little hard -- maybe we're
14 not understanding each other here.
15 Q. Okay.
16 Well, Pacifica has a mission statement --
17 A. Yes.
18 Q. -- right?
19 And listed in that mission statement, is one of
20 Pacifica's missions to maintain self-sustaining
21 radio stations?
22 A. I don't recall that term.
23 Q. Is one of Pacifica's mission to promote
24 the full distribution of information?
25 MR. RAPAPORT: Just to clarify, I'd appreciate
DEPOSITION OF L. CHADWICK - 11/21/00 60
1 if your questions would repeat "her understanding"
2 so we're a clear record.
3 MR. PYLE: Okay.
4 Q. To the best of your understanding, is
5 another one of Pacifica's mission to promote the
6 full distribution of information?
7 A. Yes.
8 Q. To the best of your understanding, is
9 another one of Pacifica's missions to promote
10 freedom of the press?
11 A. Yes.
12 Q. Is another one of Pacifica's missions, to
13 the best of your understanding, to create an
14 independent funding base?
15 A. Yes.
16 Q. Has Pacifica's mission changed at all
17 during the period of time in which you have been
18 an employee of the Pacifica Foundation?
19 A. No.
20 Q. Now, did NFCB have a mission?
21 A. Yes.
22 Q. Was NFCB's mission different from
23 Pacifica's?
24 A. Yes.
25 Q. How is it different from Pacifica's?
DEPOSITION OF L. CHADWICK - 11/21/00 61
1 A. NFCB is a membership organization of many
2 different stations, licensed to many different
3 entities.
4 Q. What is its purpose for existing, to the
5 best of your understanding?
6 A. To support those stations in achieving
7 their individual missions and to encourage
8 community radio in the United States.
9 Q. During the course of your tenure at
10 Pacifica, the bylaws with respect to how governing
11 board directors are elected have changed.
12 Is that an accurate statement?
13 MR. RAPAPORT: I'll object. It calls for a
14 legal conclusion, there's no foundation, it's
15 overbroad.
16 THE WITNESS: I don't think the election
17 process has changed.
18 MR. PYLE: Q. Have the bylaws with respect to
19 the election of directors changed, the actual
20 written bylaws?
21 A. With respect to election --
22 Q. -- of directors.
23 A. No.
24 Q. This is a copy of something that has
25 already been introduced as an exhibit. It's
DEPOSITION OF L. CHADWICK - 11/21/00 62
1 marked as -- for the record, it's already been
2 introduced as Exhibit 8-F, what you're looking at
3 there.
4 Are you familiar with the Pacifica Foundation's
5 bylaws?
6 A. Yes.
7 Q. Did you have any occasion to observe the
8 process by which local advisory boards nominated
9 and elected directors prior to September of 1997?
10 MR. RAPAPORT: I'll object. It assumes --
11 there's no proper foundation for it.
12 You said, "nominated and elected."
13 It assumes that local station advisory boards
14 elected members directly to the board, also it's
15 vague on that point.
16 You can ask her if she observed the process and
17 ask her to describe the process.
18 MR. PYLE: Okay.
19 Q. Did you have any occasion to observe the
20 local advisory boards in the process of nominating
21 and/or electing directors to the governing board
22 prior to September of 1997?
23 A. No.
24 Q. Do you have any understanding of how the
25 process worked prior to 1997 with respect to how
DEPOSITION OF L. CHADWICK - 11/21/00 63
1 local advisory boards would nominate and/or elect
2 members of the governing board?
3 A. My understanding is that local advisory
4 boards would submit nominees to the governing
5 board, and then the governing board would act to
6 elect or not elect those members to the board.
7 Q. What is that understanding based on?
8 A. It's based on observing the board in
9 action, and in my role being given assignments by
10 the board.
11 Q. When you say "observing the board in
12 action," are you talking about observing it prior
13 to September of 1997?
14 A. No.
15 Q. Okay.
16 A. I guess -- I'm not trying to be
17 difficult.
18 Q. My question is time specific, so let me
19 state it again.
20 A. Yes.
21 Q. Do you have an understanding of how the
22 process worked with respect to local advisory
23 boards nominating and/or electing directors prior
24 to September of 1997?
