SCHEDULE 14A INFORMATION
PROXY STATEMENT
PURSUANT TO SECTION 14(A)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO.____)
Filed by the Registrant (X) Filed by Party other
than the Registrant ( )
Check the appropriate box:
( ) Preliminary Proxy Statement
( ) Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
(X) Definitive Proxy Statement
( ) Definitive Additional Materials
( ) Soliciting Material Pursuant to Rule
14a-11(c) or Rule 14a-12
PISMO COAST VILLAGE, INC.
Name of the Registrant as Specified in its Charter
NOT APPLICABLE
(Name of Person(s) Filing Proxy Statement, if
other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
(X) No fee required.
( ) Fee computed on table below per Exchange
Act Rules 14a-6(i)(4) and 0-11.
1. Title of each class of securities to which
transaction applies:_____
2. Aggregate number of securities to which
transaction applies: ___
3. Per unit price or other underlying value of
transaction computed pursuant to Exchange Act
Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was
determined):______
4. Proposed maximum aggregate value of
transaction: ______
5. Total fee paid: _____
( ) Fee paid previously with preliminary
materials.
( ) Check box if any part of the fee is offset
as provided by Exchange Act Rule 0-11(a)(2)
and identify the filing for which the
offsetting fee was paid previously.
Identify the previous filing by registration
statement number, or the Form or Schedule
and the date of its filing.
1. Amount Previously Paid: _____
2. Form, Schedule or Registration Statement No.: _
3. Filing Party: _______
4. Date Filed:_________
<PAGE>
PISMO COAST VILLAGE
Recreation Vehicle Resort
IMPORTANT . . . SEND IN YOUR PROXY
It is requested that you read the enclosed
materials, then date, fill in and sign the
enclosed Proxy and return it promptly. This
will save the expense of follow - up letters,
telephone calls and further solicitation.
NOTICE OF ANNUAL MEETING
OF SHAREHOLDERS OF
PISMO COAST VILLAGE, INC.
NOTICE IS HEREBY GIVEN that, pursuant to the
call of the Board of Directors, an Annual Meeting
of Shareholders (the "Meeting") of PISMO COAST
VILLAGE, INC., (the "Company") will be held at
the South County Regional Center, 800 West Branch
Street, Arroyo Grande, California 93420 on January
20, 2001, at 9:00 A.M. for the purpose of
considering and voting on the following matters:
1. Election of Directors. Electing eighteen (18)
persons to the Board of Directors to serve until
the 2002 Annual Meeting or until their successors
are elected and have qualified. The persons
nominated by the Board to serve as Directors are:
Allard, Howard Hughes, Terris
Barton, Emily Keller, Larry
Brown, Albert Nunlist, Ronald
Buchaklian, Harry Pettibone, Jerald
Drake, Frank Proschold, Richard
Gould, Norman Rourke, Thomas
Harris, R. Elaine Willems, Gary
Hickman, Glenn Williams, Jack
Hinds, Jr., Edward Zahka, Charles
2. Selection of Auditors. To vote upon a
resolution of the Board of Directors of the
Company to approve the selection of Glenn,
Burdette, Phillips and Bryson to serve as
independent certified public accountants
for the Company for Fiscal Year 2001.
3. Other Business. To transact such other
business as may properly come before the
Meeting and any adjournments thereof.
The Board of Directors has fixed the close of
business on December 1, 2000, as the record date
for determination of shareholders entitled to
notice of, and to vote at, the Meeting.
<PAGE>
NOMINEES TO BOARD OF DIRECTORS FOR ELECTION
AS DIRECTORS
At the Annual Meeting, a Board of Directors,
consisting of 18 members, will be elected for
the ensuing year. Each director will serve
until the next meeting of shareholders and
until his or her successor is elected and
qualifies.
The Board of Directors has proposed 18
individuals for election as directors of the
Company.
If the conditions which would allow cumulative
voting are satisfied, the Board of Directors
solicits discretionary authority to cumulate
votes and unless authority to vote for a director
is withheld on the Proxy card, the proxy holders
will cast the votes represented by the Board of
Directors' proxies for the nominees proposed by
the Board of Directors and will not vote for any
other nominees.
You are urged to vote in favor of each of the
proposals by so indicating on the enclosed Proxy
and by signing and returning the enclosed Proxy
as promptly as possible, whether or not you plan
to attend the Meeting in person. The enclosed
Proxy is solicited by the Company's Board of
Directors. Any shareholder giving a Proxy
may revoke it prior to the time it is voted
by notifying the Vice President - Secretary,
in writing, to that effect, by filing with
him a later dated Proxy, or by voting in
person at the Meeting.
By Order of the Board of Directors
EDWARD D. HINDS, JR.
Edward D. Hinds, Jr., Vice President - Secretary
Dated: December 15, 2000
165 South Dolliver Street
Pismo Beach, California 93449
(805) 773-5649
<PAGE>
PROXY STATEMENT
FOR AN
ANNUAL MEETING OF SHAREHOLDERS
OF
PISMO COAST VILLAGE, INC.
