SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK x

CITIZENS DEFENDING LIBRARIES, : EDMUND MORRIS, ANNALYN SWAN, : Index No.: STANLEY N. KATZ, THOMAS BENDER,: DAVID NASAW, JOAN W. SCOTT, : CYNTHIA M. PYLE, CIIRISTABEL GOUGH, and BLANCHE WEISEN COOK, Plaintiffs, - against - DR ANTHONY W. MARX, NEIL L. : RUDENSTINE, BOARD OF TRUSTEES : OF THE NEW YORK PUBLIC LIBRARY, : NEW YORK PUBLIC LIBRARY, ASTOR, : LENOX AND TILDEN FOUNDATIONS, : MICHAEL R. BLOOMBERG, VERONICA WHITE, NEW YORK CITY : DEPARTMENT OF PARKS AND RECREATION, CITY OF NEW YORK, : ROBERT SILMAN ASSOCIATES, P.C., and JOSEPH TORTORELLA, Defendants. -andSTATE OF NEW YORK, NEW YORK STATE OFFICE OF PARKS, RECREATION & HISTORIC PRESERVATION (NEW YORK STATE HISTORIC PRESERVATION OFFICE), Nominal Defendants. : x Plaintiffs Citizens Defending Libraries, Edmund Morris, Annalyn Swan, Stanley N. Katz, Thomas Bender, David Nasaw, Joan W. Scott, Cynthia M. Pyle, Christabel Gough, and Blanche COMPLAINT

Weisen Cook (collectively, the "Coalition"), by and through their attorneys, Weiss & Hiller, PC, as and for their complaint herein, allege and state as follows: PRELIMINARY STATEMENT 1. This is an action for injunctive relief. Plaintiffs comprise a coalition of aggrieved

historic preservationists, Pulitzer Prize-winning authors, National Book Award winners, scholars, professors, lecturers, writers, researchers, and concerned citizens, who seek to protect from demolition an irreplaceable portion of the main branch of the New York Public Librai-y, located in Manhattan between 40th and 42nd Streets along Fifth Avenue and adjacent to Bryant Park (the "Central Library"). In particular, the Coalition seeks to prevent the destruction of seven stories of iron and structural steel book stacks at the Central Library (the "Stacks"), as well as the continuing and resultant offsite displacement of millions of books to remote storage facilities, as part of a library branch sell-off, consolidation, and space-shrinkage project known as the Central Library Plan ("CLP"). 2. Upon information and belief, the demolition phase of the CLP (and perhaps additional

work) is about to be implemented at the Central Library surreptitiously by the New York Public Library, Astor, Lenox and Tilden Foundations ("NYPL"), in violation of a certain binding agreement to which the NYPL is a party, in contravention of the various trusts and indentures upon which the NYPL was founded, in derogation of New York law, and in violation of the Coalition's rights and those of the general public, for whose benefit the NYPL was established. 3. Not only are the Stacks among the most important early examples of a highly

innovative book storage system, but they simultaneously serve as part of the structural skeleton of the Central Library. The seven-story network of iron and steel Stacks structurally support the floor 2

of the historic Rose Reading Room, which is situated directly above them. Removal of the Stacks, and the offsite displacement of the materials they hold, threatens to endanger the Central Library's status as one of the world's leading research facilities, and irrevocably alter the architectural integrity of the Central Library, a New York City Landmark and a National Historic Landmark. 4. Although the NYPL continually characterizes its plans as preliminary, the defendant

NYPL Board of Trustees and its constituent members ("Board of Trustees") have been pressing to start demolition. 5. NYPL has applied for, and received from the New York City Department of

Buildings ("DOB"), no fewer than seven building permits since June 4, 2013, including one such permit allowing defendant Robert Silman Associates, P.C. ("Silman PC"), the lead structural engineering firm retained by the NYPL, inter alia, to remove the Stacks, to make "STRUCTURAL MODINCATIONS INCLUDING STEEL LINTELED OPENINGS AS SHOWN ON PLANS FILED HEREWITH FOR EARLY WORK PHASE 1B" (Job No. 1213334798), and another on or about June 20, 2013, permitting Silman PC to make "STRUCTURAL MODIFICATIONS, INTERVENTION AND SHORING AS SHOWN ON PLANS FILED HEREWITH FOR EARLY WORK PHASE 1A" (Job No. 121234789). 6. If the Stacks were to be removed and the books permanently displaced from the

Central Library, the members of the public, including researchers, scholars, authors, students and others for whose benefit the NYPL was created, would be irreparably harmed. Accordingly, the Coalition has no choice but to commence this action and seek the injunctive relief requested herein. 7. As reflected below, the Coalition pleads four causes of action: (i) breach of a certain

"1978 Agreement" (hereinafter defined) which expressly prohibits structural alteration of the Central 3

Library and which further requires the NYPL and City "to protect and preserve the historical integrity of features, materials, appearance, workmanship and environment" of the Central Library;" (ii) breach of multiple trust agreements and statutes which expressly prohibit the removal of books from the Central Library; (iii) breach of fiduciary duty committed by the defendant Board of Trustees; and (iv) negligence. All four causes of action seek injunctive relief in an effort to prevent severe and irreparable harm. THE PARTIES
Plaintiffs

8.

Plaintiff Citizens Defending Libraries is, and at all relevant times has been, an

unincorporated association of individuals and groups, operating and existing in the City and State of New York, who are dedicated to the support, maintenance, and preservation of one of New York City's most precious resources -- public libraries ("Citizens"). Citizens counts among its members scholars, researchers, authors, teachers, university professors, parents, students and other concerned individuals who number in the thousands, many of whom regularly.use and depend upon, inter alia, the NYPL and, in particular, the Central Library, for research and related pursuits. 9. Plaintiff Edmund Morris maintains a residence in the County and State of New York.

