R E  O R G A N I Z A T I O N 



On December 1st, 1896, the Stockholders meeting for the election of Directors
was held, according to the call therefor.  President Wattles was chosen as
Chairman of the meeting.  Mess. C. S. Montgomery, R. W. Richardson and Edward
J. Cornish were designated as Judges of Election.  Mr. Anton Hospe, Jr. and Mr.
W. C. Patterson were appointed as Clerks of Election.  Messrs W. F. Holmes and
Ben Robidoux assisted the Secretary, John A. Wakefield, in proving and
certifying the ballots and proxies offered.  Mess. John Daugherty, Chas. E.
Ford and W. Farnam Smith were selected as Tellers of Election.  The balloting
began promptly and was concluded shortly prior to 12 o'clock p.m.  538 separate
ballots were cast, representing 31492 shares of stock.

On this date 6468 subscribers had subscribed for stock aggregating $404,340.00. 
Of this number 4720 had paid the 5% assessment covering 35087 shares.  The
result of the count was as follows:

We, the undersigned Judges and Clerks of the Election for members of the Board
of Directors of the Trans-Mississippi and International Exposition, held at
this meeting, beginning December 1st 1896 do hereby certify that we have
carefully and correctly canvassed the votes cast at said election and that the
correct result is shown upon this and the six (6) other sheets hereto attached,
giving the names of all persons voted for and opposite each name the number of
shares of capital stock voted for each person, including shares voted upon the
accumulation plan, the addition of votes upon the accumulative plan does not
change the result.

(Signed.)           C. S. Montgomery   )
E. J. Cornish      )   Judges.
R. W. Richardson   )

John M. Daugherty  )
W. Farnam Smith    )    Tellers
Chas. E. Ford      )
.pa
The correct copy of this list, appended to said report, is found immediately
following:
1.  Manderson, Chas. F.------30,516     52  Hoctor, Thos.--------12,333
2   Murphy/ Frank -----------30,347     53  Holmes, O.C.---------10,134
3   Millard, J. H.-----------30,324     54  Davis, F. H.--------- 8,381
4   Lindsey, Z. T.-----------29,993     55  Frye, Thos. A.------- 7,824
5   Kilpatrick, Thomas,------29,695     56  Cady, H. F.---------- 6,846
6   Bruce, E. E.-------------29,675     57  Conte, Jno. B.------- 6,151
7   Thompson, H. A.----------29,585     58  Palmer, H. E.-------- 5,896
8   Wilhelm, C. M.-----------29,422     59  Cudahy, E. A.-------- 5,893
9   Wells, Lucius,-----------29,293     60  Christie, D. H.------ 5,011
10  Holdrege, G. W.----------29,218     61  Baum, J. E.---------- 4,773
12  Wilcox, R. S.------------28,596     62  Thompson------------- 4,447
13  Creighton, Jno, A.-------28,800     63  Youngs, Fred--------- 4,249
14  Paxton, W. A.------------28,776     64  Hanchett, Dr.-------- 3,947
15  Babcock, W. N.-----------28,776     65  Craig, J. Y.--------- 3,972
16  Evans, Jno. H.-----------28,693     66  Victor, Wm.-----------3,945
17  Bidwell, Geo. H.---------28,607     67  Walsh, J.-------------3,845
18  Dickenson, E.W.----------28,552     68  Hospe, A. Jr..--------3,816
19  Noyes, A.H.--------------28,509     69  Enser, Dr. T.H.-------3,307
20  Farrell, Dan, Jr.--------28,442     70  Andreesen, E.M.-------3,178
21  Smith, A.C.--------------28,411     71  McCord, W.H.----------3,144
22  Metz, Chas.--------------28,327     72  Garner, L.A.----------3,072
23  Wattles, G.W.------------28,252     73  Ruth, Jno. B.---------3,039
24  Brandeis, J.L.-----------28,203     74  Hartman, Chris.-------3,035
25  Weller, C.F.-------------28,043     75  Foster, A.C.----------2,974
26  Smith, Dudley------------27,868     76  Kennard, F.B.---------2,919
27  Carpenter, I.W.----------27,745     77  Hardy, Hy-------------2,689
28  Markel, J.E.-------------27,641     78  Martin, J.G.----------2,292
29  Kimball, T.L.------------27,610     79  Ricahrdson, R.W.------2,390
30  Kirkendall, F.P.---------27,430     80  Bell, Wm. H.----------2,288
31  Yost, C.E.---------------27,382     81  Connell, W.J.---------2,064
32  Hitchcock, G.M.----------27,241     82  Phelps, J.W.----------2,038
33  Kountz, Herman-----------27,114     83  Dumont, J.H.----------2,022
34  Payne, G.H.--------------26,965     84  Thornton, T.P.--------1,948
35  Korty, L.H.--------------26,880     85  Schuebell, Fred-------1,891
36  Wakefield, Jne. A.-------26,148     86  Redell, Jno.----------1,882
37  Reed, A.L.---------------26,129     87  Starr, C.A.-----------1,861
38  Hussie, Jno. H.----------25,997     87  Starr, C.A.-----------1,861
39  Price, E.C.--------------25,953     88  Benewa, G.W.----------1,716
40  Jardine, Walter,---------25,946     89  McConnell, J.---------1,767
41  Lyman, C.W.--------------25,779     90  Comstock, A.H.--------1,714
42  Montgomery,C.S.----------25,609     91  Jamieson, J.----------1,660
43  Saunders, Alvin----------24,547     92  Colpetzer, F.---------1,658
44  Brown, J.J.--------------23,690     93  Rees, Sam'l-----------1,510
45  Johnson, Jno. A.---------23,589     94  Millard, Alf.---------1,947
46  Webster, Jno. L.---------23,184     95  Wiley, S.L.-----------1,484
47  Hibbard, F.B.------------22,370     95  Adams, W.R.-----------1,373
48  Lee, Dr. E.W.------------21,642     97  Hall, Chas.-----------1,326
49  Wharton, J.C.------------19,853     98  Dufrene, A.R.---------1,298
50  Bennett, W.R.------------14,759     99  Lentz, G.M.-----------1,175
51  Liniger, G.W.------------12,440    100  Rush, Jno.------------1,105
52  Hoctor, Thos-------------12,333    101  Creigh, T.A.----------1,093
102  Miller, Dr.G.L.