165 South Dolliver Street
Pismo Beach, California 93449
To Be Held January 20, 2001
INTRODUCTION
This Proxy Statement is furnished in connection
with the solicitation of proxies for use at the
Annual Meeting of Shareholders (the "Meeting")
of Pismo Coast Village, Inc., (the "Company")
to be held at the South County Regional Center,
800 West Branch Street, Arroyo Grande, California
93420, at 9:00 A.M. on Saturday, January 20,
2001, and all adjournments thereof.
It is expected that this Proxy Statement and
accompanying Notice and form of proxy will be
mailed to shareholders on or about December 15,
2000.
The matters to be considered and voted upon at
the Meeting will include:
1. Election of Directors. Electing eighteen
(18) persons to the Board of Directors to serve
until the 2002 Annual Meeting or until their
successors are elected and have qualified. The
persons nominated by the Board to serve as
Directors are:
Allard, Howard Hughes, Terris
Barton, Emily Keller, Larry
Brown, Albert Nunlist, Ronald
Buchaklian, Harry Pettibone, Jerald
Drake, Frank Proschold, Richard
Gould, Norman Rourke, Thomas
Harris, R. Elaine Willems, Gary
Hickman, Glenn Williams, Jack
Hinds, Jr., Edward Zahka, Charles
2. Selection of Auditors. To vote upon a
resolution of the Board of Directors of the
Company to approve the selection of Glenn,
Burdette, Phillips and Bryson to serve as
independent certified public accountants for
the Company for Fiscal Year 2001.
3. Other Business. To transact such other
business as may properly come before the
Meeting and any adjournments thereof.
<PAGE>
REVOCABILITY OF PROXIES
A Proxy for use at the Meeting is enclosed. Any
shareholder who executes and delivers such Proxy
has the right to revoke it, at any time before it
is exercised, by filing with the Vice President -
Secretary of the Company an instrument revoking
it, or a duly executed Proxy bearing a later
date. In addition, the powers of the proxy
holders will be revoked if the person executing
the Proxy is present at the Meeting and elects
to vote in person. Subject to such revocation
or suspension, all shares represented by a
properly executed Proxy received in time for the
Meeting will be voted by the proxy holders, in
accordance with the instructions on the Proxy.
IF NO INSTRUCTION IS SPECIFIED WITH REGARD TO A
MATTER TO BE ACTED UPON, THE SHARES REPRESENTED
BY THE PROXY WILL BE VOTED IN ACCORDANCE WITH
THE RECOMMENDATIONS OF MANAGEMENT AND IN FAVOR
OF SUCH MATTER.
PERSONS MAKING THE SOLICITATION
This solicitation of Proxies is being made by
the Board of Directors of the Company. The
expense of preparing, assembling, printing and
mailing this Proxy Statement and the material
used in the solicitation of Proxies for the
Meeting will be borne by the Company. It is
contemplated that proxies will be solicited
principally through the use of the mails,
but officers, directors, and employees of the
Company may solicit Proxies personally or by
telephone, without receiving special
compensation therefor.
VOTING SECURITIES AND PRINCIPAL HOLDERS THEREOF
There were issued and outstanding 1,800 shares
of the Company's common stock on December 1, 2000,
which has been fixed as the record date for the
purpose of determining the shareholders entitled
to notice of, and to vote at, the Meeting (the
"Record Date"). Each holder of the Company's
common stock will be entitled to one vote, in
person or by Proxy, for each share of common
stock held of record on the books of the Company
as of the Record Date, on any matter submitted
to the vote of the shareholders, except in the
election of Directors, where cumulative voting
is permitted. See "Cumulative Voting" on page
4 hereof.
The presence in person or by Proxy of the
holders of 33.33% (one-third) of the outstanding
shares of stock entitled to vote at the Annual
Meeting will constitute a quorum for the purpose
of transacting business at the Meeting.
If the enclosed Proxy is completed in the
appropriate spaces, signed, dated and returned,
the Proxy will be voted as specified in the Proxy.
If no specification is made, as to any individual
matter to be acted upon, on a signed, dated and
returned Proxy, it will be voted at the
discretion of the proxy holders and in accordance
with the recommendations of management. As to
any matters properly brought before the
shareholders at the Meeting which are not
specifically described on the proxy, all duly
signed, dated and returned proxies will be
voted in accordance with the recommendations
of management in such matters.
<PAGE>
ELECTION OF DIRECTORS OF COMPANY (Proposal 1)
The Bylaws of the Company provide that the number
of directors shall be eighteen (18) until changed
by an amendment to the Articles of Incorporation
or by the Bylaws duly adopted by the Company's
shareholders. Pursuant to Section 3.2.3 of the
Bylaws, in order to be elected as a Director of
the Company, an individual must own at least
one share of the Common Stock of the Company.
At the Annual Meeting, eighteen (18) directors
(the entire Board of Directors) are to be elected
to serve until the next Annual Meeting of the
Shareholders or until their successors are
elected and qualified.