Mr. Morris is, and at all relevant times has been, a world-acclaimed author and scholar. He has written six books and, in 1980, Mr. Morris won the Pulitzer Prize and the National Book Award for Biography for The Rise of Theodore Roosevelt, the first volume of what would eventually become a trilogy on the life of America's 26th President. In 1985, President Ronald Reagan appointed Mr. Morris as his official biographer, whereupon Mr. Morris spent the better part of the next 14 years researching and writing the story of President Reagan's life, culminating with the publication in 1999 4

of Dutch: A Memoir of Ronald Reagan. Theodore Rex, the second volume of the Roosevelt trilogy, followed publication of Dutch and won the Los Angeles Times Book Prize for Biography in 2002. Several additional works, including Beethoven: The Universal Composer, a short biography, and Colonel Roosevelt, the final book in the Roosevelt trilogy, followed. For many years, Mr. Morris has been a regular visitor to the Central Library, where he has made extensive use of the research facilities, including particularly, the books housed in the Stacks. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, has already interfered with Mr. Morris's scholarly pursuits and prevented his use of the Central Library as an effective research institution, and on an ongoing basis continues to do so. 10. Plaintiff Annalyn Swan is, and at all relevant times has been, a citizen and resident

of the County and State of New York. Ms. Swan is, and at all relevant times has been, a biographer, critic and editor. She is currently teaching a course entitled "Life Writing: The Art of Biography." A former senior arts editor of Newsweek, she is the author, with the art critic Mark Stevens, of de Kooning: An American Master, the 2005 Pulitzer Prize-winning biography of the artist Willem de Kooning. The book also won The National Book Critics Circle Prize for Biography, the Los Angeles Times Biography Award, and was named one of the 10 best books of 2005 by The New York Times. She and Mr. Stevens are currently at work on a biography of the British painter Francis Bacon, to be published in the United States by Knopf and in the United Kingdom by Harper Collins. Ms. Swan has been a regular visitor to the Central Library, where she has made extensive use of the research facilities, including particularly, the books housed in the Stacks. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, has already interfered with Ms. Swan's scholarly pursuits and prevented her use of the Central Library as an effective research 5

institution, and on an ongoing basis continues to do so. 11. Plaintiff Stanley N. Katz is President Emeritus of the American Council of Learned

Societies, the national humanities organization in the United States. Dr. Katz graduated magna cum
laude from Harvard University in 1955 with a major in English History and Literature. He was

trained in British and American history at Harvard (Ph.D., 1961), where he also attended law school in 1969-70. His recent research focuses upon the relationship of civil society and constitutionalism to democracy, and upon the relationship of the United States to international human rights. He is the Editor-in-Chief of the recently published Oxford International Encyclopedia of Legal History, and the Editor of The Oliver Wendell Holmes Devise History of the United States Supreme Court. He also writes about higher education policy, and has published a blog for the Chronicle of Higher
Education. Although residing in Princeton, New Jersey, Dr. Katz has been a visitor of the Central

Library since 1957 (or for more than fifty years), where he has made extensive use of its research facilities, including particularly, the books housed in the Stacks. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, promises to interfere with Dr. Katz's scholarly pursuits and to prevent his use of the Central Library as an effective research institution. 12. Plaintiff Professor Thomas Bender is, and at all relevant times has been, a citizen and

resident of the County and State of New York. Professor Bender is, and at all relevant times has been, a University Professor of the Humanities at New York University, where he serves as an intellectual and cultural historian focusing on the United States. He has written over 10 books and multiple articles for scholarly journals. Over the years, he has also written for various magazines and newspapers, including The New York Times, The Nation, Los Angeles Times, Chronicle of
Higher Education, Newsday, Skyline, and Democracy. The Central Library has been a core resource 6

for Professor Bender throughout his professional life. Four of his books were especially reliant on it: Toward an Urban Vision; New York Intellect: A History of Intellectual life in New York, from 1750 to the Beginnings of Our Own Time; The Unfinished City: New York and the Metropolitan Idea; and A Nat-ion Among Nations: America's Place in World History. Professor Bender has also been a Fellow at the Central Library's remarkable Cullman Center for Writers and Scholars. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, promises to interfere with Professor Bender's scholarly pursuits, and to prevent his use of the Central Library as an effective research institution. 13. Plaintiff Professor David Nasaw is, and at all relevant times has been, an American

author, biographer and historian who specializes in the cultural and social history of Early 20th Century America. Professor Nasaw is on the faculty of the Graduate Center of the City University of New York ("CUNY"), where he is the Arthur M. Schlesinger, Jr. Professor of History. In addition to writing numerous scholarly and popular books, Professor Nasaw has written for many publications including the Columbia Journalism Review, American Historical Review, American Heritage, Dissent, The New Yorker, The New York Times, The Wall Street Journal, Slate, The London Review of Books, and Conde Nast Traveler. He has appeared in several film documentaries, including America 1900 and two episodes of the History Channel's April 2006 miniseries, 10 Days That Unexpectedly Changed America: "The Homestead Strike" and "The Assassination of President McKinley." Professor Nasaw is a two-time Pulitzer Prize finalist and has been cited extensively by the United States and British media as an expert on the history of popular entertainment and the news media. Professor Nasaw has been a regular visitor to the Central Library, where he has made extensive use of its research facilities, including particularly, the books housed in the Stacks. In 7

addition, the doctoral students enrolled in Professor Nasaw's classes at the CUNY Graduate Center are regularly assigned to conduct research at the NYPL. Removal of the Stacks and the books and other resource materials from the Central Library, presumably in preparation for the alterations, would impede Professor Nasaw's future research and prevent his use of the Central Library as an effective research institution. Removal of the Stacks and the books therefrom also threatens to interfere with Professor Nasaw pedagogically, as it would impair his students' access to the research which may be necessary to their scholarly pursuits. 14. Plaintiff Professor Joan W. Scott is Harold Linder Professor in the School of Social