Necessary to elect, 15747 votes.  Scattering votes were also cast for 131 other
persons, the highest having 939 votes, the lowest 1 vote.  On motion the
forty-nine persons having received a majority of all votes  cast were declared
elected, and the stockholders' meeting adjourned sine die

On December 5th, 1896, The  first meeting of the newly elected Board of
Directors was held.  42 members present.  Ex.-Gov. Alvin Saunders, Chairman,
John A. Wakefield, Secretary.  The matter of the fiftieth Director for the full
Board, (49 only having received a majority of votes cast at the election) was
first considered and was laid over until the next meeting.  A committee of five
was appointed to consider and draft a plan of organization and report at the
next meeting.  Committee,-Messrs. Rosewater, Manderson, Murphy, Dudley Smith
and Wattles.  Then adjourned to December 8th, 1896, 2 o'clock P.M.

December 8th, 2 P.M.  Present 44 members.  
Ex-Senator Alvin Saunders in the Chair.  it was decided that the Board had full
power to elect the fiftieth (50) Director,- a vacancy existing.  Mr. F.H.
Youngs, representative of organized labor, was unanimously elected to fill the
vacant membership.  The committee to consider, draft and  report a Plan of
Organization, reported as follows:

"Mr. Chairman:
Your Committee, appointed to formulate a plan of Organization beg leave to
report as follows:

We would respectfully recommend that the Executive Committee shall consist of
seven (7) members, each of whom shall be the head of a Department, viz:

1st.  A Department of Ways and Means.
2nd   A Department of Publicity.
3rd.  A Department of Promotions.
4th   A Department of Buildings and Grounds.
5th   A Department of Exhibits.
6th   A Department of Concessions and Privileges.
7th   A Department of Transportation.

Each of these Departments to embrace as many Bureaus as may be found necessary
for carrying on its objects and purposes."
On motion, the Report was adopted.

On motion, a Committee of seven (7) was appointed, composed of Directors
Rosewater, Murphy, Holdrege, Montgomery, Farrell, Lindsey and Wharton, whose
duty was to report the names of available persons, consenting to serve, for the
positions of Officers and members of the Executive Committee to present in its
report the name of any candidate for any office, recommended by two or more
Directors, and that no recommendations shall be made as to selection, by the
Committee.  The following Resolution offered and adopted.

Resolved,  That no Director of this corporation shall receive any compensation
for services performed in any capacity, for the corporation."
_____________________________

On December 16th, 1896.  Present 45 Directors.  
Mr. Rosewater, as chairman of the Committee, presented the following report.

"Mr. Chairman:

Your Committee appointed to submit for the consideration of this board, a list
of names of persons qualified to serve as officers of the Exposition
Association and members of the Executive Committee, has endeavored to perform
its duties to the best of its ability:  the list herewith submitted contains
the names of all persons recommended or endorsed by two (2) or more Directors,
and whom we found willing to accept.
It is to be regretted that a number of the gentlemen whose names had been
endorsed, positively declined to serve by reason of their inability to devote
the requisite time to the discharge of the duties that would devolve upon them,
or through disinclination to assume the responsibility.  In submitting their
names, your committee would recommend that each of the Department heads of the
Executive Committee be elected separately.

