[APPROVED MARCH 14, 2006]

WALDEN POND HOME OWNER'S ASSOCIATION

Board of Directors Meeting – Feb. 22, 2006--Minutes

On Feb. 22, 2006, the board of directors of the association met for approximately two hours (5:00-7:00pm) at the offices of Pulley, Watson, King and Lischer (PWKL), PA, 905 W. Main St. , Durham NC 27701 .

Present for this meeting: Laura Atkinson, HOA director

Donald Barry, HOA director

Edison McIntyre, HOA director

Dieter Mauch, PWKL, attorney for the HOA

-----, paralegal, PWKL

Phyllis Cone, president, Cone Properties Llc,

HOA management agent

Sonna ------, Cone Properties Llc

This meeting was called by Mr. Mauch for the purpose of discussing his relationship with the HOA and its board of directors. During this meeting it was agreed that Mr. Mauch would be available for consultation with any of the three elected directors of the HOA, but that communications from other HOA members should be made through the directors rather than directly to Mr. Mauch, for the sake of efficient communication and cost-efficient use of his billable time. Mr. Mauch also suggested that the directors treat his offered opinions as confidential attorney-client communications, in order to assure that Mr. Mauch can address the board with absolute candor. Mr. Mauch counseled that the board should consider carefully the board records that should be made available for inspection to all HOA members, including vendor contracts that might contain proprietary or trade information that a vendor would wish to keep confidential.

Following Mr. Mauch's presentation, Phyllis Cone announced that she would exercise her option to terminate her contract as the HOA's property agent. She gave a 60-day notice, as required in the contract, and said she would work with the HOA to ensure a smooth transition to management from a new agent. The directors voted 2-1 to accept the notice of termination, with McIntyre voting against.

The meeting ended shortly after 7pm.

Hereby submitted,

Edison McIntyre, acting secretary

March 14, 2005

Approved by majority vote of HOA board ___ Yes ___ No

March 14, 2005