Holocaust Museum result of years of dedication.

The dedication of the Living Memorial to the Holocaust - Museum of Jewish Heritage at Battery Park City last month was the culmination of years of work and several different deals and permutations.

The project was germinated at the behest of Mayor Edward I. Koch in 1983, with the appointment of a task force that later turned into a commission with the cooperation of Governor Mario M. Cuomo. Both have the title of Founding Chairman of the Commission.

The decline of the city's real estate market in the late 1980s put the entire project in jeopardy and several deals had to be struck to provide the land and financing for the $23 million museum.

"We were concerned, but never ready to throw the towel in," said Howard Rubenstein, who served on the commission as a co-chair along with George Klein, who heads Park Tower Realty Corp., and Manhattan District Attorney Robert Morganthau. Senator Manfred Ohrenstein and Peter Cohen, formerly of Shearson Lehman, also served as co - chairs.

Ira Millstein, one of the senior partners of Weil Gotshal Manges, Was approached about being counsel to the museum by the chairs of the Holocaust Commission and Governor Cuomo. "He became counsel because the cause is important to him and important to the firm," said Philip J. Rosen, a partner at Weil Gotshal, who was involved in the early stages of the negotiations.

Worked Pro Bono 

During most of the 12-year development period, attorneys from Weil Gotshal & Manges provided pro bono legal work on behalf of the museum. This was not simply the filling out and filing of not-for-profit documents, but a series of complicated lease, land and swap transactions that took many hours of legal work including several long nights over a multi - year time period to complete.

David Altshuler, director of A Living Memorial to the Holocaust - Museum of Jewish Heritage, said the Weil Gotshal attorneys "did a great job, for nothing, for zero. It's a gigantic pro bono effort on their part over a decade with extraordinary professionalism and generosity not only of spirit but people's blood."

There have been efforts to build a memorial since the 1940s including a proposal for Riverside Park. "Koch wanted a living memorial, an educational institution," said Altshuler. Early in the Koch mayoralty, there were discussions as to whether the Federal museum should be in New York. Then-president Jimmy Carter decided on the Washington site.

With the help of Senator Alfonse D'Amato, the original museum was going to be in the Custom House. That will now house the Museum of the American Indian. So Weil Gotshal negotiated a lease with the Federal government for about 20,000 square feet of the building that would have included a memorial outside. "We would have had to share it with others," recalled Rosen. "At the last minute, we pulled away."

BPCA Steps Forward

They dropped that deal because suddenly the Battery Park City Authority (BP-CA) called the task force and said if they didn't take the Custom House site, they would give the Jewish Heritage Museum a lease to the best site in Battery Park City where they could build a free-standing museum.

The site was opposite Ellis Island and had sweeping views of the harbor and the Statue of Liberty. "So this sounded like a deal you couldn't refuse," said Rosen.

When the museum's location was moved from the U.S. Custom House to Battery Park City, Governor Mario Cuomo became a founding chairman and the task force turned into a commission.

They then began negotiating with the BPCA. "The discussions were fascinating," said Rosen, who at the time was a junior, mid-level real estate associate. "The real estate market was hot and most of the developers in New York were on the commission. "What was being negotiated was a fantastic deal."

Under the first compact, the museum was to get the right to build two separate buildings. One was to be an apartment tower and the other a museum. "The museum was going to be a major museum three times the size of the final plans," recalled Rosen, "Really bigger than the U. S. museum in Washington. "The museum would be able to sell apartments and the additional proceeds above those going to the developer would go to fund the museum.

That lease was signed in September of 1986. "Then the real estate market caved," sighed Rosen. "So we were left with a wonderful site but no market for the apartments. But we still had the lease to the site. "

"They tried to make the deal work for a long time but it didn't work," said Altshuler. "There were a lot of people interested but nobody made a deal."

