On June 6, l979, the first meeting of the "Committee" was held at Pro Arts. Ron Cohen, Andy Finger, John Argiry, Mike Trikilis and I sat down in the conference room and Ron was chosen to chair the meeting.

After a brief discussion and explanation of what was to transpire, Ron asked Mike, John and me if there were any objections to what he was proposing. Neither Mike nor John voiced any disagreement and since I was to "receive" the power of being the chief executive officer, I refrained from commenting. The vote was taken and passed without any objections to the proposal.

I was still Vice President of the corporation, Vice President of Marketing and now Vice President of Sales. I reported to the "committee" but I was not the President of the company. Mike retained the title, and at that moment, I cared less about titles.

Without any further discussions, the meeting was ended and Mike left the office to play golf at his country club.

Mike had several habits that in my opinion conflicted with running a serious business or seriously running a business.

Mike would play cards at his country club during the winter months and in the spring, summer and fall, he would play golf from noon until dark then play cards after he finished golfing.

Though Mike would come to the office at seven o'clock in the morning to do his work, he would usually leave before noon to keep his golf outings on time.

Mike felt that if anything important would happen, it could wait until seven the next morning to be addressed.

Maybe this is true, but when a company is being managed by crisis, the hours between noon and seven the following morning can have a costly effect on any company.

In reading about successful entrepreneurs that have grown mega buck businesses, the one characteristic that is usually found in all successful individuals is their inability to relax and leave their business interests sit idle for any short periods of time.

These entrepreneurs eat, sleep and drink their businesses. It is foremost in their thoughts and they find it impossible to separate their business life from their personal life.

Mike on the contrary could do this and not worry about the effects such a schism would have on either his business or his personal life.

When I first started out in business with Mike, he was a workaholic. Though he gambled, he justified his gambling by investing the winnings into the business! He was definitely a winner! He had one of the best deductive minds that I have ever known. He learned to play contract bridge in college in less than nine months. He played so much bridge while in college; our parents thought he was an architect major (just a joke, but nearly the truth). Then, in the next nine months, Mike had earned over 100 master points playing in bridge tournaments which major bridge masters! Mike was considered to be one of the best Gin Rummy players in the country. And in poker, Mike was the best.

Throughout High School and College, Mike was only reported to have lost two times playing poker! He must have played thousands of times! This was the mental ability of Mike Trikilis.

I heard that Mike had started smoking marijuana in 1977, and was never sure of the rumor until late in 1983. I believe that Mike had lost a great deal of his mental capabilities because he smoked grass. I also believe that his exposure to this horrible drug caused him to lose the one thing he prided most, his mind.

In the late sixties and early seventies, Pro Arts sold thousands of drug related posters. Zig Zag Man, Marijuana Leaf, L.S.D. and Euphorically oriented posters were our contribution to the Psychedelic Generation.

Looking back in hindsight, I find this to be one part of my life that I am ashamed to say I was part of.

Today, I will not sell anything that is drug or alcohol related except to discourage the use of these evil substances.

But I digress. It was my intention to raise the morale of the employees and sales representatives of Pro Arts.

With Mike only stopping into the office to pick up his paycheck every two weeks, John and I began redefining the priorities of the company.

Ed Wood resigned shortly after I became the Chief Executive Officer stating that he could not work for me. It was his decision.

Tex Elzy quit working when Mike left and Tex played golf at the country club with Mike and their other associates.

Joe Orlinsky was the smartest of Mike's three Sales Manager. He had convinced Mike to make him the Dealer for the Ohio area! This was before I had taken control of the company.

Mike signed an agreement with Orlinsky that gave Orlinski all the small retail accounts in Ohio.

When an Ohio Retail Account ordered posters from Pro Arts, Orlinski received a forty per cent commission on that account! Our Ohio representative, Mark Goldstein, had spent the better part of ten years establishing Ohio as our biggest sales area. Mark was paid only 15% commission to call on these accounts prior to the Dealership Program. Now, Orlinski paid Mark the 15% for servicing the same accounts and Orlinski made 25% for all of Mark's efforts!

The main point that eventually lost Orlinski his Dealership was the poor paying accounts. Once an account was over ninety days in paying Pro Arts, Orlinski had to pay Pro Arts and try and collect from the Retailer. After the collection amount became greater than the income portion, Orlinski eventually relinquished the territory and the Dealership program passed on.

It had still taken nearly nine months to extinguish the Dealership program and the time and money lost contributed further to the company's demise.

From June 6 of 1979 to June 6 of 1980, I hired new sales representatives, called on K-Mart with Paul and Charlie Kaye, attended trade shows and licensed as many properties that I could obtain without risking large sums of money. Mike continued to gamble and contribute very little to the day-to-day operations of the company.

