Pursuant to notice duly given, a meeting of the Michigan State Fair Authority was brought to order by Mr. Mark T. Gaffney, newly appointed Chairman, on this date, beginning at 1:40 PM, in the Administration Building, Conference Room, at the Michigan State Fairgrounds, 1120 W. State Fair Avenue, in Detroit.

Elaine Driker, Former Director, Detroit Orientation Institute @ WSU (via Conf. Call)

APPROVAL OF MINUTES

The minutes of the meeting held on June 16, 2005 were reviewed. ON MOTION BY Mr. Deeb, supported by Mayor Porter, and carried, the minutes were approved as written.

CHAIRMAN’S COMMENTS

President Mark Gaffney expressed how honored he is to have been appointed as Chairman of this State Fair Authority Board. Chairman Gaffney stated that he looks forward to working with this Board of Directors and he believes there are great opportunities for this year’s Fair as well as for the future of the State Fair.

MANAGER’S REPORT

Mr. Hertel thanked Mr. Gaffney for agreeing to take on this new task and responsibility as the Chairman of the State Fair Authority Board. He added that Mr. Gaffney also demonstrated a great labor of love and strong support for the Fair during the time he served on the Wood-McInerney Commission on the Future of the Fair.

2005 STATE FAIR PLANNING – Mr. Hertel distributed copies of the 2005 Michigan State Fair concert line-up. He stated that this information has now been made public to the media, therefore he encouraged the authority members to share the entertainment list with their family and friends. He then gave a brief overview of the nightly entertainment schedule.

Mr. Hertel reported that “Dierks Bentley” who was recently the lead star on Good Morning America, and who just had his album go platinum, will perform at the Fair on the Opening Day, inside the Coliseum on our main stage. “Boys II Men” will perform on Thursday, August 11^th, followed by hip-hop artist “T.I.” on Friday, August 12^th. A talent show by “Galaxy Entertainment” will be featured in the Coliseum on Saturday, August 13^th. Top country vocalist from Westland, Michigan, “Josh Gracin”, who was a divisional winner on last season’s “American Idol”, will perform at the Fair on Sunday, August 14^th. The Coliseum main stage will be dark on Monday, August 15^th, no concert will be held. Mr. Hertel reported that on Tuesday, August 16^th, the Fair will feature an “Elvis Presley Fest” that will include an Elvis look-a-like contest, Elvis karaoke events, and a tremendous Elvis display called “The King’s Ransom” with over 500 items on display that were once owned by The King. Mr. Hertel stated that there would also be a special Elvis impersonator performing that evening in the Coliseum. “Z.Z. Top”, who has not performed in the metro Detroit area for over six years, will perform at the Fair on Wednesday, August 17^th. “Brian McKnight” who sung the National Anthem at the All-Star Basketball Game is scheduled for Thursday, August 18^th. The popular hip-hop group “The Game” will perform on Friday, August 19^th and the very famous, high quality performers, “The Impressions” will present a concert on Saturday, August 20^th. Alice Cooper will perform the closing day of the Fair, Sunday, August 21^st. Mr. Hertel stated that Alice Cooper has performed at the Fair three different times over the last eleven years and each time he has brought a standing-room-only performance.

Mr. Hertel stated that there would not be any advance sale on concert tickets as we wouldn't want to sell-out any of the shows and have people show up at our gates hoping to get concert tickets that we sold out days in advance. Mr. Hertel stated that we will sell tickets the day of the performance only and it will be on a first-come/first-serve basis. The Coliseum concert box office will open at the same hour the State Fair gates open daily @ 10:00a.m. The doors of the Coliseum will open approximately one hour before each nightly concert. Mr. Hertel was happy to report that we were able to book these great acts with less money than our entertainment budget allowed.

Mr. Hertel distributed a list highlighting the various activities that would take place at “Horse Power Heaven”. He indicated that this name had been chosen to draw attention to this new location of scheduled automotive related activities. Most of the events held at Horse Power Heaven are free of charge activities, but there will be a small admission fee of $2 and $4 included to view the midget car racing activities that will take place during the last three days of the annual Fair. Mrs. Driker questioned how late the races would run during the evening hours. Mr. Hertel indicated that it has been agreed that all of the races each day would conclude by 8:00 p.m. and he assured everyone that no loud or additional sounds would be heard throughout the surrounding neighborhoods as a result of the midget car races.

