Rainbow Whole Foods Grocery, Inc.

Board of Directors Meeting

5:34 July 19^th, 2005

Board Members Present: Luke Lundemo, Barbara Scobee, Nicole Jenkins, Ann Herlihy, Amy Breckenridge, Chris Winslow. Absent: John McNeal

Also present: Steve Whitlow, Charlotte Lundemo, Domini Bradford, Elli Williams

A quorum was present.

Minutes Approved: The minutes of the June Board of Directors meeting were approved as presented.

Café’ Committee Report: Domini Bradford and Elli Williams were present. Domini gave a report on how the café’ is doing. It is now open 7 days a week. They are discussing hiring another baker, labeling all the items in the deli, and purchasing an ice machine. The board was given a tour of the café kitchen.

Managers Report: In addition to a written report distributed to the board earlier, Steve reported that pace of sales in the store continues to exceed all other months of this year. Steve said that he feels that the café’ being open 7 days a week is contributing to the growth in sales and customer count.

Financial Report: Barbara Scobee distributed several financial reports showing our profits and losses for June and comparing those numbers to the previous month as well as June of 2004. We also reviewed our balance sheet in comparison to last month and a statement of cash flow. She also presented a break-even analysis for the month of June.

Committee Reports: Luke presented a report from the membership committee. He said that the membership has grown 75 people from May to June. That the committee was discussing a membership drive, raising the lifetime membership fees and that the postcard renewal program continues to work well. Also discussed how the annual membership meeting is held. Suggestions included publishing a clear agenda prior to the meeting and have the voting first and eating second. The community outreach/education committee continues to work on the Rainbow Catalog. It is now up to 28 pages and it should be published in August. The By-laws committee met and Nicole is going to organize everyone’s comments and present that to the next committee meeting.

Board Development: Luke passed out an article about board development and board responsibilities. Discussed prioritizing the areas listed as the weakest during our board training with Joe G Pritchard. Luke is going to contact Rainbow members with expertise in this area to possibly address the board at future meetings.

Other Business: Chris Winslow makes a motion to close the board meeting. There were no seconds. A motion was made to adjourn. Motion was seconded and passed.

Meeting adjourned at 7:30 Minutes submitted by Ann Herlihy