Science at the Institute for Advanced Study located in Princeton, New Jersey. She was appointed to the Institute in 1985. Before that, she was Nancy Duke Lewis University Professor and Professor of History at Brown University, where she was the Founding Director of the Pembroke Center for Teaching and Research on Women. A historian by training, Professor Scott has written many books and essays, in the fields of Feminist Theory, Modern French History and Women's History, including The Politics of the Veil. Several of her books have been awarded prizes by the American Historical Association, and have been translated into many languages, including French, Japanese, Turkish, Korean, Spanish, Bulgarian and Albanian. Born in Brooklyn, New York, and raised in the public library system of the City, she now lives in Princeton, New Jersey. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, has already interfered with Professor Scott's scholarly pursuits and prevented her use of the Central Library as an effective research institution, and continues to do so. 15. Plaintiff Cynthia Munro Pyle is, and at all relevant times has been, a citizen and

resident of the County and State of New York. Dr. Pyle is, and at all relevant times has been, an
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intellectual and cultural historian, having received a Ph.D. from Columbia University, and having researched and written books, including Das Tierbuch des Petrus Candidus. Eine Einfuhrung, which subsequently was translated into Italian and Spanish, and Milan and Lombardy in the Renaissance: Essays in Cultural History, as well as multiple articles for scholarly journals. Dr. Pyle has worked in biological laboratories and participated in research projects at Harvard University and the Massachusetts Institute of Technology. From 1988 to 1993, Dr. Pyle founded and ran the Renaissance Studies Program at the Graduate Center of CUNY. For many years, Dr. Pyle has been a regular visitor to the Central Library, where she has made extensive use of the research facilities, including particularly, the books housed in the Stacks. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, has interfered with Dr. Pyle's scholarly pursuits over the past several years, and increasingly over the past year, has prevented her use of the Central Library as an effective research institution. 16. Plaintiffhristabel Gough is, and at all relevant times has been, a citizen and resident

of the County and State of New York. Ms. Gough serves as Secretary of the Society for Architecture of the City, an all-volunteer historic preservation advocacy group, and has regularly used the Central Library for more than 50 years. Ms. Gough was shocked recently to learn that a collection of books upon which she relies regularly was moved to off-site storage in preparation for demolition of the Stacks, as part of the CLP. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, has already interfered with Ms. Gough's use and enjoyment of the Central Library, and on an ongoing basis continues to do so. 17. Plaintiff Dr. Blanche Weisen Cook is, and at all relevant times has been, a resident

of the State and City of New York. She received her Bachelor of Arts from Hunter, and her Masters 9

and Ph.D. from Johns Hopkins She is currently a Distinguished Professor of History and Women's Studies at John Jay College of Criminal Justice and the Graduate Center of CUNY. Professor Weisen Cook has written three books: Eleanor Roosevelt, Volume I, 1884-1933 (Viking, Penguin);
Eleanor Roosevelt, Volume II, 1933-1938 (Viking, Penguin, and Bloombury UK); and The Declassified Eisenhower: A Divided Legacy of Peace and Political Warfare (Doubleday, Penguin).

Professor Weisen Cook has also served as an editor and/or contributor on another four books, and authored approximately 40 articles during h r storied career as a scholar and author. Professor Weisen Cook has used the books shelved in the Stacks, as well as the Rose Reading Room, throughout her life. The removal of the Stacks and the books therefrom, presumably in preparation for the alterations, has already interfered with Professor Weisen Cook's scholarly pursuits and prevented her use of the Central Library as an effective research institution, and on an ongoing basis continues to do so. Defendants 18. Defendant NYPL is, and at all relevant times has been, a private foundation formally

known as the "New York Public Library, Astor, Lenox and Tilden Foundations." The NYPL is the product of the consolidation of three libraries -- the Astor Library, the Lenox Library, and the Tilden Trust -- into a single corporation, pursuant to the terms of a formal Agreement of Consolidation, dated May 23, 1895 (the "Agreement of Consolidation") (Exh. 1). 19. Pursuant to a certain Lease and Agreement dated December 8, 1897 (the "Lease")

(Exh. 2), the NYPL occupies, and at all relevant times has occupied, the Central Library, where the collections of the three consolidated libraries are to be maintained and administered. 20. Upon information and belief, defendant Dr. Anthony W. Marx ("Dr. Marx") is, and
10

at all relevant times has been, a citizen of the State of New York, working in association with the NYPL in the County of New York. 21. Dr. Marx is, and since 2011 has been, President and Chief Executive Officer of the

NYPL. Upon information and belief, Dr. Marx supervises all of the NYPL's operations, and participated in the creation and undertaking of the CLP, including, without limitation, the imminent demolition and elimination of the Stacks. 22. Defendant Board of Trustees is responsible to ensure NYPL's compliance with, and

adherence to, the terms and conditions of the various trust resolutions pursuant to which the consolidated NYPL corporation was formed. 23. Upon information and belief, defendant Neil L. Rudenstine ("Mr. Rudenstine") is,

and at all relevant times has been, a citizen of the State of New York, working in association with the NYPL in the County of New York. Mr. Rudenstine is, and since 2011 has been, Chairman of the Board of Trustees. As such, Mr. Rudenstine is responsible to ensure NYPL's compliance with, and adherence to, the terms and conditions of the various trust resolutions pursuant to which the consolidated NYPL corporation was formed. 24. Upon information and belief, Mr. Rudenstine supervises the Board of Trustees, and

has participated in the conception, creation and undertaking of the CLP, including, without limitation, the imminent demolition of the Stacks and the ongoing removal of the books. 25. Defendant New York City Department of Parks and Recreation ("NYC DOP") is a