Mr. Hertel distributed a copy of the Baseline Report newsletter produced by the Eight Mile Boulevard Association, which features an article on this year’s 2005 Leadership Luncheon. The luncheon was held at the newly opened Joe Dumar’s Fieldhouse located at the State Fair. Over 700 guests attended this highly successful event.

Mr. Hertel took a moment to remind everyone of the Opening Day Ribbon Cutting & Parade activities, as well as the scheduled events to take place on Governor’s Luncheon Day. Mr. Hertel was happy to report that Mr. J.L. Hudson Jr., whose family provided this land to the State of Michigan, has accepted our invitation to cut the ribbon on Opening Day. The Opening Day activities will begin at 12 Noon on Wednesday, August 10^th and the Board of Director’s were asked to arrive at the Fairgrounds by 11:30 a.m. or earlier. The Governor’s Day Sponsorship Reception and Luncheon, followed by the Junior Livestock Auction will take place on Wednesday, August 17^th, beginning at 11:00 a.m. Mr. Hertel stated that the Sponsor’s Reception would take place inside the Coliseum and the Authority Board will be invited to have a group photo taken with the Governor. Immediately following the reception the group will walk right next door to the North Food where the luncheon is scheduled to begin at Noon. Dr. Coon questioned how long the Board members would be needed to attend both days of activities. Mr. Hertel stated that the Opening Day events normally last for approximately one hour and there’s usually media coverage from all of the main television networks that come out and air a special segment of our Opening Day ceremonies on their Noon Day News “live” from the Fairgrounds. He stated that the activities scheduled for Governor’s Day would begin at 11:00 a.m. and will conclude somewhere around 2 or 2:30 p.m. Mr. DeCock questioned what the attire would be for these events. It was suggested that because the Board would in front on the Dias and would be introduced to all of the guests at the Governor’s Day Luncheon and then with all of the media coverage on Opening Day, suit and ties, and business wear was the suggested attire for both days. Mr. Hertel invited the Board members to feel free to use the Administration offices to change into something more comfortable for a day at the Fair at the conclusion of these special activities.

Mr. Hertel was happy to report that some of the budget that we would use for television advertising was utilized this year to purchase, at a bargain basement price, nine billboards located throughout the metro area. Mr. Hertel shared with the Board four small versions of the State Fair billboards. He distributed a list of the nine sites where the billboards are located and stated that already because of the numerous calls that he has received, he knows these billboards have received a lot of attention. He added that the billboards are certainly a step up for us in terms of quality and how we advertise the Fair.

Mr. Hertel invited the Board members to stop by the east corner of the Coliseum, on Blue Ribbon Blvd., and view the four murals being created for this year’s State Fair. Mr. Hertel reported all of the murals are being produced by a group called the “Letterheads”. The murals are all very close to being complete. He was pleased to report that the Letterheads have donated not only their services but have also donated all of the materials needed to complete this wonderful project. The murals represent four historical events that took place at the Michigan State Fairgrounds in Detroit: 1849 – The first Michigan State Fair. 1905 – J.L. Hudson donates the grounds to the Michigan State Fair. 1936 – Seabiscuit wins the Governor’s Cup at the State Fair. 1951 – The first NASCAR Race at the Michigan State Fair, in Detroit.

Mr. Hertel reported that the Letterheads have also donated all their time, talent and materials to produce two new I.D. signs for the Fair, free of charge. These two signature signs are being hand-craved on limestone and will be placed at the main entrance of the Fair on Woodward Avenue and the second will be placed in front of the Administration Building.

Mr. Hertel was pleased to report that even with the economy not being very good at this time, we are within $22,000 of our sponsorship goal for the 2005 Fair. He added that we should consider ourselves to have made a very good accomplishment, when we consider how Michigan has the highest unemployment rate in the nation and then we consider the one time only competitors such as the All Star Baseball Game and the Super Bowl Game that drew sponsorship dollars away from us. Mr. Hertel reported that although it will be very difficult, we intend to reach our sponsorship goal over the next few weeks. A list of the 2005 Sponsors was distributed to the Board members. Mr. Hertel was happy to point out that Ed Deeb, President of Michigan Food and Beverage & Michigan Business and Professional Association made a very nice financial contribution and is included among the list of 2005 Michigan State Fair Sponsors. Mr. Hertel stated that although the Ford Motor Company, Kellogg and the Gerber Company did not agree to sponsor the 2005 Fair, there are many other great companies that should be celebrated and recognized for their generous support.