A shareholder may withhold authority for the
proxy holders to vote for any one or more of
the nominees identified below by so indicating on
the enclosed Proxy in the manner instructed on
the proxy. Unless authority to vote for the
nominees is so withheld, the proxy holders will
vote the proxies received by them for the election
of the nominees identified below as directors of
the Company. Proxy holders do not have an
obligation to vote for nominees not identified
on the preprinted card (that is, write-in
candidates). Should any shareholder attempt to
"write in" a vote for a nominee not identified
on the preprinted card (and described in these
proxy materials), the proxy holders will not vote
the shares represented by that proxy for any such
write-in candidate, but will instead vote the
shares for any and all other validly indicated
candidates. If any of the nominees should be
unable or decline to serve, which is not now
anticipated, the proxy holders shall have
discretionary authority to vote for a
substitute who shall be designated by the present
Board of Directors to fill the vacancy. In
the event that additional persons are nominated
for election as directors, the proxy holders
intend to vote all of the proxies received by
them in such a manner, in accordance with
cumulative voting, as will assure the election
of as many of the nominees identified below as
possible. In such event, the specific nominees
to be voted for will be determined by the proxy
holders, in their sole discretion.
None of the directors or executive officers of
the Company were selected pursuant to any
arrangement or understanding between themselves
and any other individual (other than arrangements
or understandings with directors or officers
acting solely in their capacities as such).
There is no familial relationship among any of
the directors, executive officers of the Company,
or the nominees for such offices, and except as
noted below, none serves as directors of any
company which has a class of securities
registered under, or which is subject to the
periodic reporting requirements of the Securities
Exchange Act of 1934 or any investment company
registered under the Investment Company Act of
1940.
VOTING RIGHTS -- CUMULATIVE VOTING
All voting rights are vested in the holders of
the common stock of the Company, each share
being entitled to one vote, except with respect
to the election of directors, as to which
cumulative voting applies as described below.
California law provides that a shareholder of a
California corporation, or his proxy, may
cumulate votes in the election of Directors.
That is, each shareholder may cast that number
of votes equal to the number of shares owned
by him, multiplied by the number of Directors
to be elected, and he may cumulate such votes
for a single candidate or distribute such votes
among as many candidates as he deems appropriate.
<PAGE>
Certain affirmative steps must be taken by the
shareholders of the Company in order to be
entitled to vote their shares cumulatively in the
election of Directors. At the shareholders'
meeting at which Directors are to be elected,
no shareholder shall be entitled to cumulate
votes (i.e., cast for any one or more candidates
a number of votes greater than the number of the
shareholder's shares) unless the candidates'
names have been placed in nomination prior to
the commencement of the voting and at least
one shareholder has given notice prior to
commencement of the voting of the shareholder's
intention to cumulate votes. If any shareholder
has given such notice, then every shareholder
entitled to vote may cumulate votes for
candidates in nomination and give one candidate
a number of votes equal to the number of
Directors to be elected multiplied by the number
of votes to which that shareholder's shares are
entitled, or distribute the shareholder's votes
on the same principle among any or all of the
candidates, as the shareholder thinks fit. The
candidates receiving the highest number of votes,
up to the number of Directors to be elected,
shall be elected.
It is intended that shares represented by
proxies in the accompanying form will be voted
for the election of persons nominated by
management. Although the Board of Directors
does not know whether there will be any
nominations for directors other than those
nominated by management, as set forth below,
if any such nomination is made, or if votes
are cast for any candidates other than those
nominated by the Board of Directors, the
persons authorized to vote shares represented
by executed proxies in the enclosed form (if
authority to vote for the election of Directors
or for any particular nominee is not withheld)
will have full discretion and authority to vote
cumulatively and allocate votes among any or
all of the nominees of the Board of Directors
in such order and in such numbers as they may
determine in their sole discretion, provided all
the above-listed requirements are met.
DIRECTORS AND NOMINEES; EXECUTIVE OFFICERS
The following table sets forth as to each
current Director (each of whom has been
nominated for reelection as a Director of the
Company at the upcoming Meeting) and as to each
new nominee for office, such person's age, such
person's principal occupations during the past
five years, the period during which such person
has served as a Director of the Company, and
other pertinent information. Pursuant to
California law and the Bylaws of the Company,
Directors shall be elected at each Annual
Meeting of the shareholders and hold office
until the next Annual Meeting. All of the
nominees, except as designated, were elected
as Directors of the Company at the 2000 Annual
Meeting of the Company's Shareholders. The
following table also sets forth such information
as to the executive officers of the Company
(each of whom also currently serves as a
Director) and other key employees. Each of the
executive officers of the Company is appointed by
and serves at the pleasure of the Board.
<PAGE>
DIRECTORS AND EXECUTIVE OFFICERS:
HOWARD ALLARD, Director
Howard Allard, age 75, resides at 5161 Diablo
Drive, Sacramento, California 95842. He has a
Master's degree in education administration from
California State University, Sacramento. He was
an elementary school principal in the Rio Linda
Union School District for 29 years prior to
retirement in 1985. He has been a partner since
1978 in Allard Enterprises which maintains rental
properties, and he has also been a partner since
1982 in Allard Limousine. Mr. Allard has served
on the Board for 20 years, including three years
as President, two years as Secretary, and one
year as Vice President - Administration.
