The governance report discusses trustees who have completed their service and those up for re-election and nomination. Nominees introduced are Richard J. Immesberger, Robert J. Krapf, Havidán Rodríguez, Andrew T. Rowe, and Alyssa M. Schwartz. The finance report discusses the museum's 2009 operating expenses and income compared to prior years and the 2010 budget. It also discusses bond covenants and steps being taken to ensure they are met in 2010. The director's report highlights exhibitions, programs, volunteers, acquisitions in 2009 and things to look forward to.

2. Approval of 2009 Annual Meeting Minutes

4. Governance Report Up for re-election for a second 3-year term: Lisa R. Davis Donald C. DeWees, Sr.

5. Governance Report Nominees for election to the Board of Trustees Richard J. Immesberger joined WSFS in August 2008 as the Executive Vice President of WSFS Wealth Strategies. Mr. Immesberger brings more than 20 years of private banking and wealth management experience. Prior to joining WSFS, Mr. Immesberger was Senior Vice President at U.S. Trust, Bank of America Private Wealth Management in Charlotte, North Carolina. Mr. Immesberger graduated with a Bachelor of Business Administration in Finance and Investments from Baruch College, City University of New York. In addition, he graduated with honors from the Stonier Graduate School of Banking at the University of Delaware. Over his career, he has served on many not-for-profit boards including the McCarter Theatre in Princeton, NJ and the Charlotte Trolley. Mr. Immesberger was elected to the Museum Board to fill the unfilled term of Alan Levin. He is now being nominated to his first three-year term. Richard J. Immesberger

6. Governance Report Mr. Krapf, a director in Richards, Layton and Finger’s Real Estate Group, is an active member of the bar and numerous other professional organizations. He is a frequent speaker on topics of real estate, land use and business law, and has published various educational materials and articles. Mr. Krapf is a trustee of The American University of Rome and has been active with Lutheran Community Services and the DCCA. Robert J. Krapf

7. Governance Report Dr. Rodríguez is the Deputy Provost, Professor of Sociology and Criminal Justice, and Core Faculty of the Disaster Research Center (DRC) at the University of Delaware. A principal investigator of numerous funded research proposals and author of various disaster-management publications, Dr. Rodríguez is also frequent speaker. He is involved with many organizations in Delaware such as the Delaware Community Foundation, Aspira of Delaware, and the President’s Commission to Promote Racial and Cultural Diversity, University of Delaware. HavidánRodríguez

8. Governance Report Mr. Rowe is a Senior Vice President of Bank of America.He joined Bank of America in 1992 and is currently the Savings Products executive for the Deposit & Card Products organization within Consumer, Small Business and Card Banking (CSBC). A University of Delaware graduate, Mr. Rowe lives in Wilmington with his wife and son and is involved with the American Heart Association. Andrew T. Rowe

9. Governance Report Ms. Schwartz, a Litigation Associate with Skadden, is a Villanova University School of Law graduate. She serves as Vice Chair of the YMCA Resource Center Board of Governors and also Chairs the Committee for Distinguished New Lawyers Service Award. Ms. Schwartz also worked with former Museum Trustee Tom Allingham to represent the Museum in bringing its complaint against ABA to successful resolution. Alyssa M. Schwartz

10. Finance Report Mr. Mike Miller, Chief Financial Officer

11. 2009 Operating Expenses 2009 Cash Operating Expenses $4,157,205 (2008 $5,125,693)

12. Employees

13. 2009 Operating Income 2009 Operating Income $4,324,413 (2008 $5,136,561)

14. Operating Results--2009 vs. prior years & 2010 Budget

15. Investments + Cash

16. Bond Covenants Museum financed building expansion with bonds issued by the City of Wilmington and secured by a letter of credit from Wachovia. Wachovia requires 1) we have enough funding annually to cover operating expenses plus interest payments and 2) maintain liquidity (investments + cash) equal to debt outstanding. In 2008 we did not meet either of these conditions due to market impact on our investments. In 2009 we did not meet the liquidity covenant. We are in discussions with Wachovia to resolve this issue.

18. We are taking steps to ensure we meet the covenants in 2010

19. In short term we are reducing size of operating deficit to minimize draw from investments

21. Wonderful Exhibitions

22. Lively Programs

23. Amazing Volunteers Our wonderful Docents celebrated 50 years of service and received the Governor’s Volunteerism Award Thanks largely to their help we were able to double our adult group tours this year!

24. Remarkable Acquisitions

25. So Much to Look Forward To!