Mr. Hertel stated that we have been contacted by letter and by phone call by the Detroit Department of Transportation regarding a grant which their department received four years ago and would now like to use for the enhancement and expansion of the bus terminal located on State Fair property. Mr. Hertel stated that we know for a fact that the bus terminal is on Fair property and we also know that there was once a lease agreement in place between the State Fair and the predecessors of transportation programs and the City of Detroit a long time ago. Mr. Hertel added that, as far as we are concerned, the lease arrangement is not enforceable because the monies that were to be rendered annually to the State Fair have been not paid for numerous decades. Mr. Hertel stated that he has offered to them an opportunity to come in and talk with us because first, we would like to maintain a bus transportation service at the Fairgrounds and secondly, it would be a very positive thing if there were a way to enhance the area. Mr. Hertel stated that the first problem we face is that they have already indicated that they want more land and for us land is always an issue, especially during the annual Fair and with the new lease arrangements being developed. Mr. Hertel stated that he would keep the Board members fully aware of what takes place at his meeting with the Detroit Dept. of Transportation and he would bring back all of the information to the Board before any agreements would be made.

Mr. Hertel asked the Board members to consider sending a resolution to the Department of Agriculture regarding the circumstances with the Michigan Grape and Wine Industry Counsel. Mr. Hertel stated that we should express in the resolution how very disappointed we are and how we feel it is not right that after we have supported and allowed the Grape & Wine Counsel to use our State Fair name and logo for year’s on their special printings and invitations, they have decided to no longer participate in the Michigan State Fair. Mr. Hertel stated that this decision came after we asked them for more participation by holding their wine judging and awards presentation at the Fair, like the various livestock groups and the variety of exhibitors in the Community Arts section. The Grape & Wine Counsel chose to continue holding their presentation of awards in Lansing. He added that this broken relationship is not healthy for the State of Michigan or for the Department of Agriculture. Mr. Hertel stated that he would also like to recommend that a resolution be sent to the Commission on Agriculture regarding having the commodity groups financially contribute and participate in the Fair. He stated that over the previous Fairs, Jeff Haarer and Phil Korson with the Cherry Commission, were both very helpful in bringing in monies from the various commodity groups to help offset the cost of the Governor’s Day Luncheon. Mr. Hertel expressed how disturbing both of these two situations are and he hopes that a resolution will be sent to the Department of Agriculture and to the Commission on Agriculture. He stated that because the State Fair puts so much focus on being an Agricultural Fair, he feels it is only right that Agriculture would be highly involved and financially supportive to the Fair.

Elaine Driker questioned whether or not the appointment of Director Mitch Irwin to the Michigan Department of Agriculture would provide us any help in these matters. Mr. Hertel stated that Director Dan Wyant did a good job of directing Jeff Haarer and involving others but Director Wyant was in the process of leaving the department and Director Irwin was not there yet. Mr. Hertel stated that he strongly feels the resolution should be sent and more of the concerns should be addressed to the Department and to the Commission on Agriculture and not to the Director who has been hired by the Commission.

Dr. Coon suggested that before we pass a resolution asking them what are they going to do, perhaps we can invite representatives from the different groups to come in and meet with us to discuss how we can create a better partnership.

Mr. Deeb questioned whether or not the Michigan Grape and Wine Counsel is involved in any other aspects of the Fair. Mr. Hertel stated that they are presently holding their awards presentation @ MSU in Lansing and are no longer involved with the Fair in any way. Mr. Deeb and the Authority members all agreed to make themselves available to meet with the Commodity groups at the conclusion of the Governor’s Day Luncheon events on Wednesday, August 17^th. Mr. Hertel suggested that the Board could adjourn to a meeting room in the east end of the Coliseum at the conclusion of the luncheon.