EMILY BARTON, Director
Emily Barton is 68 years old. She resides at
4008 Glenbrook Avenue, Bakersfield, California
93306. She holds an inactive B-1 California
Contractors License and a supplemental Swimming
Pool License C-53. Since 1967 Ms. Barton has
been and continues to be active in the rental
business. Her specialty is buying foreclosures.
She was active in the building business for
many years and is still active in the remodeling
and rehabilitation of her properties. She holds
an inactive life and disability insurance
license. She is past president of B'nai B'rith
Women Bakersfield Chapter #69. Under her
leadership, B'nai B'rith Women received many
community service awards. She has served on the
Board for eight years.
ALBERT BROWN, Director
Albert Brown is 77 years old. He resides at
22718 Lone Eagle Road, Apple Valley, California
92308. He was employed at Hughes Aircraft for 20
years, from 1945 to 1965, TRW Systems for 3.5
years, from 1965 to 1968, and Rohr Industry,
Inc., for 11.5 years, from 1968 until retirement
in 1979. He worked his way up from being an
assembler to a senior industrial engineer,
reporting directly to the manager of industrial
engineering. He has completed extensive continued
education in the field of industrial engineering
at U.S.C. He is an instructor with the A.A.R.P.
55-Alive Senior Driving Course. He has served on
the Board of Directors for 15 years, including
two years as Vice President - Administration.
HARRY BUCHAKLIAN, Director
Harry Buchaklian is 68 years old. He resides at
1361 E. Ticonderoga Drive, Fresno, California
93720. He has a B.A. degree from C.S.U.F. in
industrial arts, and a secondary level teaching
credential in laboratory electronics and small
engine repair. His career has included employment
as an assistant manager with Western Auto Stores,
electronics instructor at Fresno Technical
College and technical supervisor for Sears
Roebuck. He retired from Sears Roebuck in 1994.
He has served on the Board for 16 accumulative
years, including most recently from September
1995 to present, serving one year as Executive
Vice President.
<PAGE>
FRANK DRAKE, Director and Executive Vice President
Frank Drake is 59 years old. He resides at
9511 Birch Creek Court, Bakersfield, California
93312. Mr. Drake has an A.A. degree from
Bakersfield College, and holds an administration
of justice lifetime vocational teaching
credential from U.C.L.A. Mr. Drake retired after
20 years with the Kern County Sheriffs Department
where he was commander of detective,
administration and jail facilities. Following his
retirement from the Sheriff's Department in 1988,
he was employed as a safety consultant with State
Compensation Insurance Fund assisting clients in
complying with OSHA and other safety standards.
He retired from this position in December 1995.
Mr. Drake has served on the Board for five years,
including one year as Vice President - Policy,
and is currently serving a second year as
Executive Vice President.
NORMAN GOULD, Director
Norman Gould is 81 years old. He resides at
10597 Road 30, Madera, California 93637. He has
a B.A. in education and an M.A. in administration.
His occupation prior to retirement in 1986 was
as the superintendent of schools for Madera
County. He was a member of the board of directors
of Kingsview, Inc., from 1968 to 1980 and held
the positions of vice chairman and chairman of
the board. He is currently on the board of
directors of Valley Teen Ranch, Inc. Mr. Gould is
currently president-elect of the California
Retired Teachers Association, a nonprofit
corporation. He has served on the Board for 23
accumulative years, including most recently from
March 1993 to present, serving nine years as
President, one year as Treasurer and two years as
Secretary.
R. ELAINE HARRIS, Director
R. Elaine Harris is 62 years old and resides at
3418 El Potrero Lane, Bakersfield, California
93304. She commenced her 31-year career with
Pacific Telephone in the business office and was
facility administrator during the last ten years
prior to her retirement in 1990. Mrs. Harris
thoroughly enjoys having more time to spend with
her grandchildren, and she is looking forward
to serving as a member of the Board of Directors
for Pismo Coast Village. Mrs. Harris has served
on the Board of Directors for one year.
GLENN HICKMAN, Director
Glenn Hickman is 67 years old. He resides at 3584
W. Wathen Avenue, Fresno, California 93711. He
has a B.A. in Business and a secondary teaching
credential from Fresno State University. His
occupation prior to retirement in 1995 was as a
financial analyst and office supervisor for Cal
Resources, a subsidiary of Shell Oil Company.
Mr. Hickman has served on the Board for two years.
EDWARD HINDS, JR., Director and Vice President -
Secretary
Edward (Dee) Hinds, Jr., age 73, resides at 3416
West Magill Avenue, Fresno, California 93711.
Prior to his retirement in 1988, he was employed
for more than 38 years by Bank of America serving
as a branch officer, vice president, manager and
regional credit administrator. He has served on
the Board for 20 years, and is currently serving
an eighth year as Vice President - Secretary.
<PAGE>
TERRIS HUGHES, Director
Terris (Terry) Hughes, is 51 years old and
resides at 2426 Sunset, Wasco, California 93280.
Mr. Hughes holds an A.A. degree from Bakersfield
Junior College in police science. He was employed
by Cal Resources LLC for 23 years, from 1973 to
1997, holding the position of senior training
technician for the last 10 years of that time. Mr.
