Mutual benefit associations have been frequently found to confront two major problems: membership apathy and oligarchical control. The organization presented in this paper solved those two problems in unique ways. First professionals employed by the organization were kept in subordinant roles when key policy decisions were made by the lay board. Secondly, the organizational structure did not match the reward structure, i.e., salaries of supervisors were often lower than those of the professional staff. Finally, the organization operated on the principle that each of its programs should be taken over by other organizations and were successful frequently enough with this policy that no program became imbedded within the organization so no one group could gain hegemony.