GOLF DOME & ENTERTAINMENT PROJECT – Mr. Hertel reported that numerous meetings have taken place regarding the new Golf Dome and Entertainment Project. He stated that with full participation from the Attorney General’s office, the Department of Management & Budget, himself and representatives of the potential lease group, we have now reached a point where the final draft of the contract is being looked at for corrections and/or additions. Mr. Hertel reported that before all parties have formally signed the lease, he would first make sure that it is brought to the Board members several days in advance for their final approval and review of the details. He added that once the Board has the lease in their hands they can feel free to share it and discuss the contents of it with whomever they would like to share it with.

Mr. Hertel stated the Golf Dome lease arrangement is a multi-dimensional lease and covers all of the requirements of State Law and it meets all of the State Fair’s requirements in terms of saving money and creating revenue for the Fair. The Golf Dome lease stated the lease will assume all of the expenses related to maintenance, repairs, and security and the Fair will receive numerous days throughout the year to utilize the facility for promoting the Fair, raising funds for the Fair, or for community good-will activities.

Mr. DeCock questioned who has the final authority concerning the Golf Dome lease agreement. Mr. Hertel stated that the MI State Fair Authority is the final authority. He added that he did all of the initial negotiations with the Golf Dome group regarding what would be best for the Fair and the Attorney General’s office served as legal advisors and counsel. He stated the Attorney General’s office and the Department of Management and Budget have all been very helpful throughout the lease details and he hopes to bring the final draft before the Board in September.

NEW LEASE PROJECT: The meeting was turned over at 2:36 p.m. to Charlie Murray and Cory Jacobson of Phoenix Theatres who made a presentation regarding the construction of a seven screen drive-in movie theatre at the Michigan State Fairgrounds in Detroit.

A Letter of Intent was distributed to each of the Board members. The letter outlined and stated Phoenix Theatres’ interest in altering and renovating the State Fair property for the operation of a motion picture drive-in movie theatre. Mr. Jacobson stated that he was the former district manager for the United Artist Theatres and he has been in the movie business for 26 years. Mr. Murray stated that he has been in the movie business for the last 11 years. Mr. Jacobson gave a brief overview of the history of the drive-in movie theatres. He stated that he and Mr. Murray have opened two movie theatres in the metropolitan area. They opened their first theatre at Belle-Aire Movies on Eight Mile Road four years ago. This theatre was first an AMC Movie Theatre. Mr. Jacobson stated that having a strong desire to start up their own business and eventually move away from United Artist, he and Mr. Murray came up with the idea of doing a seven screen drive-in movie theatre. Mr. Jacobson stated how they first looked at the large numbers being brought in by the Ford-Wyoming Drive-in movie and the fact that this movie theatre is the busiest drive-in movie in North America. He added that their drive-in movie concept is be very interesting because no other company has built a drive-in movie theatre from scratch that has the great components that he and Mr. Murray believes it should have.

Mr. Jacobson offered a very detailed list of some of the components that would be included in the seven screen movie theatre project. An 8,000 square foot modernized concessions building, parking provided for approximately 1,500 car spaces, movie screens that vary in size but not more than 60’ in width and 30’ in height with a ramping system in place to keep the various movie screens separated in viewing. Mr. Jacobson added that in the past speakers on poles were used, but today’s technology allows for the sound to come right through your FM radio station. He stated that this also creates a more private movie experience. Mr. Jacobson stated that the drive-in movies would close for business during the time of the annual State Fair and the Fair’s parking circumstances would not be affected in any way as a result of the seven screen movie theatre. Mr. Jacobson explained how with today’s technology, the quality and presentation of the movies on screen have become much more elegant and attractive. Mr. Jacobson stated that also they would like to include a golf course and a small children’s play area in this project.