25 A. Based on reading the bylaws or based
DEPOSITION OF L. CHADWICK - 11/21/00 64
1 on --
2 MR. RAPAPORT: He's saying based on anything.
3 MR. PYLE: Q. Based on anything.
4 A. Yeah, yes.
5 Q. All right.
6 Is your understanding what you said a few
7 moments ago about L.A.B.s nominating and the
8 governing board voting?
9 A. Yes.
10 Q. What is that understanding based on?
11 A. That I talked to staffers when I was a
12 staffer in 1998 saying -- asking how this was
13 happening, and being advised this is our process;
14 that nominees are forwarded, and somehow having to
15 put together packages for the board to look at
16 nominees.
17 Q. This was after September of 1997;
18 correct?
19 A. Yes, yes.
20 Q. So --
21 A. So I want to find out what the practice
22 had been prior to that so I could continue
23 operating.
24 Q. So you spoke to members of your staff
25 about the process?
DEPOSITION OF L. CHADWICK - 11/21/00 65
1 A. Yes.
2 Q. Whom did you speak to about it?
3 A. Um, they weren't my staff in early 1998,
4 but speaking to the national staff, Pat Scott,
5 Dick Bunce, Mary Tilson.
6 Q. These were all conversations you had
7 after September of 1997; correct?
8 A. Uh-huh.
9 Q. Other than your conversations with Pat
10 Scott, Dick Bunce and Mary Tilson, was your
11 opinion about how the election procedure worked
12 based on anything else?
13 A. I talked to board members who served
14 prior to that period as well, and were serving on
15 the board at the time.
16 Q. Whom did you speak to?
17 A. People on the Nominating Committee or the
18 board. I think it's called the Board Development
19 Committee.
20 Q. Whom did you speak to on the Nominating
21 Committee?
22 A. Or the/Board Development Committee.
23 David Acosta, who is the chair of that
24 committee.
25 Q. Anyone else?
DEPOSITION OF L. CHADWICK - 11/21/00 66
1 A. I talked to Roberta Brooks. I don't know
2 if she was on that committee, but she had a long
3 history with the organization.
4 Q. Did any of the people you spoke to tell
5 you that the governing board had ever debated
6 whether or not to elect an individual who was
7 nominated by a local advisory board?
8 A. I understood that they had talked about
9 nominees;
10 That it was the course of practice to get
11 resumes from nominees, and board members would
12 talk to them;
13 That the committee would discuss the nominees
14 as a committee.
15 Q. So your understanding was that one of the
16 committees you mentioned would actually discuss,
17 meaning the Nomination or the Board Development
18 Committee, would actually discuss the L.A.B.
19 nominated directors substantively?
20 A. Yes.
21 Q. Of the people whom you have spoken about,
22 can you tell me who, if anyone, told you that,
23 that exact bit of information?
24 If you can't, you can't, but I need to know if
25 you can.
DEPOSITION OF L. CHADWICK - 11/21/00 67
1 A. That is what I was given to understand.
2 Q. Who gave you to understand that?
3 A. I think, I believe it was Roberta and
4 David Acosta, at least.
5 Q. Now, to the best of your understanding,
6 has that process changed since September of 1997?
7 A. The process of reviewing nominees and
8 then the board electing them?
9 Q. By which directors are elected to the
10 governing board.
11 A. No.
12 Q. It hasn't changed at all?
13 A. The process of reviewing nominees?
14 Q. Yes.
15 A. Uh-huh. Oh, let me say it right.
16 No, no, nothing has changed.
17 Q. To the best of your understanding, how
18 are governing board members elected right now?
19 MR. RAPAPORT: You mean station board, station
20 board nominees, or at-larges?
21 MR. PYLE: I mean any. I mean any.
22 Q. What are the different ways?
23 A. The board communicates with L.A.B.s and
24 asks for nominees.
25 The Board Development Committee also looks for
DEPOSITION OF L. CHADWICK - 11/21/00 68
1 nominees and has a general solicitation for
2 nominees.
3 Resumes are accepted and different board
4 members, depending on their geographic location,
5 meet with nominees.
6 Q. If a local advisory board currently wants
7 to nominate a director to the governing board,
8 what is the procedure that they follow?
