SAN JOAQUIN REGIONAL RAIL COMMISSION

SAN JOAQUIN REGIONAL RAIL COMMISSIONMeeting of December 1, 2008

STAFF REPORT

Item 4.1: Minutes of November 7, 2008

The regular meeting of the San Joaquin Regional Rail Commission was held at 8:00 a.m. November 7, 2008 at the Robert J. Cabral Station, 949 East Channel Street Stockton, CA 95202 1. Call to Order/Pledge of Allegiance/Roll Call

Chairman Restuccia called the meeting to order at 8:00 a.m. and led the audience in the pledge of allegiance.

Commissioners Present: Sayles, Ruhstaller, Haggerty, Bestolarides, Harris, Chairman Restuccia

Ex-Officio Members Present: Chesley

Item 15 was pulled by Chairman Restuccia for discussion at the December Rail Commission meeting.

2. Public Comments None

3. Presentations and RecognitionsLynn Jacques and Emily Bacque of C J Strategies advised the Commission of the many changes taking place in Washington DC as the Administration begins the transition process.

Additionally, Congress is discussing a second Economic Stimulus package and most believe that the package will include funding for large infrastructure projects. However, it is not known if Congress will come back into session in November for an action on the Stimulus package or if they will wait until the beginning of 2009. The specific projects are not known at this time. 4. Consent Calendar:All items listed immediately below will be acted upon under one vote unless specifically requested to be removed from the Consent Calendar by a member of the Commission, a member of the staff, or a member of the public.

4.1 Minutes of November 7, 2008 ACTION4.2 Rail Commission/ACE Monthly Expenditure Report INFORMATION4.3 Monthly ACE Fare Revenue INFORMATION

4.4 ACE Ridership INFORMATION4.5 ACE On-Time Performance INFORMATION4.6 Report on Oakland A’s Special Train Survey, September 20, 2008 INFORMATION

M/S/C (Harris/Sayles) to approve the Consent Calendar. Passed and Adopted by the San Joaquin Regional Rail Commission on the 7th day of November, 2008 by the following vote to wit: Ayes: 6 Sayles, Bestolarides, Harris, Haggerty, Ruhstaller, Chairman Restuccia Noes: 0Abstain: 0

5. Public Hearing on the San Joaquin Regional Rail Commission’s Conflict of Interest Code Amendment and Report Summarizing the Comments Received during the Public Comment Period, and Approve a Resolution Amending the Conflict of Interest Code, Appendix A to include the: Director of Fiscal Services, Facilities and Administration Director of Planning and Programming andDirector of Operations.

Tom Shephard, Counsel to the Commission, presented the amendment to the Conflict of Interest Code, which adds the titles of executive staff to Appendix A. These added staff will be required to fill out an annual Statement of Economic Interests.

M/S/C (Haggerty/Sayles) Approve Public Hearing on the San Joaquin Regional Rail Commission’s Conflict of Interest Code Amendment and Report Summarizing the Comments Received during the Public Comment Period, and Approve a Resolution Amending the Conflict of Interest Code, Appendix A to include the: Director of Fiscal Services, Facilities and Administration Director of Planning and Programming and Director of Operations. Passed and Adopted by the San Joaquin Regional Rail Commission on the 7th day of November, 2008 by the following vote to wit: Ayes: 6 Sayles, Bestolarides, Harris, Haggerty, Ruhstaller, Chairman Restuccia Noes: 0Abstain: 0

6. Approve Resolution for the Adoption of a Mitigated Negative Declaration, findings, and Mitigation Monitoring and Reporting Plan; Authorize the Executive Director to Execute and File Notice of Determination under the California Environmental Quality Act (CEQA) For the San Joaquin Regional Rail Commission Equipment Maintenance Facility.

Mr. Gregg Baxter, Director of Operations, summarized the history and status of the maintenance facility and the process for environmental certification. Mr. Baxter noted that the FTA is the lead agency for federal environmental certification on this project and that NEPA approval is expected by the end of November early December.

Vice-Chair Harris clarified that the FTA approval is likely in November or December.