President,                         )    Executive Committee.
)
G. W. Wattles            )    1st.  Ways & Means.
)
Vice-President                     )              Z. T. Lindsey
)
Alvin Saunders,          )    2nd.  Publicity,
Thos. L. Kimball         )
J. E. Markel             )              G. M. Hitchcock
T. S. Clarkson           )              E. Rosewater.
)
Secretary                          )    3rd.  Promotion,
)
John A. Wakefield        )              C. F. Weller.
)
Treasurer                          )    4th,  Exhibits,
)
Herman Kountz            )              E. E. Bruce
C. E. Yost.              )              Dudley Smith.
)
)    5th   Concessions,
)
)              A. L. Reed,
)              Geo. H. Payne.
)
)    6th,  Grounds & Buildings,
)              
)              F. P. Kirkendall.
)
)    7th,  Transportation.
)
)              W. N. Babcock.

(Signed)  E. Rosewater, Chairman.
The report was accepted and the election was proceeded with, resulting as
follows:

President,                    Gurdon W. Wattles.
Vice President,               Alvin Saunders.
Secretary,                    John A. Wakefield.
Treasurer,                    Herman Kountz.

EXECUTIVE COMMITTEE.

Ways & Means Department,           Zachery T. Lindsey.
Publicity Department,              Edward Rosewater.
Promotion Department,              Gilbert M. Hitchcock.
Buildings & Grounds Department     Freeman P. Kirkendall.
Exhibits Department                Edward E. Bruce
Concessions & Privileges Dept.     Abraham L. Reed.
Transportation Department,         William N. Babcock.



Director John A. Wakefield presented his resignation as a Director, as being
required as secretary to devote his entire time and service to the Corporation,
it was not possible to do so under the resolution concerning services of
Directors.  On motion, the resignation was accepted and an election ordered to
fill the vacancy, resulting in the election of Mr. Allan T. Rector.  By-Laws
for the government of the affairs of the Exposition, as prepared by the
Executive Committee, were then read and, on motion, unanimously adopted.
(See copy of same on page ___________)

Meeting July 9th, 1897.  33 Directors present.  
Mr. Hitchcock presented his resignation as member of the Executive Committee
and Manager of the Department of Promotion, as follows:

To the Board of Directors,

Trans-Mississippi & International Exposition:

Gentlemen:

I herewith resign my position as Manager of the Department of Promotion and
member of the Executive Committee.
I also take the liberty of recommending that President Wattles be elected to
succeed me for the reason that he is familiar with the work of the department
and in constant attendance at the Executive Committee meetings.
In resigning at this time I carry out my intention expressed at the time I
unwillingly accepted the position.  It seemed to be desirable that I should
take the position, at least during the first few, troublous months, and I did
so.
The Department  is now well organized and the work well in hand.  Legislative
work is over and what remains to be done will be to build upon foundations
already laid.  Were it not  for  the pressure of private business I should be
glad to continue my agreeable relations as a member of the Executive Committee
and I regret the necessity which compels me to retire from the management.

(Signed.)  G.M. Hitchcock

On motion and after much discussion, it was ordered that the Promotion
Department be consolidated with the Publicity Department.  The following
substitute for Section IV of the By-Laws was offered and on motion,- agreed to.

"Resolved:  That the following substitute for Section IV of the By-Laws be
adopted.
Section IV.  EXECUTIVE COMMITTEE:  The Executive Power and Administrative
authority of this Exposition shall be placed in the hands of an Executive
Committee of Six Directors, who, as such Committee, shall have full general
power and authority of the Board of Directors in all matters except such as
Board of Directors shall by resolution, specifically reserve to itself in
advance of final action by the Executive Committee.
In the event of a tie vote, the President shall cast the deciding vote."

Directors Meeting, August 20th, 1897.  28 Directors present.  President called
attention to the death of Director Dan Farrell, Jr. and the vacancy in the
directory therefore existing.  Mr. Farrell was one of the men earliest
interested in the Exposition project.  Was a member of the first Board of
Directors.  Was always earnest and prompt in his support of the work, and his
genial good nature and happy disposition always brought the glad sunshine into
the deliverations of the Directors, and of committees, of which he was a
member.

On motion, Directors Rector, Wharton and Saunders were appointed to prepare
suitable resolutions relative to the decease of this valued member.

The next business was the election of a Director to fill the existing vacancy,
and nomination and ballot resulted in election of Mrs. Thomas ____ Hoctor of
South Omaha.



In the summer of 1897 much difficulty was experienced in holding meetings of
the directors on account of lack of a quorum, a majority of the Board, and much
feeling and discussion was indulged in over the seeming lack of interest on the
part of the Directors.  This culminated August 28th, 1897 in the adoption of
the following:

"Resolved:  That this Board of Directors may declare vacant the  membership
of any Director who shall absent himself twice in succession from meetings
of this Board, while such member is in the city.  Sickness only shall be
deemed sufficient excuse for such non-attendance."