Two years later, the Battery Park City Authority (BPCA) was approached by a Swiss hotel group, Noga Hotels, about the possibility of building a hotel on the museum's site at BPC, and in exchange they would pay the museum $30 million. Nissim Gaon, who heads the company, was going to give another $2 million personally. "Gaon was the first one to express a strong interest and put money on the table," said Altshuler.

Under the hotel scenario, the museum would lose the site to the south, but would still have an adjacent site a bit to the north. The deal was approved by the Commission in August of 1988 but in November, the Authority rejected the deal.

"That deal was turned down by the State because at the time," said Rosen, "they felt it wasn't the right project for the site and wouldn't generate enough revenue."

Shortly thereafter in 1989, the Authority replaced that deal with a different one with Property Resource's Corporation. "It was a similar deal but they would build a residential building on site 14 instead of a hotel, " said Altshuler. "They were unable to close. Meanwhile the market bottomed out.

That was the last viable alternative offered and the projects ended up on hold for awhile. Meantime the U.S. museum was completed.

Fred Weber, a partner at Weil Gotshal, was the attorney in charge of the last six years of negotiations, all conducted under the overall guidance of Millstein.

"It's easy when it hits and everyone is successful, but I was there in the more difficult times when every deal was falling apart," Weber said. "We had to sit through tough meetings when everything was difficult and you didn't know what the outcome would be."

About a year ago, negotiations began again between the Commission and Harry W. Albright, Jr., who is Chairman of BPCA. "He was a wonderful help in getting it going," said Rosen. "They came up with a smaller project and one that is viable in today's market."

Rubenstein recalled the group had a meeting in his office about six months ago. In attendance were Albright; David Emil who until last week was the BPCA president and CEO; Altshuler; Klein; and Morganthau, along with Rubenstein. "We ran into a road block with our fundraising and Albright gave us an extraordinary pep talk," said Rubenstein. "He raised a million dollars from Time Warmer, and it stimulated us to go into the trenches. Albright said, 'You can't give up on this.' He gave us a timetable, he said he would help us. It was an extraordinary, emotional experience. Tears were shed. In all my years in politics and civic work I have never experienced anything like it."

At that time, the commissioners cut down the size of the museum and Morganthau also went out fundraising and brought in several million dollars.

Altshuler said there have been several occasions when Albright has spoken about how important this project is to him personally and to the city and the state. "He's been a great supporter of ours and is tireless and very capable advocate," Altshuler said. "As a Catholic, he thinks this is an institution that will serve the broadest possible audience. He's really extraordinary."

Albright was an aide to the late Governor Nelson Rockefeller and was there at the beginning of Battery Park City before becoming its chairman. He declined to comment for this story.

Weber said they all realized they had to do something to get the project going. "It forced all of us to get into a room and come up with a transaction and an arrangement that worked for everyone," he recalled. "We all realized we had to go the extra miles to get the deal done and work to a common goal."

The New Deal

The result was a new look at the land and where the project should go. The site that had been scheduled to house an apartment house or hotel was transferred back to BPCA. The museum site was retained, while what is now a part of the South Gardens was given back to BPCA. According to Weber, the museum has an option to get it back in the future for no consideration. "We worked all-nighters on these deals," said Weber.

"What's most unique is that there is a partnership between the private sector, the public sector and a host of donors around the country. It was only successful when they all got together."

The new contract calls for the museum to raise some money for construction and the buying of artifacts while the BPCA will issue revenue bonds to raise construction money.

Under a complicated formula, the museum can get $17.5 million or more toward construction. A certain amount of that will be contributed as matching funds.

Now the museum is back on the southwestern portion of the plots, just off First Place. Instead of having two buildings go up at the same time, the museum will be built first. To make that possible, the Authority is providing the museum an advance of $10 million and that will be taken out of its ultimate share of the residential development.

"We will also gain the other piece of our share based on a complicated formula including FAR and rent," explained Altshuler, "but our share is guaranteed to be no less than $7.5 million plus the up to ten [million dollars] we take now."

In the future, when the ultimate developer for the apartment or hotel site is found, the museum will share in the sale proceeds, "so I look to get $17.5 million and up," said Weber. "The more they get, we get. We're going to participate in the upside in the development in some fashion."