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No public comment

M/S/C (Sayles/Harris) to Approve Resolution for the Adoption of a Mitigated Negative Declaration, findings, and Mitigation Monitoring and Reporting Plan; Authorize the Executive Director to Execute and File Notice of Determination under the California Environmental Quality Act (CEQA) for the San Joaquin Regional Rail Commission Equipment Maintenance Facility. Passed and Adopted by the San Joaquin Regional Rail Commission on the 7th day of November, 2008 by the following vote to wit: Ayes: 6 Sayles, Bestolarides, Harris, Haggerty, Ruhstaller, Chairman Restuccia Noes: 0Abstain: 0

7. Approve Contract Services Agreement with Motive Power Inc. for the Midlife Overhaul, Conversion and Upgrade of three (3) F40PH-3C Diesel Electric Commuter Locomotives for a not-to-exceed amount of $4,750,000 and Authorize and Direct the Executive Director to execute all necessary documents.

Mr. Baxter described the scope of the midlife overhaul on the three oldest locomotives. The overhaul is needed due to the age of the equipment, new EPA standards, and to upgrade the electronic monitoring systems. Staff issued a Request for Qualifications to all vendors in the industry. Six companies responded with statements of qualifications and a committee reviewed the responses. A formal request for proposals (RFP) was issued and two responses were received from Motive Power Inc., (Boise, ID) and TTI (Yonker, NY). Each firm was asked for a Best and Final Offer, and after a final review, Motive Power Inc. was selected.

Chairman Restuccia asked if Herzog reviewed the proposals. Mr. Baxter confirmed that Herzog staff was instrumental in developing the scope of work, and two members from Herzog Management were on the committee.

Vice Chair Harris asked where the work will be done and what the estimated down time for the locomotives would be. Mr. Baxter reported that the work will be done in Boise Idaho at the Motive Power Inc. plant. There is a three to four month lead time once the contract is issued for parts and materials to be ordered and received. One locomotive will be done at a time. The estimated time to complete each locomotive is 90 days not including time for transit, commissioning and testing. Commissioner Haggerty requested clarification on the overhaul as he thought this would retrofit the locomotives to be hybrid. Mr. Baxter responded that the industry has found useful hybrid locomotives for switching operations but have not found one that works well for road operations and would satisfy the agency needs. There are practices in place when the locomotives are not in use to shut them down and plug into ground power minimizing diesel use as much as possible.

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Commissioner Ruhstaller requested clarification on how the freight railroads get away with sitting for hours spewing these fumes into the air of neighborhoods. Stacey Mortensen, Executive Director, responded that since they are operating within their own right of way, they are not subject to the same environmental restrictions as other developments. Restrictions generally only apply with new developments outside of their right of way. Mr. Baxter clarified that the Railroad’s automatic locomotive shutdown systems monitor certain parameters and when they are correct they shut down automatically until the parameters fall below these levels, then the locomotives turn on again. Freight railroads have a lot of locomotives and it is very time consuming and costly. They are doing the modifications over time.

A public comment was submitted online by Mr. Azarra with TTI of Yonkers, New York. Mr. Azarra submitted a formal protest to agenda item 7 for award of contract to Motive Power for midlife overhaul of three (3) F40PH-3C locomotives. Mr. Azarra states he feels item 7 be removed until this protest has been responded to and resolved.

Mr. Shephard advised that there has been a protest filed, but it is not a valid protest at this point because there has been no award of contract. After the award, the unsuccessful proposer will be given notice and they will be able to file a protest if they choose to do so within the defined parameters of the Commission’s Protest Policy.