9 MR. RAPAPORT: Objection; no foundation.
10 Go ahead.
11 THE WITNESS: They would ask a national office
12 staffer or a board member, or they would convey a
13 resume -- resumes are the only documents I've
14 seen -- to the board who in turn would turn it
15 over to the Board Development Committee for their
16 review and consideration.
17 Then names are offered at board meetings, and a
18 vote is taken.
19 MR. PYLE: Q. Do local advisory boards
20 currently have to submit nominations through the
21 Board Development Committee, to the best of your
22 understanding?
23 A. They don't have to submit it to the
24 Nominating Committee, but it somehow goes to the
25 nominating -- or the Board Development Committee,
DEPOSITION OF L. CHADWICK - 11/21/00 69
1 that's the task of that board.
2 Q. Can local advisory boards present
3 nominees directly to the governing board directly
4 for vote, to the best of your understanding?
5 MR. RAPAPORT: Objection; no foundation.
6 THE WITNESS: Are you referring to at a board
7 meeting, or conveying the nominee's name to the
8 governing board?
9 I'm sorry. I don't mean to be --
10 Q. That's okay. That's another rule of
11 deposition. It's my burden to ask a clear
12 question.
13 If you don't understand a question, I
14 appreciate you telling me you don't.
15 My question to you, under the present bylaws,
16 if a local advisory board wants to nominate a
17 director to the governing board, can they submit
18 that nomination directly to the governing board
19 for a vote on that individual, or do they have to
20 submit it, or does that nomination have to go
21 through the development committee?
22 A. All the nominees are going through the
23 Development Committee, to the best of my
24 knowledge, right now.
25 Q. Is the Development Committee free to
DEPOSITION OF L. CHADWICK - 11/21/00 70
1 reject a nomination from a local advisory board
2 under the current system?
3 MR. RAPAPORT: Objection; calls for a legal
4 conclusion, no foundation.
5 THE WITNESS: Can you repeat that question?
6 MR. PYLE: Sure.
7 Q. Is the Board Development Committee free
8 to reject a director nominated by one of the local
9 advisory boards under the current system?
10 MR. RAPAPORT: Same objections.
11 THE WITNESS: My knowledge is the Board
12 Development Committee forwards nominations to the
13 board.
14 MR. PYLE: Q. Under all circumstances?
15 A. That is the way the board was operating
16 through the period I was executive director. So I
17 don't know what's gone on, frankly, in the last
18 several months.
19 Q. Let me ask you about the time that you
20 were executive director. Let me ask it in sort of
21 a hypothetical.
22 If a local advisory board nominated someone
23 that the Board Development Committee found totally
24 reprehensible for whatever reason, could the
25 Development Committee tell the advisory board, "We
DEPOSITION OF L. CHADWICK - 11/21/00 71
1 voted on this person, and we rejected them"?
2 MR. RAPAPORT: Objection; calls for a legal
3 conclusion. It's also vague.
4 Do you mean they could render their opinion to
5 the national board, or they could preclude the
6 national board from even considering the nominee?
7 MR. PYLE: Q. They could refuse to bring that
8 individual before the national board for a vote.
9 MR. RAPAPORT: I'll withdraw my vagueness
10 objection.
11 THE WITNESS: I believe so.
12 MR. PYLE: Q. Now, prior to September of 1997,
13 isn't it true that the local advisory boards could
14 nominate directors directly to the governing board
15 without having to go through the Board Development
16 Committee?
17 A. I don't know the answer to that.
18 Q. Were you present at the Pacifica
19 Foundation meeting in September of 1997?
20 A. Yes --
21 Q. Okay.
22 A. -- at portions of the meeting.
23 Q. In what capacity were you present at that
24 meeting?
25 A. As the acting interim general manager of
DEPOSITION OF L. CHADWICK - 11/21/00 72
1 KPFA.
2 Q. To the best of your understanding, were
3 the Pacifica Foundation bylaws, with respect to
4 the election of directors, modified in any way at
5 the September 1997 Pacifica meeting?
6 A. I know there was a conversation about it.
7 I wasn't totally clear on what was going on
8 because I had not been to a meeting prior to that,
9 and there was a lot of reference to previous
10 things, and I wasn't following it closely.