The museum itself has raised over $10.25 million. Using the money collected so far, construction began on November 16th with an emotional dedication at the site that brought together the politicians and the people involved in the planning, along with many survivors.

Architect Kevin Roche of the internationally known firm of Kevin Roche John Dinkeloo Associates of Hamden, CT, built into the structure themes of the Holocaust. "The six sides stand for the six million Jews that were killed, the Star of David, and other Kabballah symbolism," said Rosen.

Its sculpted bronze doors will lead visitors into the exhibition space. The roof of the granite building is steeped louvre and is designed to catch sunlight in the day and be illuminated in the evening. It will contain a mere 20,000 square feet.

The museum has retained expansion rights whenever it is ready to do so with additions consistent to the height of the museum. It has the ability to expand directly from one of its six sides into the apartment building through the second and third floors, where it could capture about 20,000 square feet of space that would tie directly into the museum structure.

The main body of the museum does not have room for offices, storage of exhibits or an auditorium, Altshuler explained. When the $7.5 million or more comes to the museum after the apartment building is constructed, Altshuler said it will be used for expansions, endowment or programs.

"It's not only a project fully funded at the outset but it will later derive benefits from further monies," he noted. Some minor expansion is already being planned, although the smaller gardens just to its south will be retained for the time being.

Noted Weber, "We have the valuable right to go into the apartment site. The museum didn't lose any pre-existing right and this allows us to go forward now, while it preserves the ability to go forward. It benefits the state and the citizens and gets a museum where one is needed."

Matthew Monahan, a spokesperson for the Battery Park City Authority, said they will put out a request for proposals for the apartment site when there is a sense that the real estate market is ready.

This Living Museum project is different from any existing memorial, Altshuler said, because it will focus not only on the period of 1933 to 1945, but the community that was devastated as well as on the survivors and the Jewish communities rebuilding.

It will show what their lives were like in America, and how they settled in Israel. "This contexturalizes the history of the Holocaust within the larger framework of the story of Jewish continuity within the 20th Century," Altshuler said,

The Friday before the dedication, filmmaker Steven Spielberg announced a million dollar grant through his Righteous Persons Foundation. Spielberg has also established another foundation to videotape and interview Holocaust survivors. Over 650 have been interviewed over the past five years, said Altshuler, who noted those tapes average three to four hours each.

In addition to the more than 2,000 hours of videotaped testimony, the museum also has 3,000 hours of audio-taped interviews conducted with other survivors that were made by the Center For Holocaust Studies in Brooklyn, which merged with the museum. "We have been fairly active for the last 20 years," said Altshuler. The Museum of Jewish Heritage will become one of four repositories in the United States of Holocaust information, along with one in Israel.

Rosen said the project has added significance for him since his parents were survivors. "I am anxiously awaiting the day when I can take my mother and the kids to the museum so my mother can explain about life and the Holocaust. "His father has since passed away.

Helped By All

Recalled Altshuler: "Koch set it going, [Former Mayor David] Dinkins kept it going and was very supportive, [Senador Daniel Patrick) Moynihan and D'Amato helped us and [Mayor Rudy] Giuliani went to the wall for us and made it a priority. When it all got together, that was the final catalyst."

Hundreds of families have donated more than 13,000 original artifacts, documents and photographs to the collections. Additionally, more than 100 benefactors have given the museum over $100,000 each so far, while 40,000 individual donors, including corporations and foundations, have helped bring the total over $10.25 million.

Co-chairs of the fund raising campaign are Stephen Robert of Oppenheimer & Co.; Ernest Michel, executive vice president emeritus of UJA Federation and a survivor; and businesswoman Rosa Strygler. The museum is expected to open in late 1996.

(Donations to the museum may be made through Donor Services, P.O. box 17305, Milwaukee WI 53217-9986. Survivors who wish to be interviewed can contact the Shoah foundation, 800-661-2092.)