Hughes is currently employed as an internal
consultant for Aera Energy LLC, an oil industry
company formed in 1997 between the Shell Oil and
Mobil Oil Corporations. His duties are to serve as
a behavior base safety advisor and provide safety
training to Aera Energy LLC employees. Mr. Hughes
has served on the Board for five years.
LARRY KELLER, Director
Larry Keller, age 47, resides at 3807 Mesa Grande,
Bakersfield California 93304. Mr. Keller founded
and operated Nooner Food Service from 1979 until
1992, providing on-site food service of up to
13,000 meals per day at fire camps for the U. S.
Forest Service throughout 11 western states. He
also served as president, vice president and
secretary/treasurer of the Western Forest Fire
Catering Association. Since 1992 Mr. Keller
has been self-employed at Presidio Business
Center, a commercial real estate management
company he owns and manages. Mr. Keller has
served on the Board for five years.
RONALD NUNLIST, Director
Ronald Nunlist, age 62, resides at 1105 Minter
Avenue, Shafter, California 93263. Mr. Nunlist
was employed in the oil business for many years.
From 1995 to June 1997 he was employed as an
operations foreman by Cal Resources LLC, an oil
industry company owned by Shell Oil Corporation.
Mr. Nunlist was then employed as a logistics
specialist by Aera Energy LLC, an oil industry
company formed between the Shell Oil and Mobil
Oil Corporations, from June 1997 until his
retirement in June 1999. He has served on the
Board for 15 years, including five years as
President.
JERALD PETTIBONE, Director and President
Jerry Pettibone, age 74, resides at 4179 Court
Drive, Santa Cruz, California 95062. He sold and
retired from his company, Pettibone Signs, in
Santa Cruz in October 1988. He started the
company which operated statewide in 1960. Active
in trade associations, he served on the board of
directors of the National Electric Sign
Association, and on the board of directors of the
World Sign Association, serving as national
president in 1985-1986. He served on the board of
directors of the California Electric Sign
Association for 22 years and was elected a
director emeritus. Also active in Rotary Club, he
is a charter member and past president of the
Capitola/Aptos Club. He served as district
governor of Rotary District 5170 in 1983-1984.
He has served on the Board for eight years,
including three years as Chief Financial
Officer, and is currently serving a fourth year
as President.
<PAGE>
RICHARD PROSCHOLD, Director
Richard Proschold, age 71, resides at 5717
Maywood Drive, Foresthill, California 95631. Mr.
Proschold worked his entire career in and for the
printing and communications industry. In 1969, he
became President/CEO of Graphic Arts Credit Union
in Sacramento, California, which served the
families of the industry with their financial
needs. At the time he took the helm, the credit
union had 400 members. In 1989, he completed a
merger of Graphic Arts Credit Union and its 5,000
active members into S.A.F.E. Federal Credit
Union, also in Sacramento, to benefit the
membership with more expanded services. Mr.
Proschold remained with S.A.F.E. until 1992 when
he retired, and has since enjoyed traveling. In
1996 he became involved as a volunteer with the
Foresthill Community Cemetery, a not-for-profit
corporation. In January 1997, Mr. Proschold was
appointed by their board to serve as a director
and is now currently serving a two-year term as
their President. Mr. Proschold has served on the
Board for four years.
THOMAS ROURKE, Director and Vice President -
Policy
Thomas Rourke is 63 years old. He resides at
899 Stagi Lane, Los Altos, California 94024. Mr.
Rourke graduated from the University of
Massachusetts in 1965 with a B.B.A. degree. He
was vice president of operations at Lynch
Communications, Inc., in Reno, Nevada from
1980-1982, and president of Lynch Circuits, Inc.,
in Sunnyvale, California from 1982-1987. He is
currently president and chairman of the board
of Startech Electronics, Inc., a management
consulting company, in Mountain View, California,
a position he has held since 1988. Mr. Rourke has
served on the Board for five years, and is
currently serving a second year as Vice
President - Policy.
GARY WILLEMS, Nominee
Gary S. Willems is 46 years old. He resides at
479 South Oak Drive, Reedley, California 93654.
He holds a B.A. degree in Music Education and a
California Life Teaching Credential from Fresno
Pacific University. Mr. Willems has been teaching
music since 1977, and since 1985 has been the
Director of Bands at Reedley High School. He is
an active member of the California Band
Director's Association and is the President of
Fresno and Madera Counties Music Educators'
Association. Mr. Willems is a new nominee for
the Board and does not currently serve on the
Board of Directors.
JACK WILLIAMS, Director, Chief Financial
Officer and Vice President - Finance
Jack Williams is 50 years old. He resides at
7801 Revelstoke Way, Bakersfield, California
93309. Mr. Williams graduated from San Diego
State University in 1974 with a B.S. in
accounting. Following that, he has been employed
in the field of accounting in a variety of
industries, including agriculture, construction,
heavy equipment sales, and manufacturing. Mr.