11 Q. So you don't know?
12 A. Right.
13 Q. Prior to that meeting, had you heard any
14 discussion of modifying the Pacifica Foundation
15 bylaws with respect to the election of directors
16 to the national board?
17 A. I knew there was some conversation about
18 it, but I didn't know any of the particulars.
19 Q. I will represent to you that it appears
20 as though there was an amendment to the Pacifica
21 bylaws at that meeting.
22 Now, do you have any information regarding who
23 proposed changes to the bylaws with respect to how
24 directors were elected prior to the September 1997
25 meeting?
DEPOSITION OF L. CHADWICK - 11/21/00 73
1 A. No.
2 MR. PYLE: Let's have this marked as next in
3 order.
4 (Document marked Plaintiff's
5 Exhibit 18 for identification.)
6 MR. PYLE: Q. Why don't you take a look at 18,
7 and let me know when you're done.
8 MR. RAPAPORT: Are you sure it's not 19 -- oh,
9 no. I'm sorry. It's 18.
10 THE WITNESS: Yeah.
11 MR. PYLE: Q. Have you ever seen this document
12 before?
13 A. Yeah.
14 Q. This is a letter to Pat Scott from Robert
15 Coonrod dated September 14, 1998.
16 Have you ever discussed this letter with Pat
17 Scott?
18 A. Yep.
19 Q. How many times?
20 A. Several.
21 Q. When was the first conversation you had
22 about this letter with Pat Scott?
23 A. After she received it, probably near the
24 date she received it.
25 Q. What was your capacity at Pacifica at
DEPOSITION OF L. CHADWICK - 11/21/00 74
1 that time?
2 A. I was the, um, director of planning and
3 operations.
4 Q. What did Pat Scott tell you during that
5 conversation?
6 A. I don't know what she told me.
7 I think we talked about what did that mean, to
8 Pacifica; what did it mean to Pacifica when this
9 letter came.
10 Q. Did you talk about CPB's concerns as
11 articulated in this letter?
12 A. Yeah.
13 Q. What did you talk about with respect to
14 those concerns?
15 A. We talked about the fact that, um, the
16 people sitting on the local advisory boards
17 simultaneously on the governing board, it looked
18 like we would -- unless that changed, we would
19 lose CPB financial support.
20 Q. Did you talk about any other concerns at
21 CPB had raised?
22 MR. RAPAPORT: Objection; vague.
23 THE WITNESS: I don't think in the conversation
24 about this letter; I don't recall that.
25 MR. PYLE: Q. Did you talk about the process
DEPOSITION OF L. CHADWICK - 11/21/00 75
1 by which local advisory boards nominated and/or
2 elected directors to the governing board in that
3 conversation?
4 A. Uh, I don't recall that as being the
5 focus of the -- I don't recall that as being the
6 focus of the conversation.
7 Q. Do you recall that coming up in the
8 conversation?
9 A. No.
10 Q. Did Pat Scott ever express concern to you
11 about the way that local advisory boards nominated
12 and/or elected directors to the governing board?
13 A. No.
14 Q. When was the next conversation you had
15 with Pat Scott about this letter?
16 MR. RAPAPORT: Do you mean after the first
17 conversation?
18 MR. PYLE: Correct, not before the first
19 conversation.
20 THE WITNESS: Uh, I don't recall. I know that
21 there was a board meeting coming.
22 MR. PYLE: Q. Do you remember another
23 conversation you had with Pat Scott about this
24 letter?
25 A. I'm sure we talked about it several
DEPOSITION OF L. CHADWICK - 11/21/00 76
1 times; I just don't recall.
2 Q. Who was present during that first
3 conversation that you had with Pat Scott about
4 this letter?
5 A. Well, it's an open office that we had,
6 and there were several people in the room.
7 I don't know if anybody was paying attention to
8 the conversation, but the national office staff at
9 the time was there.
10 Q. Do you mean that they were surrounding
11 you doing other tasks?
12 A. I think so, I think so. It was a pretty
13 informal conversation.
14 Q. Did you ever discuss Exhibit 18 with Mary
15 Berry?
16 A. Yes -- no -- wait. I'm trying to get the
17 years right here.
