The Copper Club: 1944

Notice to Members

Change of Corporate Structure
After meetings with the Club's legal advisors and auditors and due investigation and consideration, it was agreed at a joint meeting of the Boards of Directors of the Copper Club and the Copper Club Educational Fund, Inc., on June 8, 2000, that the interests of both entities would best be served by their amalgamation. Accordingly, all Board members signed a Unanimous Consent Agreement authorizing this action. The pertinent documents and requests were filed with the appropriate government departments and approval was received there-from, on August 17, 2000. The cash assets and membership of the old Copper Club have been transferred to the Copper Club Educational Fund, Inc. whose name has been changed to The Copper Club. Inc. As of November 1, 2000, all assets, memberships, activities, educational grants program etc. of the two previous entities will be conducted under this name and under the Tax I.D. # 13 3869564. To avoid any confusion, please advise all concerned departments (accounting, treasury, charitable donations, etc.) in your organization of these changes ASAP.

The following information was received from our Auditors, BDO Seidman, LLP:

"Advantages of the Copper Club (a complex trust) being dissolved and transferring assets to The Copper Club Inc. (a charitable organization):

Dues are tax deductible for contributors.
Contributions to the educational grants program are tax deductible.
Partial tax deduction for contributors when fund raising event tickets are purchased, i.e. $150 fund raising dinner is purchased, actual value of dinner is $50, $100 is tax deductible to contributor.
Passive income, i.e. interest and dividends, is not taxable.
No sales tax on purchases.

The exemption from sales tax alone, on the dinner, receptions, purchase of office equipment and supplies is estimated to be a minimum of $10,000 per year. That is the equivalent of two educational grants each year. The benefits to the members and the Club from the other tax-deductible items should be substantial more.

After deduction of operating expenses, which are comparatively diminutive, all income and contributions will be used exclusively for charitable and educational purposes as defined in the restated Certificate of Incorporation.

The publishing of the Directory has been delayed due to the totally unprecedented number of changes caused by mergers, acquisitions, changes of corporate identities, addresses, telephone & fax numbers, E-Mail addresses, etc., which, in the main, have not been reported to the Club by the members. If, within the last year, you or any of your associates or friends has had changes per the above, have not received your Club mail or notices, please notify us immediately to assure your proper listing in the Directory, which we hope to have posted on our Web site within the next month.

Thomas J. Kennedy, President
Arthur R. Miele, Chairman, Executive Committee