Williams established his own C.P.A. practice
in 1983. He was employed as a Financial Analyst
by Texaco Oil Corporation in the Bakersfield area
from 1997 until March 1999. Mr. Williams has
been employed with Goodwill Industries of South
Central California as an Accounting Director
since March 2000. He has served on the Board of
Directors for six years, and is currently serving
a fourth year as Chief Financial Officer and Vice
President - Finance.
CHARLES ZAHKA, Director
Charles Zahka, age 74, resides at 6300 Alonzo
Avenue, Encino, California 91316. He retired as
vice president of the Broadway Department Stores
in 1990 after 20 years. He presently serves as a
private management consultant. Mr. Zahka is
president of the Stroke Association of Southern
California and vice chairman of the Better
Business Bureau of the Southland. He has served
on the Board for twelve years, including one year
as Secretary and one year as President.
<PAGE>
The Board of Directors has no reason to believe
that any of the nominees listed above will not
be available to serve. However, if any nominee
should become unable or unwilling to serve, the
shares represented by proxies given to management
pursuant hereto will be voted as management may
recommend.
OTHER OFFICERS AND KEY EMPLOYEES:
JAY JAMISON, Assistant Corporate Secretary
and General Manager
Jay Jamison, 47 years old, has been employed by
the Company since June 1997 as General Manager
and serves as Assistant Corporate Secretary. He
resides at 17105 Oak Road, Atascadero,
California 93422. He has a B.S. degree in
agricultural management from Cal Poly San Luis
Obispo, graduating in 1976. Mr. Jamison was
raised on his family's guest ranch, Rancho Oso,
in Santa Barbara County, which included a
recreational vehicle park, resident summer camp,
equestrian facilities and numerous resort
amenities. He worked on the ranch throughout his
childhood and after college. The family business
was sold in 1983, at which time Mr. Jamison was
hired by Thousand Trails, Inc., a private
membership resort, as a Resort Operations
Manager. His last ten years at Thousand Trails
were spent managing a 200-acre, 518-site, full-
service resort near Hollister, California. He
also managed resorts in Acton and Idyllwild in
Southern California. Prior to his employment
with the Company, Mr. Jamison was a General
Manager with Skycrest Enterprises in Redding
and managed Sugarloaf Marina and Resort on Lake
Shasta in Northern California between January
1995 and June 1997. He is active in the Resort
and Commercial Recreation Association and is
also a member of the American Quarter Horse
Association. Mr. Jamison was appointed to and
has served as a commissioner on the Pismo Beach
Conference and Visitors Bureau since February
1998, and in August 1999 was elected as Chair.
At the National Association of RV Parks and
Campgrounds Annual Convention in November 1999,
Mr. Jamison was appointed to the ARVC Board of
Directors representing the ten western states.
ROGER C. LYON, JR., Assistant Corporate
Secretary and General Counsel
Roger C. Lyon, Jr., is a practicing attorney in
the State of California and owns his law firm,
Lyon & Carmel, Attorneys-at-Law. His business
address is 1104 Palm Street, Post Office Box 922,
San Luis Obispo, California 93406. Mr. Lyon has
acted as outside general counsel to the
Corporation since 1984.
COMMITTEES OF THE BOARD OF DIRECTORS
The only standing committees of the Company
during 2000 were the Nominating Committee,
Audit Committee, Personnel and Compensation
Committee, Finance Committee, Policy Committee,
Environmental, Health and Safety Advisory
Committee and the Executive Committee.
The Nominating Committee, which considers the
qualifications and the composition of the Board
of Directors of the Company, was elected at
a meeting of the Board of Directors held on
January 15, 2000, and consisted of the following
members: Ronald Nunlist, Chairperson, Donald
Bianchi and Larry Keller. Committee member Donald
Bianchi passed away in August 2000, and by
unanimous decision of the Board of Directors, Mr.
Bianchi's seat remained unfilled for the
remainder of the year. Pursuant to the policies
and procedures adopted by the Board of Directors,
the Nominating Committee considers nominees
recommended by shareholders. The Nominating
Committee met six times during Fiscal Year 2000
and submitted its recommendations for nominations
at the upcoming Annual Meeting.
<PAGE>
Individuals wishing to be considered as nominees
for membership on the Board of Directors for
Fiscal Year 2002, or wishing to nominate an
individual for membership on the Board, are
requested to notify the committee in writing,
delivered to the principal office of the Company.
The Nominating Committee will deliver, or will
cause to be delivered to a potential nominee,
material for use by the potential nominee in
submitting specific data, including personal
history and professional skills. The resume, a
questionnaire, and a statement by or on behalf of
a potential nominee should be submitted on or
before August 16, 2001, in order to be considered
by the Committee.
The Audit Committee of the Board of Directors
consists of Frank Drake, Chairman, Albert Brown,
Norman Gould and Elaine Harris. The functions of
the Audit Committee include coordinating with the
Company's independent accountants in the
preparation of annual financial reports and
audits; reviewing actions to be taken to comply
with the auditor's recommendations to management;
and performing random reviews of selected
accounting procedures of the Company. The Audit
Committee met seven times during Fiscal Year
2000.
The Personnel and Compensation Committee consists
of Jerald Pettibone, Chairman, Edward Hinds, Jr.,
Ronald Nunlist, Jack Williams and Charles Zahka.
