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35 wide variety of articles, from astrophysics and art, through history, technology and zoology, now has over 4.5 million subscribing members. To succeed, the Institution must offer something to its associates "in addition to the privilege of paying annual dues," to create a feeling of participation. Among publications, we have considered, in addition to a basic booklet describing the work of the Smithsonian (perhaps done in cooperation with the National Geographic, as in the White House and Capitol booklets), a monthly news bulletin and a special quarterly or annual publication emphasizing different general areas of interest (perhaps in cooperation with American Heritage or Time-Life Books). Other benefits such as a Members Room with special dining facilities; lecture, concert and film programs; special evening previews; a calendar of events; discounts at Sales Desks; for students, special membership cards and pins plus information on science clubs; educational kits (such as those of the Audubon Society); correspondense courses; and travleing educational exhibits are contemplated. For younger members and children, Junior Discoverer or Explorer clubs have been envisaged, either for individuals or related to the classroom. Organizations and businesses could be provided with benefits suited to their needs, including research facilities, traveling exhibits, and participation in interne programs.