City governmental agency that exists pursuant to Chapter 21, 531 of the City Charter (the "Charter"). 26. The NYC DOP has the duty and responsibility, among other things, to review any 11

proposed alterations or modifications to the Central Library, including, inter alia, under Charter, Ch. 21, 533(a) and 56 New York Code, Rules and Regulations 1-05(o). 27. Upon information and belief, NYC DOP has yet to complete a review of the CLP as

it relates to demolition of the Stacks and removal of the books. 28. Upon information and belief, the NYC DOP has yet to issue any approvals with

regard to demolition of the Stacks and removal of the books. 29. Defendant Veronica White is Commissioner of defendant NYC DOP. As such,

Commissioner White has the authority and the duty to supervise and direct the functions and activities of the NYC DOT' with respect to the NYPL and the CLP, and in accordance with the laws of the City and State of New York. 30. Defendant Michael R. Bloomberg is Mayor of the City of New York, having

responsibility for overseeing and administering the public affairs and public lands within its five boroughs, including all governmental and public administrative oversight. 31. Defendant City of New York is a governmental body charged with responsibility for

overseeing and administering the public affairs and public lands within its five boroughs, including all governmental and public administrative oversight. 32. Defendant City of New York is the owner of the Central Library building, subject to

the Lease with the NYPL. 33. Upon infowiation and belief, defendant Siknan PC is, and at all relevant times has

been, a professional corporation organized and existing under the laws of the State of New York, with a principal place of business located at 88 University Place, New York, New York. 34. Upon information and belief, Silman PC is, and at all relevant times has been, 12

engaged in the business of structural engineering. 35. Upon information and belief, Silman PC has been engaged by the NYPL in

connection with the CLP, to perform engineering and construction-related services, including, without limitation, the demolition of the Stacks and removal of the books. 36. Defendant Joseph Tortorella ("Mx. Tortorella") is, and at all relevant times has been,

a citizen of the State of New York, working in association with Silman PC in New York. 37: Upon information and belief, Mr. Tortorella is, and at all relevant times has been,

President of Silman PC. 38. Upon information and belief, Mx. Tortorella has participated in the conception,

creation and undertaking of the CLP, including, without limitation, the imminent demolition of the Stacks and the ongoing removal of the books. 39. On behalf of Silman PC and the NYPL, Mr. Tortorella applied for and obtained those

certain building permits dated June 4, 2013, and June 20, 2013, allowing the NYPL and Silman PC to make "STRUCTURAL MODIFICATIONS INCLUDING STEEL LINTELED OPENINGS AS SHOWN ON PLANS FILED [WITH THE DOB] FOR EARLY WORK PHASE 1B" (Job No. 1213334798), and "STRUCTLTRAL MODIFICATIONS, INTERVENTION AND SHORING AS SHOWN ON PLANS FILED [WITH THE DOB] FOR EARLY WORK PHASE 1A" (Job No. 121234789), respectively. 40. Nominal defendant New York State Office of Parks, Recreation & Historic

Preservation ("PARKS") is a State governmental agency responsible for the review and approval of construction projects affecting landmarked properties such as the Central Library, under 106 of the National Historic Preservation Act of 1966 and 14.09 of the State Historic Preservation Act of 13

1980. 41. PARKS is party to a contract, dated June 2, 1978 with the NYPL and the City (the

"1978 Agreement") (Exh. 3), pursuant to which the NYPL and the City agreed: (i) "to make no changes in the structure or improvements of said premises or additions thereto without the prior approval of PARKS" (Exh. 3 IF); and (ii) "to protect and preserve the historical integrity of features, materials, appearance, workmanship and environment" of the Central Library (Exh. 3 4) (discussed in greater detail, infra). 42. 43. The Stacks constitute a component of the Central Library's internal structure. Upon information and belief, PARKS has not approved any changes in the structure

or any construction related to removal of the Stacks. 44. Nominal defendant New York State Historic Preservation Office ("SHPO") is the

bureau of PARKS directly responsible for the review and evaluation of construction projects affecting landmarked properties such as the Central Library. Upon information and belief, SHP() has yet to complete a review and evaluation of any changes in the structure or any construction related to removal of the Stacks as contemplated by the CLP. VENUE 45. Venue is proper pursuant to CPLR 503(a)-(c), 504(3), and 507, as the county in

which: (1) most plaintiffs reside; (ii) the defendant trustee was appointed; (iii) the principal offices of the NYPL and Silman PC are located; (iv) the cause of action arose; and (v) the Central Library is situated.

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FACTS RELEVANT TO ALL CLAIMS

The Three Library Companies 46. Prior to entering into the Agreement of Consolidation in May 1895, three corporate

entities known as "The Trustees of the Astor Library," "The Trustees of the Lenox Library," and "The Tilden Trust," respectively (collectively, the "Three Library Companies"), were separately incorporated and "organized as library corn; allies for the purpose of carrying on libraries in the City and County of New York" (Agreement of Consolidation, Fourth Recital) (Exh. 1). 47. Prior to their consolidation into the NYPL, each of the Three Library Companies was

subject to resolutions intended to ensure the promotion of the several objects and purposes set forth in each of their respective acts of incorporation (Agreement of Consolidation, Paragraph Second) (Exh. 1). 48. Pursuant to the Agreement of Consolidation, the Three Library Companies were

consolidated into a single corporation, thereby forming the NYPL (Exh. 1). 49. Upon consolidation of the Three Library Companies into the NYPL, each of the

several objects and purposes set forth in each of their respective acts of incorporation was carried over into the NYPL, to be observed and maintained by its Board of Trustees (Agreement of Consolidation, Paragraph Second) (Exh. 1). The Astor Library 50. The entity, "The Trustees of the Astor Library," was incorporated by State Act on

January 18, 1849 (Exh. 1, First Recital), with the endowment of the late John Jacob Astor, who desired, as expressed in his will, "to render a public benefit to the City of New York" by the "establishment of a Public Library to be accessible at all reasonable hours and times, for general use,

15

free of expense to persons resorting thereto" (New York Public Library Bulletin, Vol. 1, No. 1, p. 3) (the "NYPL Bulletin") (Exh. 4).' 51. The Trustees of the Astor Library, at a very early period in the corporation's history,