The functions of the Personnel and Compensation
Committee include negotiating an employment
contract with the General Manager, review of his
goals and objectives and setting compensation for
the major staff. The Personnel and Compensation
Committee met three times during Fiscal Year 2000.
The Finance Committee consists of Jack Williams,
Chairman, Emily Barton, Glenn Hickman, Terris
Hughes and Charles Zahka. The functions of the
Finance Committee include reviewing the Company's
financial statements, drafting a five-year
forecast of finances, drafting a one-year budget,
prioritizing capital expenditures, monitoring the
completion of capitalized projects, recommending
changes in rate schedules, and submitting an
annual report to the shareholders of the
financial condition of the Corporation. The
Finance Committee met six times during Fiscal
Year 2000.
The Policy Committee consists of Thomas Rourke,
Chairman, Howard Allard, Donald Bianchi, Harry
Buchaklian, and Larry Keller. Committee member
Donald Bianchi passed away in August 2000, and
his seat remained unfilled for the remainder of
the year. The functions of the Policy Committee
include reviewing and recommending changes in the
Shareholders' Calendar, reviewing and recommending
changes in the Resort's occupancy rules and
regulations, updating and recommending changes
in the Employee Handbook, and implementing Board
policy and procedures. The Policy Committee met
four times during Fiscal Year 2000.
The Environmental, Health and Safety Advisory
Committee consists of Albert Brown, Chairman,
Harry Buchaklian and Richard Proschold. The
functions of the Environmental, Health and Safety
Advisory Committee include performing
environmental-related duties, safety reviews,
and giving recommendations to the President
and General Manager on matters relative to
environmental and safety concerns. The
Environmental, Health and Safety Advisory
Committee met two times during Fiscal Year
2000.
The Executive Committee consists of Jerald
Pettibone, Chairman, Frank Drake, Edward
Hinds, Jr., Thomas Rourke, Jack Williams, and
Ronald Nunlist. The functions of the Executive
Committee include reviewing the monthly business
with the General Manager, as well as the current
financial statement. The Executive Committee met
two times during Fiscal Year 2000.
<PAGE>
The full Board of Directors met seven times
during 2000. No director attended fewer than
75% of the total number of meetings of the Board
and of the committees of which he or she is a
member.
<TABLE>
COMMON STOCK OWNERSHIP OF DIRECTORS AND
EXECUTIVE OFFICERS
<CAPTION>
The following table sets forth information
concerning the ownership of the Company's Common
Stock as of December 1, 2000, by each director
and by all directors and executive officers as
a group.
<S> <C> <C>
NUMBER OF PERCENT
BOARD MEMBER/ADDRESS SHARES OF CLASS
Howard Allard
5161 Diablo Drive 1 Share 0.056%
Sacramento, CA 95842
Emily Barton
4008 Glenbrook Avenue 2 Shares 0.111%
Bakersfield, CA 93306
Albert Brown
22718 Lone Eagle Road 2 Shares 0.111%
Apple Valley, CA 92308
Harry Buchaklian
1361 E Ticonderoga Drive 1 Share 0.056%
Fresno, CA 93720
Frank Drake
9511 Birch Creek Court 1 Share 0.056%
Bakersfield, CA 93312
Norman Gould
10597 Road 30 1 Share 0.056%
Madera, CA 93637
R. Elaine Harris
3418 El Potrero Lane 4 Shares 0.0222%
Bakersfield CA 93304
Glenn Hickman
3584 W Wathen Avenue 1 Share 0.056%
Fresno CA 93711
Edward Hinds, Jr.
3416 W. Magill Avenue l Share 0.056%
Fresno, CA 93711
Terris Hughes
2426 Sunset 1 Share 0.056%
Wasco, CA 93280
Larry Keller
3807 Mesa Grande 2 Shares 0.111%
Bakersfield, CA 93304
Ronald Nunlist
1105 Minter Avenue 4 Shares 0.222%
Shafter, CA 93263
<PAGE>
Jerald Pettibone
4179 Court Drive 1 Share 0.056%
Santa Cruz, CA 95062
Richard Proschold
5717 Maywood Drive 1 Share 0.056%
Foresthill, CA 95631
Thomas Rourke
899 Stagi Lane 2 Shares 0.111%
Los Altos, CA 94024
Gary Willems
479 South Oak Drive 1 Share 0.056%
Reedley, CA 93654
Jack Williams
7801 Revelstoke Way 1 Share 0.056%
Bakersfield, CA 93309
Charles Zahka
6300 Alonzo Avenue 2 Shares 0.111%
Encino, CA 91316
All Officers and
Directors as a Group 29 Shares 1.666%
EXECUTIVE COMPENSATION
Directors receive no compensation for serving
on the Board. Directors are permitted the use
of a recreational site at the Resort for each
day of board meetings and/or committee meetings
during their tenure as a member of the Board of
Directors. Directors also may be reimbursed
for traveling expenses related to such meetings
at reasonable rates. Executive officers, other
than officers who are employees, received no
additional compensation of any nature.
Specifically, the Chief Executive Officer
(President) is not a compensated employee. No
employee received compensation exceeding
$100,000 during the last fiscal year of the
Company.
