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DSL ‘negotiated'

By Anne G. Miller,
January 23, 2005

Shame on Dickinson Law School's board chairman Laddie Montague, Leroy Zimmerman, Justice Michael Eakin, Dale Shughart Jr., Lewis Katz and Ed Klett. These are Montague's hand-picked pro-Penn State board members who negotiated and engineered the final takeover of Dickinson School of Law by Penn State's Spanier/ McConnaughay.

The committee consisted of six white males, four of whom have strong Republican political connections. There were no minority, women or opposition members, nor were the Alumni Association's elected board members represented. Montague arrogantly ignored diversity although cautioned otherwise.

The Zimmerman/Montague team entered negotiations with Penn State with the original $10 million pledge from Spanier for DSL improvements. After two months of secret meetings, they emerged with the same paltry sum but now tightly bound with new encumbrances and outrageous Penn State demands. Chief among them is the dissolution of both the original merger agreement and the law school's Board of Governors. The latter 33 member body will be replaced by a seven member board of directors to be appointed by Montague and Spanier. Guess who will be rewarded?

Spanier will be given "unfettered" control over Dickinson Law School including the right to liquidate it within a 10-year period and walk away with assets, endowment and accreditation. Their proposal envisions a preposterous five-month capital campaign (ending in August 2005), a controlled or capitulated redevelopment authority and an accommodating Gov. Rendell in their quest for an additional $30-$40 million dollars.

If that weren't insulting enough, the memorandum of understanding also mandates that any litigation will be tried in Dauphin County Court instead of Cumberland County Court where the school is located. What does that tell us about the committee's perception of the judges who sit in Zimmerman's county?

Furthermore, hasn't Justice Eakin's presence on the committee and his strong support for the proposal prejudiced any potential litigation — by inference if not by law?

This committee of so-called "world class" lawyers did not negotiate in the best interests of the law school, its students and the community. They acted as real estate brokers for Spanier's land development, empire-building scheme.

Although some board members begged for additional time and requested further information relative to the issue, Montague and his committee railroaded the memorandum of "mis"understanding to a 17-14 vote. The votes of emeriti board members Robert Frey and Thomas Monteverdi as well as those of 6 designated board members from the Alumni Association were voided by Montague and his counsel Jack Stover. There were no proxy ballots mailed to board members. In the interest of good business and good faith, a two-third vote on this critical issue was proposed. The request was beaten down and a mere majority was rammed through.

In retrospect the previous nine or 10 proposals which Spanier presented to DSL's board over the past 14 months were part of a very deviously crafted scheme. Although then-chairman Leroy Zimmerman hailed each as a win-win solution, they were, in reality, designed to gradually weaken the school while confusing and dividing the board. We will never know how many DSL governors were parties to the chicanery from the very beginning. Unfortunately, many naive board members wrapped themselves so tightly in the "cloak of civility, trust and deference," that they sacrificed the institution they were charged to protect.

I don't know which was worse in this frightening and outrageous coup: Penn State's abandonment of every principle of integrity, trust and honesty, or the arrogant dereliction of duty and contempt exhibited by those Dickinson School of Law Governors who sold the school down the river.

By the way, the Miller family's $1.5 million gift for Dickinson's Public Interest Advocacy Center was the single largest gift to the law school. We now regret that it did not go to Morris Dees' Southern Poverty Law Center.

Anne G. Miller of Dillsburg is the wife of G. Thomas Miller, a member of Dickinson School of Law's Board of Governors.