18 Yes -- I don't -- yes.
19 Q. When did you discuss Exhibit 18 with Mary
20 Berry?
21 A. When we were preparing for the board
22 meeting.
23 Q. Which board meeting?
24 A. The board meeting that was coming up
25 in -- I believe it was in -- I'm trying to
DEPOSITION OF L. CHADWICK - 11/21/00 77
1 remember. I may be getting my years off now.
2 This is where I start getting confused.
3 I think we were preparing materials for the
4 board meeting.
5 Q. For the next board meeting?
6 A. Which was in October sometime that year.
7 Q. Do you recall where you were when you had
8 this conversation with Mary Berry?
9 A. I suspect it was on the telephone, and I
10 was in the Berkeley office.
11 Q. Was anyone else on line with you at that
12 time?
13 A. I don't recall.
14 Q. What did you say to Mary Berry during
15 that conversation about this letter?
16 A. There may have been others on that.
17 It may have been -- I don't know.
18 I said we received this letter, and I'm sure
19 she had seen it by then, and that I wanted to make
20 sure that the right committee had this letter, and
21 that it needed to be discussed by the board at
22 that meeting.
23 Q. What did she say in response?
24 A. It was put on the agenda and referred to
25 a committee. That was the substance of what
DEPOSITION OF L. CHADWICK - 11/21/00 78
1 happened.
2 Q. Did you discuss the substance of the
3 letter?
4 A. Yeah.
5 Q. Did you discuss whether or not the CPB
6 was correct in its conclusions?
7 A. Yes.
8 Q. What did you talk about in that regard?
9 A. We talked about, uh, what did -- we had
10 the booklet from CPB that had recently updated its
11 guidelines, and I made sure every board member
12 would have a copy of the CPB certification
13 requirements booklet;
14 And that the board would have to make a
15 decision whether they were going to deal with the
16 letter or not;
17 And it would be a board decision to be taken up
18 at that meeting;
19 And that could provide the board members with
20 all the relevant information that I could gather,
21 which involved getting copies of that
22 certification requirements book from CPB and
23 distributing it to board members.
24 Q. Was there anything else said about this
25 letter at that board meeting that you can recall?
DEPOSITION OF L. CHADWICK - 11/21/00 79
1 A. I don't recall anything else.
2 Q. How about June Makela; did you have any
3 conversation about this letter with June Makela?
4 A. I probably did.
5 Q. Do you remember any?
6 A. Yeah, we talked about what it would mean
7 to the foundation to continue or not to continue
8 to receive funds through them, through the CPB.
9 Q. When did this conversation take place?
10 A. I think there was a conversation before
11 the board meeting.
12 Q. Is that in person?
13 A. I don't think so. I didn't see June
14 until at the meeting. I imagine it was by
15 telephone.
16 Q. When you say, "before the board meeting,"
17 do you mean the October board meeting?
18 A. Uh-huh.
19 Q. Is that a "yes"?
20 A. Yes. I'm sorry, that was a "yes" in a
21 glass of water.
22 Q. Other than Mary Berry, June Makela and
23 Pat Scott, prior to the October 1998 board
24 meeting, did you discuss this letter with anyone
25 else?
DEPOSITION OF L. CHADWICK - 11/21/00 80
1 A. I probably discussed it with other board
2 members.
3 Q. Can you remember anyone you talked about
4 it with?
5 A. I don't remember specifically, but it was
6 a letter of great concern to board members.
7 Q. Now as far as you know, was Exhibit 18
8 the first written communication between CPB and
9 Pacifica in which CPB expressed concern about the
10 structure of Pacifica's governing board?
11 A. I believe that when CPB sent out the
12 revised booklet, Station Grant Requirements, that
13 had gone out sometime in the preceding summer,
14 that Pat had written something asking for
15 clarification, but I believe -- I don't know that
16 I have seen that letter.
17 MR. PYLE: Counsel, can we have a stipulation
18 that if that letter exists, that it will be
19 produced?
20 I think it's clearly responsive to our document
21 requests.