"expressed their conviction 'that not only the convenience of the public, but the preservation and
safety of the library absolutely demanded. that the books should not be lent out or taken ,from the libraa. buildihg. under any circumstances. In a library of reference, intended for students, properly economical of time, and often coming from a distance for consultation, the necessity for every book required being always ready for examination without delay. must be apparent" (NYPL Bulletin, I.1,

4; emphasis added) (the "Conviction"). 52. In a report made to the Legislature of the State of New York in 1858, the Astor

Library Trustees reiterated their Conviction, and further stated that they had "deemed it proper and necessary to prevent any further agitation of the subject by entering on their records a stipulation expressing those views in such a form as to furnish a pledge, not only to the public, but to every friend of learning, who may hereafter feel disposed to aid the library by donations or endowments" (NYPL Bulletin, I.1, 5; emphasis added). 53. A reference to the minutes of the Astor Library Trustees shows that this pledge, inter

alia, to the public, was adopted at their meeting on July 29, 1857, in the following terms:

Mr. [William B ] Astor stated that the donations by him made, and some intended to be hereafter made, were on the understanding that it was the settled and unchangeable basis of administering the Library, that its contents should remain in the Library rooms, for use by readers there, and should not be lent out or allowed to be taken from the rooms; and he requested that the views of the Board be freely and fully

'Since the NYPL Bulletin is 368 pages in length, only the pertinent pages therefrom are annexed hereto collectively as Exh. 4. 16

expressed. It was thereupon resolved, that the settled and unchangeable plan of administeringthe Library is the one above expressed by Mr. Astor; and the donations in money, land and otherwise, received from Mr. Astor, and to be hereafter received from him, and from other friends of learning, are received and will be administered according to such plan, and not otherwise (NYPL Bulletin, I.1, 5) (emphasis added). 54. The NYPL Bulletin, which was prepared under the direction of the NYPL's then-

Board of Trustees, refers to the foregoing "settled and unchangeable plan of administering the Library" as the sole purpose to which the larger portion of the Astor endowments must be devoted: Upon these terms, therefore, the larger part of the endowments of the Astor Library were expressly received .... To that purpose alone could their funds be rightfully devoted" (NYPL Bulletin I.1, 5) (emphasis added).

The Lenox Library

55. The entity, "The Trustees of the Lenox Library," was incorporated by an Act of the

State Legislature on January 20, 1870 (Exh. 1, Second Recital), with an original endowment from James Lenox consisting of land, money, and "the great collection of manuscripts, Bibles, early printed books, engravings, maps, statuary, paintings, drawings and other works of art which he had gathered during a long life" (NYPL Bulletin, I, 5). 56. The Lenox Trustees considered that the "permanent security and preservation" of Mr.
,

Lenox's "special collections" was their "first duty" (NYPL Bulletin I.1, 7): They regarded the Library as having been established "for the public exhibition and scholarly use of some of the most rare and precious of such monuments and memorials of the typographic art and the historic past" as had escaped the wreck of time; and such volumes were "not to be subjected to the constant service of circulation or use in which they may be worn out or destroyed" (id.; emphasis added). Thus, the Lenox Trustees were particularly concerned that transportation would damage their collection and that therefore, as with the limitation imposed upon the Astor Collection, the books were to be restricted to the Central Library and not removed therefrom (id.).

17

The Tilden Trust 57. The Tilden Trust was established at the bequest of Samuel J. Tilden "for the

establishment and maintenance of a free Library and Reading Room in the City of New York" (Exh. 1, Third Recital). 58. The State Legislature passed the incorporating Act with regard to The Tilden Trust

on March 26, 1887, but the legalities of the endowment were disputed until in or about 1892, when an agreement was entered into between The Tilden Trust and a niece of Mr. Tilden, after extensive litigation regarding the validity of residuary clauses (NYPL Bulletin I.1, 9). By December 31, 1894, "The Tilden Trust was in possession of Mr. Tilden's fine private library, containing about 20,000 volumes" (Id. at 10). Formation of the Central Library through the Consolidation of the Three Library Companies 59. In 1895, the members of the Boards of Trustees of the Three Library Companies

began negotiations concerning the consolidation of the Three Library Companies "in such form that the benefits of the three institutions might be more widely disseminated among the people" (NYPL Bulletin 1.1, 10) (the "Consolidation"). 60. On May 23, 1895, the aforesaid negotiations culminated in the execution of a formal

Agreement of Consolidation by the Three Library Companies (Exh. 1). 61. The terms of the Agreement of Consolidation were simple:

The new corporation was to establish and maintain a free public library and reading room in the City of New York, with such branches as might be deemed advisable, and was to "continue and promote the several objects and purposes set forth in the several acts of incorporation of The Trustees of the Astor Library, The Trustees of the Lenox Library and The Tilden Trust." It was distinctly provided that the new corporation [i.e., the NYPL] should make appropriate provision for faithfully

18

keeping and observing all the limitations, conditions or restrictions under which any of the funds or property of the several constituent corporations were to be used or enjoyed (NYPL Bulletin, I.1, 11) (emphasis added).

62.

The aforesaid "limitations, conditions, [and] restrictions," with which the newly-

consolidated NYPL would be required to "faithfully" comply (id.), include the obligation to ensure that no books or other materials be either lent out or otherwise removed from the Central Library (Exh. 1). 63. Upon information and belief, the then-Board of Trustees of the NYPL wished to

locate a parcel of property large enough to provide adequate space for the consolidated collection and future expansion, but were concerned that the NYPL would become bankrupt if it had to fund the land acquisition and building construction. 64. On March 25, 1896, the said Board of Trustees presented an address to the Hon.