The Company has no outstanding options, warrants
or rights to purchase any of its securities,
whether held by Directors, officers or any
other persons. Nor does the Company have any
outstanding loans or other indebtedness to any
Director or officer. Since the beginning of the
fiscal year, the Company has not entered into nor
does it propose to enter into any transactions of
a material nature with any officer or director or
any corporation or other business entity in which
any officer or director may have an economic
interest.
SELECTION OF INDEPENDENT ACCOUNTANTS (Proposal 2)
The firm of Glenn, Burdette, Phillips and Bryson
served as independent certified public
accountants for the Company for its fiscal year
ended September 30, 2000, and this firm has been
selected to serve as the Company's accountants
for Fiscal Year 2001. It is expected that one or
more representatives of Glenn, Burdette, Phillips
and Bryson will be present at the Meeting, will
be given the opportunity to make a statement, if
desired, and will be available to respond to all
appropriate questions.
<PAGE>
Audit services performed by Glenn, Burdette,
Phillips and Bryson for the year ended September
30, 2000, consisted of examination of the
financial statements of the Company, certain
services related to filings with the Securities
and Exchange Commission, and consultation on
matters related to accounting and financial
reporting. In addition to these services, Glenn,
Burdette, Phillips and Bryson performed certain
non-audit services consisting primarily of
consultation on matters relating to the
preparation of tax returns. All such services
were approved by the Board of Directors, which has
determined the firm of Glenn, Burdette, Phillips
and Bryson to be fully independent of the
operations of the Company.
RECOMMENDATION OF THE BOARD OF DIRECTORS
The Company Board of Directors recommends that
the shareholders approve the selection of Glenn,
Burdette, Phillips and Bryson to serve as
certified independent public accountants for the
Company for Fiscal Year 2001. The affirmative
vote of a majority of shares voted will be
required to approve this action.
SHAREHOLDER PROPOSALS
The deadline for shareholders to submit proposals
to be considered for inclusion in the Proxy
Statement for the Company at the Company's 2002
Annual Shareholders Meeting is August 16, 2001.
Shareholder proposals submitted other than in
accordance with the foregoing will not be
considered timely presented for consideration
at the annual meeting if notice thereof is given
after October 30, 2001.
LEGAL PROCEEDINGS
The Company or its property is not the subject
of any pending legal proceeding.
OTHER BUSINESS
Management does not know of any matters to be
presented at the Meeting, other than those set
forth above. However, if other matters come
before the Meeting, it is the intention of the
persons named in the accompanying Proxy to vote
the Proxy in accordance with the recommendations
of Management on such matters, and discretionary
authority to do so is included in the Proxy.
NOTICE OF AVAILABILITY OF MATERIAL
THE COMPANY WILL PROVIDE WITHOUT CHARGE TO THE
SHAREHOLDERS OF RECORD ON DECEMBER 1, 2000, THE
RECORD DATE FOR ELIGIBILITY TO VOTE AT THE ANNUAL
MEETING, A COPY OF THE COMPANY'S FORM 10-KSB
REPORT FOR THE FISCAL YEAR ENDED SEPTEMBER 30,
2000, WHICH HAS BEEN FILED UNDER THE SECURITIES
AND EXCHANGE ACT OF 1934. THE COMPANY'S ANNUAL
REPORT TO SHAREHOLDERS IS BEING DELIVERED TO
SHAREHOLDERS HEREWITH.
<PAGE>
All written requests for the Company's Form
10-KSB report should be addressed to:
Mr. Jay Jamison, General Manager
Pismo Coast Village, Inc.
165 South Dolliver Street
Pismo Beach, California 93449
PLEASE RETURN YOUR PROXIES
SHAREHOLDERS ARE REQUESTED TO VOTE, DATE, SIGN
AND RETURN PROMPTLY THE ENCLOSED PROXY
WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING.
A RETURN, SELF-ADDRESSED ENVELOPE IS ENCLOSED FOR
YOUR CONVENIENCE. NO POSTAGE IS REQUIRED IF
MAILED WITHIN THE UNITED STATES. PROMPT RESPONSE
IS HELPFUL AND YOUR COOPERATION WILL BE
APPRECIATED. YOU MAY, WITHOUT AFFECTING ANY VOTE
PREVIOUSLY TAKEN, REVOKE YOUR PROXY BY A LATER
PROXY FILED WITH THE VICE PRESIDENT - SECRETARY
OF THE COMPANY OR BY FILING WRITTEN NOTICE OF
REVOCATION WITH THE VICE PRESIDENT - SECRETARY
OF THE COMPANY. ATTENDANCE AT THE MEETING WILL
NOT IN AND OF ITSELF REVOKE A PROXY. IF YOU
ATTEND THE MEETING, YOU MAY REVOKE THE PROXY BY
ADVISING THE INSPECTOR OF ELECTIONS THAT YOU
ELECT TO VOTE IN PERSON.
PISMO COAST VILLAGE, INC.
Date: December 15, 2000 By JERALD PETTIBONE
Jerald Pettibone, President
</TABLE>
