BEVERLY HILLS COMMUNITY ACCESS CORPORATION

BOARD OF DIRECTORS MEETING

MINUTES

Regularly scheduled meeting Tuesday, March 14, 1995, 7:00
p.m. at the Scheid Realty conference room.

PRESENT: Victor Weiner, Joan Quinn, Paulette Storm and
Phillip Scheid. ABSENT: Nancy Tack and John Fitzpatrick.

SECRETARY'S REPORT: The minutes of the January 11, 1995 meeting
were approved as submitted. There are no lawsuits threatening
the corporation at this time.

TREASURER'S REPORT: The present bank account balance totals
approximately $1000.00. A schedule of outstanding accounts
payable and accrued payroll was delivered to Don Oblander at
City Hall (copy attached) as requested. One unemployment claim
has been filed (we did not oppose it). No claims have been
filed with the Department of Labor to date.

OLD BUSINESS: Gloria Strook-Stern has declined our nomination
to the Board of Directors in view of the present situation with
the City of Beverly Hills.

NEW BUSINESS: The City of Beverly Hills has directed the staff
of Beverly Hills High School to change the locks on the BHTV
studios and offices. Additionally, the City has allowed Century
Cable to remove the modulators from the studio which
incapacitates any and all ability to transmit the BHTV signal
over our designated channels.

Victor (Weiner) feels this was an illegal move, and that the City has
illegally converted the BHTV assets.

Phillip felt that regardless of the method or the legality of
the action, the City has taken a position which they will not
reverse. Our position should be one of implementing the City's
request to dissolve the corporation, and not initiating legal
action against our elected officials.(City Council)

MOTION: A motion was made to dissolve the corporation, turn the
assets and liabilities over to the City in exchange for the
City's indemnification of all past and present directors,
officers and employees. Yes: Quinn, Storm, Scheid and Tack (via
telephone). No: (Victor) Weiner and (John) Fitzpatrick(via telephone).
Motion passes.

There being no further business before the Board, the meeting
was adjourned at 8:00 p.m. The next regularly scheduled meeting
will be held on Wednesday, April 12, 1995 at the Scheid Realty
conference room.

(Signed: Phillip Scheid)
______________________________________
Phillip Scheid, Secretary/Treasurer