M/S/C (Haggerty/Bestloarides) to approve Contract Services Agreement with Motive Power Inc. for the Midlife Overhaul, Conversion and Upgrade of three (3) F40PH-3C Diesel Electric Commuter Locomotives for a not-to-exceed amount of $4,750,000 and Authorize and Direct the Executive Director to execute all necessary documents. Passed and Adopted by the San Joaquin Regional Rail Commission on the 7th day of November, 2008 by the following vote to wit: Ayes: 6 Sayles, Bestolarides, Harris, Haggerty, Ruhstaller, Chairman Restuccia Noes: 0Abstain: 0

8. Discussion of Potential Changes to the Mid-day Train.

Thomas Reeves, Strategic Development and Communication Coordinator, presented information on the Mid-day Train. The afternoon departure of the Mid-day train from San Jose is being studied to see if it is best meeting the needs of current and prospective passengers. Staff are polling current riders and corridor employers to determine if alternative schedules will increase overall ridership. The three options being studied include: 1) No Change –Train departs San Jose at 12:05pm, 2) Train departs San Jose at 1:30pm, 3) Train departs San Jose at 6:45pm in place of the work-late bus. The study is also evaluating the potential additional costs for train crews, crew layover and shuttles. A detailed report will be presented at a future Rail Commission meeting.

Mr. Baxter reported on a minor schedule change to deal with a reduction in run time in the middle of the route. The departing and arrival times for Stockton and San Jose will not be

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affected. The time changes are within the route. The changes are to be effective January 2009 and will improve the on time performance.

Vice-Chair Harris asked if the shuttles will be affected. Mr. Baxter responded that with a minor schedule change, the shuttles will be able to adjust their times accordingly.

Commissioner Sayles requested information on how the passengers will be notified. Mr. Baxter responded that the website will be updated, announcements will be made and notices sent out through seat drops. Ms. Mortensen added that the schedule change will be effective in conjunction with the fare increase.

Chairman Restuccia clarified that since this is a minor administrative change, Board approval is not required, if there were no objections to the change.

No objections are noted.

9. Approve Direction to Staff on Support for the location of the Stockton Amtrak Station. Ms. Mortensen provided the Commission with a history of the Amtrak Station relocation project and noted that Caltrans Division of Rail and SJRTD were also present to provide information. She reported that the City of Stockton, Amtrak, Caltrans, SJRTD and SJRRC all agreed on the need to relocate the current Amtrak station, which is not in a very welcoming area. The Rail Commission, for years, has been proposing some form of a “Union Station” concept in the downtown where all of the passenger rail services would converge. Ms. Mortensen did comment however, that the operational objections from Amtrak and Burlington Northern Santa Fe (BNSF) seemed to prohibit any chance of the Bakersfield-Oakland SAN JOAQUIN trains from accessing the Cabral Station area.

Ms. Mortensen also recapped the Caltrans proposal for moving the Amtrak station to the proposed Mariposa Lakes development, and asked Lee Goldenberg of Caltrans to bring the Commission up to date on the status of that project. (Mr. Shephard disclosed that he has consulted Mariposa Lakes Tenants on water supply issues, but not on railroad issues)

Chairman Restuccia left at 8:36 am.

Mr. Goldenberg reiterated that Amtrak and Caltrans have been very committed to finding a new location for the station. He reported that the Mariposa Lakes site seemed very promising until the additional miles that the connecting buses would have to travel was calculated, resulting in a negative impact to both passenger travel time and bus operating costs. Mr. Goldenberg reviewed other potential options, including improving the current station, building a new station at the Tortilla Factory Site adjacent to Airport Way and the BNSF tracks, and the Rail Commission’s hybrid proposal for using the WP Depot for passenger services and shuttling passengers to a platform at the Tortilla Factory site. He noted that he was under great pressure to move forward with the new station at the Tortilla Factory site.

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Mr. Atherton with SJRTD expressed support for the Caltrans proposal for it’s’ linkage to the planned Airport Way BRT Service, and also expressed a willingness to review any other station options.

Commissioner Bestolarides left at 8:52 am.

Ms. Mortensen gave a description of the “hybrid” station concept to include coordinating all Amtrak passenger services (parking, ticketing, etc) and amenities at the newly acquired Western Pacific Depot across from the Cabral Station and combine it with a people-mover or shuttle out to the satellite platform at the Tortilla Factory site. This would still allow Amtrak to have its’ own building, but the Rail Commission could assist Caltrans with station maintenance, shared parking and site security. Ms. Mortensen expressed her concern over a $40M investment outside of the downtown in an isolated area that would be difficult to maintain and secure.