22 MR. RAPAPORT: Yes, if you have a copy of it or
23 any idea when it's dated, or any information that
24 would help us in finding it, please provide it and
25 it will make it easier to search.
DEPOSITION OF L. CHADWICK - 11/21/00 81
1 MR. PYLE: Q. Do you recall when that letter
2 might have gone out?
3 A. (Witness shakes head.)
4 Q. Is that a "no"?
5 A. Oh, that's a "no."
6 Q. Do you have a specific recollection
7 sitting here today of seeing that letter?
8 A. No.
9 Q. So --
10 A. I know it was a big concern when the
11 booklet came out clarifying CPB rules that several
12 stations, in my capacity working at the NFCB, were
13 concerned about this.
14 Q. Let me ask you one more question, and
15 we'll take a break because we're actually seven
16 minutes over:
17 Other than a possible letter from Pat Scott,
18 are you aware of any other communications from CPB
19 to Pacifica regarding its concerns with respect to
20 Pacifica's governing board structure?
21 A. No.
22 MR. PYLE: Let's go off the record.
23 THE AUDIOGRAPHER: We're going off the record
24 at 1:37.
25 ///
DEPOSITION OF L. CHADWICK - 11/21/00 82
1 (Lunch break taken, 1:37 - 2:10.)
2
3 THE AUDIOGRAPHER: We're going back on the
4 record at 2:10.
5 MR. PYLE: Q. All right, Ms. Chadwick, let's
6 get back to Exhibit 18.
7 If you could direct your attention to the
8 second sentence of the first paragraph, in which
9 it says --
10 A. Oh, telephone, right.
11 Q. Right.
12 It represents that Pat Scott telephoned to ask
13 what, if any, effect this -- referring to the
14 revised communications act requirements -- may
15 have for Pacifica.
16 Did Pat Scott ever tell you that she had called
17 Robert Coonrod to talk about the revised
18 requirements?
19 A. Now that I read that paragraph, I guess
20 that's why I characterized the communication
21 earlier as a letter. It must have been a
22 telephone call.
23 Q. Did she ever express to you anything
24 during that telephone call?
25 A. I think she asked what was relevant from
DEPOSITION OF L. CHADWICK - 11/21/00 83
1 their certification grants, that's what it is.
2 I think that sentence represents the substance
3 of that telephone call.
4 She told me she called with a concern or
5 communicated.
6 I misspoke and said it was a letter.
7 Q. Could you direct your attention to the
8 fourth paragraph on the first page?
9 It's the one that begins, "Based upon my
10 understanding."
11 A. Uh-huh.
12 Q. Then it states, second paragraph states:
13 "If it is true that a majority of
14 members making up Pacifica's governing
15 board are also members of Pacifica
16 station community advisory boards, that
17 makes it also possible for the two to
18 remain distinct and independent."
19 A. Yeah.
20 Q. Did you discuss that language at any time
21 with Pat Scott during the conversation you
22 mentioned before?
23 A. Yep.
24 Q. Did you discuss what you might do to
25 resolve CPB's concern with respect to the
DEPOSITION OF L. CHADWICK - 11/21/00 84
1 structure as set forth in paragraph 4 of Exhibit
2 18?
3 A. I don't believe so. I think that we -- I
4 realized it was going to be a board issue.
5 Q. Let me ask you this:
6 Directing your attention to that sentence I
7 just read, assuming that Mr. Coonrod's
8 interpretation of the law is correct, if Pacifica
9 had prohibited governing board members from
10 simultaneously sitting on both the governing board
11 and the local advisory board, in your opinion,
12 would that have resolved the concern raised in
13 paragraph 4 of Exhibit 18?
14 MR. RAPAPORT: Objection; it calls for a legal
15 conclusion, and it also calls for speculation as
16 to what Mr. Coonrod might be thinking.
17 THE WITNESS: I know that that was the problem.
18 MR. PYLE: Q. That was the problem?
19 A. That was the problem or a problem -- at
20 least a problem, if not the problem.
21 Q. So, as I said before, in your opinion, if
22 Pacifica had simply said, "Look, you can't be a
23 member of the governing board and a local advisory
24 board at the same time," in your opinion, would
25 that have resolved the problem?
DEPOSITION OF L. CHADWICK - 11/21/