William L. Strong (then-Mayor of New York City), whereby it applied to the City for a grant of land and building capital (the "Address") (Exh. 5). In pertinent part, the Board of Trustees represented to Mayor Strong that: The charters of the individual corporations and the trusts assumed towards the founders of the libraries and other benefactors, render it necessary in any event that the Astor and Lenox collections shall always remain in the library for use by readers there (Exh. 5) (emphasis added). 65. In May 1896, the State Legislature passed a law authorizing the predecessor of the

defendant, NYC DOP, to enter into a contract with the NYPL for the use and occupation of the land currently occupied by the Central Library, "for establishing and maintaining a free public library and reading room and carrying out the objects and purposes of said corporation * * * and said contract may provide that such use and occupation may continue so long as the said New York Public

19

Library, Astor, Lenox and Tilden Foundations, or its successors, shall maintain such free library and reading room upon said land" (NYPL Bulletin, 1.1, 20) (emphasis added). This Act was signed into law by the Governor of the State of New York on May 19, 1896 (Bulletin, 1.1, 20). 66. The aforesaid "objects and purposes" of the newly-consolidated NYPL were and are,

among other things, to store in, and not remove from, the library building, the books and other materials housed therein, so as to ensure that they are available for immediate use by scholars, students and other members of the general public (Exh. 1), as stated, inter alia, in the Board's Address to Mayor Strong (Exh. 5 ["the Astor and Lenox collections shall always remain in the library for use by readers there]; and see NYPL Bulletin, 11, 5 ["its contents should remain in the Library rooms, for use by readers there, and should not be lent out or allowed to be taken from the rooms"]; emphasis added). 67. The Board next applied to the City's Board of Aldermen for a resolution allowing the

land on which the NYPL building would be situated ("Public Land") to be controlled by the thenDepartment of Parks, which such resolution was adopted by the City on December 22, 1896 (Bulletin, 1.1, 21). 68. The City Charter was thereafter amended to allow the City to enter into a contract

with the NYPL to use the Public Land "for establishing and maintaining thereon a free public library and reading room, and for carrying out the objects and purposes of said corporation in accordance with the provisions of the agreement of consolidation between the trustees" (Exh. 6 hereto) (emphasis added). 69. On May 19, 1897, the Governor signed an Act providing for the construction of the

Central Library to be occupied by the NYPL, inter alia, 'for carrying out the objects and purposes 20

of said corporation. in accordance with the agreement of consolidation whereby said corporation was constituted, and the several acts incorporating the trustees of the Astor library, the trustees of the Lenox library and the Tilden trust" (Exh. 7 hereto) (emphasis added). The Lease

70.

On December 8, 1897, the NYPL entered into the Lease for the Central Library with

the City, for "so long as the [NYPL] shall use and occupy such building for the purpose of maintaining therein a public library and reading room and carrying on the objects and purposes of
the said corporation, as provided by its said agreement of consolidation and the several acts incorporating the Trustees of the Astor Library, the Trustees of the Lenox Library, and The Tilden Trust. respectively" (Exh. 2) (emphasis added).

71.

The Lease was entered into after the Board of Trustees had represented to the City,

in its Address to Mayor Strong, its Conviction that the library's books "shall always remain in the
library for use by readers there" (Exh. 5) (emphasis added). The Winning Design Containing the Stacks

72.

In March 1899, the NYPL hosted an architectural competition for the design of the

Central Library. 73. 74. The winning design was prepared by the architectural firm, Carrere & Hastings. Upon information and belief, construction of the Central Library in accordance with

Carrere & Hastings's drawings was fmished in 1911, having taken 11 years to complete at a cost of approximately $9 million -- in excess of $218 Million in today's dollars. 75. The winning architectural design prepared by Carrere & Hastings, included the Stacks

as an architecturally and structurally integral piece of the Central Library. 21

76. 77.

The Stacks are both the literal and metaphorical heart of the Central Library. The Stacks are positioned directly below the Rose Reading Room of the Central

Library in order to, among other things, ensure that books could be promptly retrieved and delivered to scholars and other visitors in need of resource materials, and then promptly returned to the Stacks. 78. Demolition of the Stacks, if permitted, would, among other things, compromise the

architectural and structural integrity of the now-landmarked Central Library, and undermine its critical design, the purpose of which was to facilitate expedited, comprehensive, and efficient research.
The 1978 Agreement with PARKS and the Public at Large

79.

On June 2, 1978, the NYPL entered into the 1978 Agreement with the City and

PARKS, pursuant to which the NYPL and the City promised "to make no changes in the structure or improvements of said premises or additions thereto without the prior approval of PARKS" (Exh. 3, 117) (emphasis added). 80. Upon information and belief, PARKS has never approved any changes in the structure

or any construction relating to removal of the Stacks. 81. Indeed, upon information and belief, the only New York State action with respect to

the CLP occurred on June 27, 2013, when the State Assembly Standing Committee on Libraries convened its first hearing to consider the CLP and, in particular, removal of the Stacks ("State Committee"). 82. time. The State Committee did not approve the CLP at the aforesaid hearing or at any other

22

83.

Pursuant to the 1978 Agreement, the NYPL and the City further expressly agreed "to

protect and preserve the historical integrity of features, materials, appearance, workmanship and environment" of the Central Library (Exh. 3 4) and "to hold, maintain and administer [the Central Library] for the benefit of the public at large" (Id. 8) (emphasis added). 84. Members of the general public constitute intended third-party beneficiaries under the

1973 Agreement.
The Central Library Plan

85.

Under the CLP, the NYPL intends to: A. Gut the Central Library of the seven stories of iron and structural steel Stacks; Displace the millions of books and other resource materials currently and previously shelved in the Stacks to remote offsite storage facilities, in violation of, inter alia, the NYPL's Charter and the objects and purposes of the NYPL with which the defendants Board of Trustees, Dr. Marx and Mr. Rudenstine are required to comply; Sell off for private real estate development two branches of the NYPL -- the Mid-Manhattan Library ("Mid-Manhattan" Branch) and the Science, Business and Industry Library ("SIBL" Branch); Shoe-horn the collections of the SIBL and Mid-Manhattan Branches, or likely a very significantly reduced version of those collections, into the area of the Central Library formerly occupied by the Stacks; and Convert the Central Library from one of the world's foremost research institutions, featuring on-site books, manuscripts and other original resource materials from all over the world, into an oversized circulating library.