Mr. Jacobson stated the buildings at the Ford-Wyoming movie theatre are the original buildings and were constructed in the 1940’s or 1950’s, when it opened as a single screen theatre. Mr. Jacobson said that what the Ford-Wyoming Theatre and other drive in movies have done is started cutting up the field and adding a movie screen here and there, which leaves the customers in a position to simply turn their head this way or that and watch more than one movie at the same time. Mr. Jacobson stated that the Belle-Aire Movie theatre was once, operated as a drive-in movie theatre by Tom and Fred Goldberg. Likewise the Goldberg’s started the West-River theatre as a drive-in movie. Later these two men saw an opportunity to tear down the drive in movie theatre and build a shopping center complex with the various Target Stores, Toys-R-Us and other retailers. Mr. Jacobson stated these guys made more money in the shopping center business than they ever did as movie theatre operators. Mr. Jacobson noted that the Belle-Aire theatre is only five miles east of the Fairgrounds and prior to the Ford-Wyoming theatre being the only drive-in movie theatre, Belle-Aire was the busiest movie theatre in North America. Mr. Jacobson stated a lot of the big drive-in movie theatres were housed on 10 to 12 acres of land, which lent itself very nicely to a shopping center but not necessarily offering enough space to develop a multi-screen movie theatre. Mr. Jacobson shared with the Board how the DVD and Video movie industry is now equipped and able to produce a lot more product than was available twenty years ago. Mr. Jacobson stated the name of the game at this time is the number of films you can put on the screen and the variety of product and he added that most of the smaller facilities just were not able to offer this. Mr. Jacobson displayed a drawing that highlighted the concepts of the seven screen movie theatre that he and Mr. Murray had initially developed for a site in Van Buren Township, which is owned by Dick Sloan. The project took off well but then the City of Van Buren thought that the project may not be the best idea for the area because of the housing and residential developments being created in the area. At that same time, an opportunity came up at the Belle-Aire Movie theatre.

A discussion was held at length regarding the seven screen movie theatre project. Mr. Jacobson then invited the Board a time for questions and comments. Elaine Driker questioned whether or not the surrounding neighbors would hear the sounds coming from the movie theatre, also she questioned whether or not the light from the movie screens would be able to shine brightly through anyone’s home window or if people driving by on the side of the road would be able to watch the movie from the streets. Byna Camden questioned the show times and how late the nightly movies would run and what months the movies would be open throughout the year. Questions were also raised concerning the ratings of the movies that would be shown on the movie screens at the Fairgrounds. Mr. DeCock questioned whether or not wording would be included in the final lease agreement that stated that the leasee would not be permitted to transfer the lease to anyone without the final approval of the State Fair Authority Board. Mr. Jacobson said this was a very reasonable request and would be included. Discussion was held regarding creating sound barriers, ratings of the movies and how to enforce sound regulations on those who violate the rules. Mayor Porter stated that a standard has been set in Ferndale concerning the level of noise that will be tolerated in the City. Chairman Gaffney stated that he literally lives a few blocks away from the Ford-Wyoming Drive-In Movie Theatre and he has never experienced any sounds leaking into his home or neighborhood as a result of the movies or the movie-goers.

ON MOTION BY Mayor Porter, supported by Mr. Deeb and carried, the State Fair Director was given the authority to move ahead on the negotiations with the Phoenix Theatre group. Mrs. Driker asked for an amendment to the motion to have the Fair Director make sure that the final lease agreement would include the following items: Prohibition against X-rated movies, sound barriers will be structured along State Fair Avenue and management will have the ability to enforce sound limitations and regulations to all who attend the drive-in movie theatre. The Motion passed unanimously.

Elaine Driker invited Mr. Jacobson and Mr. Murray to come and speak to her Palmer Woods Board of Directors. She stated that although she would not be returning to Michigan for another ten days, she would be in contact with the Phoenix group.

OLD BUSINESS

There was No Old Business to Report.

NEW BUSINESS

Mr. DeCock suggested choosing a Vice Chair for the Board and asked if this item could be considered as an agenda item for the next meeting of the Board.

PUBLIC COMMENTS

Various members from the public expressed their thoughts and concerns regarding the possible traffic and noise that would be generated in the area as a result of a Drive-in Movie Theatre. Byna Camden questioned and received a positive answer that the location of the automobile events would be in the same location as the Bandshell arena and most of the bleachers will remain in place. She also raised a question concerning what material would be used for the walls of the Golf Dome structure. Chairman Gaffney responded to Ms. Camden and explained that the Golf Dome people would probably be very happy to answer this question once they have had a chance to get through some of the various details of the final lease negotiations.

NEXT MEETING DATE

The next meeting of the Michigan State Fair Authority was not scheduled at this time. It was decided that the date for the next meeting of the MSF Authority would collectively be selected during the Governor’s Day Luncheon.

ADJOURNMENT

The meeting was adjourned at 4:00p.m.