They were placed on COBRA, which allowed them 18 months to find a health plan of their own. When they found a plan through Associated Bank, Fortis rejected it even though he had originally recommended them and the Shepherd Express used Associated.

But there were important restraints applied along with the partial independence. The staff, and specifically Allen, was instructed not to directly solicit corporate sponsorships for the festival. They could negotiate in-kind trade agreements with companies like Alterra Coffee and North American Camera or Independent Edit and Independent Sound, but they could not approach, say, U.S. Bank or Manpower and ask for a large financial sponsorship of what was now an established part of the Milwaukee arts scene.

Allen was permitted to write grant proposals to solicit foundation money to support the festival, and he did this very well. With his background at Hunger Task Force and the AIDS Resource Center of Wisconsin, he already knew who the players were and how to approach them. Even though the face of the festival is 11 days in autumn when people can see and discuss, and celebrate movies from around the world, it also produced several year-round programs to educate young people in Milwaukee.

Reel Flix brings high school students together to watch socially conscious documentaries and narrative films. The Jane Bradley Petit Foundation has always sponsored this program.

The Herzfeld Foundation has, for the past three years, sponsored the Student Screenwriting Competition. A group of film professionals from Milwaukee takes selected high school students through a series of workshops wherein they are taught the art and the craft of writing for the movies. The best of their screenplays is picked and a short film is produced. This film plays on the big screen at the Oriental Theatre during the festival and at other festivals throughout the country.

The festival also supported a program created and run by Maxine Wishner, called "My Milwaukee," which put cameras into the hands of students from the inner city and mentored them in making short documentaries about their lives.

All were good programs, designed to give back to the community. They were very attractive to foundations. And the Richard and Ethel Herzfeld Foundation, the Argosy Foundation, Northwestern Mutual Foundation, Jane Bradley Pettit Foundation and many others all stepped up to the plate and supported them.

The 2007 festival was another great one, with attendance improving by another 26 percent, even though it was forced to move the dates earlier in the fall and it overlapped some religious holidays.

Willem Dafoe had come home to Milwaukee to be the focus of a tribute. More films had shown from more countries and there were more sellouts than ever. You could feel an anticipation growing for several months before the festival and the electricity in the air in the lobby of the Oriental Theatre, at the Downer Theatre, the Times Cinema -- and even online -- during the last two weeks in September was palpable.

The Midwest Filmmaker Competition received more submissions than ever before and New York distribution company Film Movement offered distribution to one of the films that had premiered on festival screens. This was the first occurrence of something that Jonathan Jackson and I personally had hoped would happen, which was that the Milwaukee festival would become a marketplace for local and regionally made films.

I made a direct plea to Fortis more than a month before the 2007 festival began that an independent board be sought because it was increasingly obvious that the film festival was now in a very real way Milwaukee's festival and had moved beyond what the Shepherd Express could manage.

My plea was ignored.

I spoke to Chris Abele of the Argosy Foundation, which had been the first foundation to support the festival (followed by the Herzfeld Foundation) and had continued to provide the largest funding gift each year, and he agreed that in order for the festival to continue to grow, in fact for it to grow anymore at all, and to truly represent the city, an independent board was imperative.

Everyone on staff and anyone familiar with the inner workings of the festival realized that the time had come when, if the festival was ever to reach it's potential, if it was ever to truly transcend it's original identity as a small East Side film festival, as it was straining to do, if it was ever to grow into something that could be recognized nationwide as major festival representing the Midwest region, it needed to break free of the smallness of it's one man and his assistant board of directors.

Everyone except Louis Fortis.