Interest rates were rising and our Central Bank was worried about their account receivable loan. I had met with Dave Jones, the president of Old Phoenix National Bank about refinancing the $275,000 note which was coming due in September of 1979 and he indicated that the bank would be interested in refinancing if Mike, John and I were to "come up with additional money personally" to loan to our own company.

Believing that a personal loan could be secured by a shareholder or officer of the company, Mike, John and I borrowed from our Profit Sharing Retirement account the $60,000 we each had invested over the past five years and we loaned this to Pro Arts. Old Phoenix National Bank refinanced the equipment loan with the $275,000 note and made everyone including our wives sign the personal guarantees all over again.

I should point out that if Mike, John and I had left the Profit Sharing Money in our "retirement account," this money would have been protected even if Pro Arts had filed bankruptcy AND we had all filed personal bankruptcy! This $180,000.oo could have been used later to buy all the important assets of Pro Arts in an auction at about five cents on the dollar. But when you are operating a business by "management by crisis," you never get the real information that you need when you may desperately need it!

John's total loan to the company was $60,000, Mike had a $90,000 loan and I had an $110,000 loan. We filed perfected liens at the courthouse thinking that we had secured the loans. This was later to become a real hassle and will illustrate the lack of good legal advice at a very important moment of our lives!

After we had put this cash into the business, we experienced a little breathing room. But it was short. The sales were not going to be anywhere near the six million dollar mark and our 1980 sales fell well below the five million dollar mark. Without Cohen and Company filing amended tax returns, we would have lost everything. They had gone back and corrected the Tousch-Ross financial returns and had generated a tax refund that was greatly needed.

It was now June 6 of 1980 and one year since I had become the CEO. John and I had paid Mike his salary and expenses for the past twelve months and Mike had not worked in the office except to criticize us and pick up his expenses and pay check.

I told John that I needed Mike to do certain things in the office and that I was not going to borrow money on my personal assets and continue to pay Mike for doing nothing!

I also told John that if he disagreed with me, then he could run the business and I would not be part of it.

John agreed with me and we asked Mike to have a meeting with us to discuss the opportunity of helping us run the company.

Mike refused to return to the company especially since the golfing season was starting again and I said that any money the company would pay him would be first applied to the interest due on his loan to the company and then to the principle amount of the loan.

I allowed him to keep his car and he was paid his expenses, but all money he obtained was a pay down on his loan.

As the three of us had always taken the same amount each two-week period, I assured Mike that his pay down would be in keeping with his present salary level. We could not pay more and if there was to be a pay cut, we would all contribute to the cut equally.

Since I had now increased my personal loan to the company from $110,000 in September of 1979 to over $400,000 in June of 1980, I felt that I had more say in the company.

I had borrowed on my wife's farm a considerable amount. We only owed about $90,000 in January of 1979 and by June of 1980, the first and second mortgage exceeded $210,000. I had borrowed on my personal stamp collection an additional $130,000 and every opportunity I could find to borrow money was exercised!

All the while, I continued to increase my liens at the courthouse since I was loaning borrowed money to my company.

I was told later by John that Mike had come into John's office to pick up a check and made the brash statement that he was "getting out of there because we were going out of business!" John neglected to tell me this until long after I had loaned the $400,000 to the company.

As I loaned money to the company, Central Bank began reducing their loan to Pro Arts. From June of 1979 to July of 1981, the $500,000 line of credit was diminished to $300,000. Interest rates were soaring and we were tied to 2 1/2% over prime.

Looking back today (May 1993) and comparing prime at below 6%, people have a difficult time realizing the fact that we were actually paying 24% for money to operate our business. I find it hard to believe myself.

In August of 1981, Ron Cohen, Andy Finger, our attorney Roger Ingraham, our controller Arny Rabinowitz, John Argiry and I met with Bill Fee of Central Bank to discuss our fiscal year end on June 30, 1981.

As it appeared that our Dukes of Hazzard Calendar was going to be a great fall sales item, we anticipated a good cash flow and we were hopeful about having an upward trend once again.

We wanted assurance that Central Bank would not draw down any additional working capital since Cohen and Company was going to cut the final "fat" off our financial statement. Cohen and Company did not want to surprise the bank with a great unexpected loss since the Computer that was our "tax shelter" was to be discounted off the books and the Fan Club loan by Pro Arts was going to be reevaluated at a cost of goods level.

Frank Kovasic, our Central Bank account representative, was also present when Fee said that the bank would not touch our line of credit nor would it evaluate our account until after January of 1982!

With those assurances, our group left his office with good feelings and bright prospects for a year to come.