A discussion of college governance by lay boards of trustees focuses on the sources and nature of trustees' authority and, by extension, of faculty and administrators' influence on boards. It chronicles briefly the history of the lay board and the reasons for its continued use in modern institutions. Criticisms and defenses of lay trusteeship are examined, including those concerning the nature of the public interest in higher education, the contributions of boards to serving that interest, the legitimacy of trustees, and their competence to govern. The theoretical and actual responsibilities of governing boards are compared, and ways in which faculty and administrators can share authority with boards are discussed. It is concluded that senior administrators can influence a board's work by communicating with trustees, controlling board agendas and background information, influencing the selection and development of trustees, motivating desired behavior, and establishing strong relationships with faculty and other constituents who legitimate administrative authority. Faculty influence on boards derives from boards' and administrators' desire to share authority with faculty and from faculty's own authority within the institution. (MSE)