B.

C.

D.

E.

86.

Under the CLP, the work to remove the Stacks, upon which the Central Library relies

for structural support, is slated to be performed while the Central Library, including the Rose Reading Room, is to remain open.

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87.

Mr. Tortorella, the President of structural engineering firm Silman PC, which, upon

infoiniation and belief, has been retained by the NYPL to implement the CLP, including removal of the Stacks, has compared removal of the Stacks to "cutting the legs off a table while dinner is being served" (The New York Times, January 29, 2013) (Exh. 8). 88. In the words of the late Ada Louise Huxtable, the Dean of New York Architecture

critics, the CLP "is a plan devised out of a profound ignorance of, or willful disregard for, not only the library's original concept and design, but also the folly of altering its meaning and mission and compromising its historical and architectural integrity. You don't 'update' a masterpiece" (Ada Louise Huxtable, "Undertaking its Destruction," Wall Street Journal, December 3, 2012) (Exh. 9). 89. Similarly, The New York Times Architecture critic Michael Kimmelman has

dismissed the proposed newly designed Central Library as having "all the elegance and distinction of a suburban mall" (The New York Times, January 29, 2013) (Exh. 8), while Bloomberg News Architecture critic James Russell described it as "thin architectural gruel" (James Russell, "N.Y. Public Library, Norman Foster Evict a Million Books," Bloomberg News, December 19, 2012) (Exh. 10). FIRST CAUSE OF ACTION 90. The Coalition repeats and realleges each and every allegation contained in the

preceding paragraphs 1 through 89, inclusive, as if set forth in full herein. 91. 92. The 1978 Agreement constitutes an enforceable contract. Under the 1978 Agreement, the NYPL and the City each explicitly promised "to

protect and preserve the historical integrity of features, materials, appearance, workmanship and environment" of the Central Library (Exh. 3 4). 24

93.

The Stacks constitute, inter alia, a "feature" and a part of the "materials,"

"appearance," "workmanship," and "environment" of the Central Library. 94. Under the 1978 Agreement, the NYPL and the City each explicitly promised "to make

no changes in the structure or improvements of said premises [i.e., the Central Library] or additions thereto without the prior approval of PARKS" (Exh. 3 7). 95. Removal of the Stacks would constitute a "change in the structure or improvements

of said premises [i.e., the Central Library]" (Id.). 96. 97. Upon information and belief, PARKS has not approved the removal of the Stacks. Upon information and belief, PARKS has not approved any construction work at the

Central Library relating to the planned removal of the Stacks. 98. Within the past two months the NYPL has obtained no fewer than seven building

permits from the DOB (i.e., from the City, not PARKS, a State governmental body), including those certain permits dated June 4, 2013, and June 20, 2013, allowing the NYPL and Silman PC to make "STRUCTURAL MODIFICATIONS INCLUDING STEEL LINTELED OPENINGS AS SHOWN ON PLANS FILED HEREWITH FOR EARLY WORK PHASE 1B" (Job No. 1213334798), and "STRUCTURAL MODIFICATIONS, INTERVENTION AND SHORING AS SHOWN ON PLANS FILED HEREWITH FOR EARLY WORK PHASE 1A" (Job No. 121234789). 99. Defendants have breached, and threaten further breach of, the 1978 Agreement by,

inter alia, planning for, and taking action that directly threatens the imminent removal of the Stacks.

Such action, inter alia, would: (i) constitute a structural alteration of the Central Library without permission from PARKS, in violation of 7 of the 1978 Agreement (Exh. 3); and (ii) constitute a breach of defendants' obligations under 4 of the 1978 Agreement, by which defendants are 25

obligated "to protect and preserve the historical integrity of features, materials, appearance, workmanship and environment" of the Central Library (Exh. 3). 100. Members of the public, including, inter alia, the members of the Coalition, are

intended third-party beneficiaries under the 1978 Agreement. 101. Removal of the Stacks and books, in whole or in part, threatens to, and would, cause

the members of the Coalition to suffer permanent and irreparable harm in their professions, business and property. 102. Removal of the Stacks, in whole or in part, threatens to, and would, injure the public-

at-large, who have the right as third-party beneficiaries under the 1978 Agreement to have the Central Library "maintained so that the historical integrity of features, materials, appearance, workmanship and environment be protected and preserved" (Exh. 3 2). 103. If defendants are not immediately enjoined from removing the Stacks and books, in

whole or in part, and from doing any construction work related to any such removal, the members of the Coalition and the public-at-large would be irreparably injured. 104. By reason of the foregoing, the Coalition is entitled to orders: (i) immediately and

permanently restraining all further demolition and construction work with respect to the Stacks and/or other components of the CLP; (ii) mandating that defendants return all of the books and other materials previously housed in the Stacks to the Central Library; and (iii) declaring that the Central Library shall not undergo any construction and/or other work that may affect the structure of the building without consent of PARKS. 105. law. 26 The members of the Coalition and the public-at-large have no adequate remedy at

SECOND CAUSE OF ACTION

106.

The Coalition repeats and realleges each and every allegation contained in the

preceding paragraphs I through 105, inclusive, as if set forth in full herein. 107. In addition to those books already removed, the removal of the Stacks would result

in the displacement of any remaining books to remote off-site storage facilities, as contemplated by the CLP (collectively, the "Displacement"). 108. The Displacement has, threatens t-_), and would continue to, violate the explicit

mandate of the Astor, Lenox and Tilden Trusts, inter alia, that the Central Library's books "shall always remain in the library for use by readers there" (Exh. 5), as carried forward and incorporated by reference into the Agreement of Consolidation, the NYPL's Charter, the Address, the Lease with the City, and the 1978 Agreement. 109. Members of the Coalition, as well as the public-at-large, are intended third-party

beneficiaries of the trust resolution requiring, inter cilia, that "the Astor and Lenox collections shall always remain in the library for use by readers there" (Exh. 5), as carried forward and incorporated by reference into the Agreement of Consolidation, the NYPL's Charter, the Address, the Lease with the City, and the 1978 Agreement. 110. Displacement threatens to, and would constitute a breach of trust, proximately and/or

substantially causing members of the Coalition and the public-at-large severe and irreparable injury. 111. By reason of the foregoing, the Coalition is entitled to orders: (i) mandating that

defendants return all of the books and other materials previously housed in the Stacks to the Central Library; and (ii) declaring that the books and other materials previously and currently housed in the Stacks shall not be removed from the Central Library. 27

112. law.

The members of the Coalition and the public-at-large have no adequate remedy at

THIRD CAUSE OF ACTION

113.

The Coalition repeats and realleges each and every allegation contained in the

preceding paragraphs 1 through 112, inclusive, as if set forth in full herein. 114. Dr. Marx, Mr. Rudenstine, and the Board of Trustees are fiduciaries under the NYPL

Charter and the Astor, Lenox and Tilden Trusts. 115. As fiduciaries, Dr. Marx, Mr. Rudenstine, and the Board of Trustees owe duties of

care, loyalty, and good faith to the beneficiaries under the aforesaid trusts -- the members of the Coalition and the general public. 116. Dr. Marx, Mr. Rudenstine, and the Board of Trustees have breached their duties of

care and good faith by, inter alia: (i) authorizing the removal of the Central Library's books to remote .offsite storage facilities; (ii) engaging Silman PC to prepare plans and apply for permits which would result in the demolition of the Stacks and the continued removal of books; (ii) implementing the Displacement; (iii) transforming the Central Library from New York's preeminent research institution into an oversized circulation branch; (iv) destroying the very principles and objectives upon which the NYPL was established; (v) acting in direct violation of the objects and purposes of the Trusts; and (vi) otherwise breaching their fiduciary duties of care and good faith. 117. Upon information and belief, one or more members of the Board of Trustees have

breached their duties of loyalty by voting in favor of, and supporting, the CLP, which would benefit one or more of them personally through the sale of library properties (including, without limitation, intellectual property) to private development, without disclosing the nature of their personal interests

28

to the other members of the Board. 118. Displacement has already and will in the future constitute a breach of trust,

proximately and/or substantially causing members of the Coalition and the public-at-large severe and irreparable injury. 119. By reason of the foregoing, the Coalition is entitled to an order: (i) immediately and

permanently restraining all further demolition and construction work with respect to the Stacks and/or other components of the CLP; (ii) mandating that defendants return all of the books and other materials previously housed in the Stacks to the Central Library; (iii) declaring that the Central Library shall not undergo any construction and/or other work that may affect the structure of the building without the consent of PARKS; and (iv) voiding any and all unconsummated transactions pertaining to the CLP in which interested Trustees have participated. 120. The members of the Coalition have no adequate remedy at law. FOURTH CAUSE OF ACTION 121. The Coalition repeats and realleges each and every allegation contained in the

preceding paragraphs 1 through 120, inclusive, as if set forth in full herein. 122. Defendants Silman PC and Mr. Tortorella owe duties of care and good faith to the

Coalition and other members of the general public who use the Central Library. 123. Upon information and belief, Silman PC and Mr. Tortorella have devised a plan to

remove the Stacks while the Central Library, including the Rose Reading Room, remains in use by the Coalition and other members of the general public. 124. Stacks. 29 The Rose Reading Room is situated directly above, and is supported fully by, the

125.

Removal of the Stacks would compromise the architectural and structural integrity

of the Central Library, which is both a National Historic Landmark and a New York City Landmark. 126. Removal of the Stacks threatens to undermine the structural integrity of the Central

Library, including and especially the Rose Reading Room, creating an imminent danger of serious injury to persons and property. 127. 128. Removal of the Stacks would constitute negligence, indeed gross negligence. By reason of the foregoing, the Coalition is entitled to an order immediately and

permanently restraining Silman PC and Mr. Tortorella from taking any further action to demolish or otherwise perform work with respect to the Stacks and/or other components of the CLP. 129. The Coalition has no adequate remedy at law.

WHEREFORE, the Coalition demands judgment over and against defendants: As to the First Cause of Action: (i) immediately and permanently restraining all further demolition and construction work with respect to the Stacks and/or other components of the CLP; (ii) mandating that defendants return all of the books and other materials previously housed in the Stacks to the Central Library; and (iii) declaring that the Central Library shall not undergo any demolition, construction and/or other work that may affect the structure of the building without consent of PARKS; (i) mandating that defendants return all of the books and other materials previously housed in the Stacks to the Central Library; and (ii) declaring that the books and other materials previously housed in the Stacks may not be removed from the Central Library; (i) immediately and permanently restraining all further demolition and construction work with respect to the Stacks and/or other components of the CLP; (ii) mandating that defendants return all of the books and other materials previously housed in the Stacks to the 30

As to the Second Cause of Action:

As to the Third Cause of Action:

Central Library; (iii) declaring that the Central Library shall not undergo any construction and/or other work that may affect the structure of the building without consent of PARKS; and (iv) voiding any and all unconsummated transactions pertaining to the CLP in which interested Trustees participated; As to the Fourth Cause of Action: immediately and permanently restraining defendants Silman PC and Tortorella from taking any further action to demolish or otherwise perform work with respect to the Stacks and/or other components of the CLP;

all together with costs, legal fees, disbursements, and any and all other and further relief this Court deems just and proper. Dated: New York, New York July 10, 2013

WEISS & HILLER, PC Attorneys for the Coalition 600 Madison Avenue New Yor ew York 100 2 00

Michael Hine David P. Rubinstein

31