Commissioner Sayles confirmed the goal is to get people out of their cars, and is in favor of using the WP Depot with the use of a shuttle. Commissioner Sayles asked staff to study how long it would take passengers to get shuttled to/from the WP Depot to the platform site.

Ms. Mortensen indicated she has spoken to Commissioner Bestolarides to better understand the City of Stockton’s position on the Amtrak station. He had indicated that his personal preference was to generate a critical mass of investment, development and people activity in the downtown, rather than on the fringe. He suggested that the Commission take a position and he would relay that position to the City Council.

Mr. Pennino, past Commissioner/Chairman, stated that this Union Station concept has been a long term vision for as many years as he has been involved with the County’s transportation issues. With the technology available in the Commission’s train monitoring center, it would be easy to coordinate the shuttles with the actual train arrivals. He stressed the importance of one train location so that passengers would know where to go. SJRTD could also be a great partner to figure out how to best shuttle passengers. Finally, he noted that the hybrid option could be delivered in 2-5 years.

Commissioner Haggerty felt he was at a disadvantage since he is not a Stockton Native or knowledgeable of the nearby area, but hearing Mr. Pennino’s comments, he was supportive of his suggestions. Commissioner Haggerty’s only concern was that multiple transfers could potentially affect ridership.

Ms. Mortensen advised the Commission that Caltrans is planning on undertaking a feasibility study of the Tortilla Factory site which will initiate a lengthy process. She noted that the Commission had CEQA and NEPA clearance already for the WP Depot to be put back into use as a train station. She acknowledged that further work would be necessary to evaluate the platform development and the shuttle logistics.

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Commissioner Haggerty asked if Stockton was on the high-speed rail route and if there is a way to coordinate the HSR with the downtown station concept.

Ms. Mortensen indicated that high-speed rail is looking at this corridor and the vacant right of way adjacent to the north-south Union Pacific corridor. The high-speed rail staff and consultants have responded favorably to a union station concept in the downtown.

Commissioner Ruhstaller indicated that he has traveled from the current Amtrak Station and doesn’t see any difference in moving the station east to Caltrans’ proposed location, since it would still be a single use station. A nice transfer station can be built for a cost far less than a stand-alone, single use station. Passengers feel safe around the ACE station and have easy access to the downtown amenities.

Commissioner Sayles commented on the revitalization project in the works at the Cabral Station with mixed use of commercial/residential properties creating a general hub at the WP Depot. The 237,000 Amtrak passengers Mr. Goldenberg referred to could benefit from this as well.

Mr. Atherton with SJRTD added that the BRT expansion route is already planned but can be revised to include the needed stops. However, there would be additional costs associated with shuttles dedicated to train times.

Ms. Mortensen clarified for the Commission that this was a Caltrans project and any direction would be a recommendation to Caltrans or the City of Stockton for consideration of a joint facility with the Cabral Station area. Caltrans will be working through the City approval process.

Vice-Chair Harris requested clarification on how Amtrak parking will be accommodated.

Ms. Mortensen advised that she is working with Mr. Reeves on a parking garage concept across the street north of Miner with the City of Stockton. The Downtown Parking District held a meeting regarding how perimeter transit facilities can support the parking needs of downtown Stockton. SJRRC is sensitive to preserving the ground floor for people activities and the vacant surface area for development opportunities, rather than sprawling surface parking. Ms. Mortensen responded that the mixed use parking project received funding from the new MK Smart Growth Program.

Vice Chair Harris asked if there were some smart growth funds available for the parking project.

Commissioner Ruhstaller asked Caltrans if their feasibility study can look at the viability of both the Caltrans and the Rail Commission proposals. Mr. Goldenberg clarified that they would study both options.

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Mr. Pennino asked if there was an advantage to SJRRC taking the lead on the study versus Caltrans, to expedite the process. Mr. Goldenberg indicated that his division would move the project along and will keep it their number one priority.

Commissioner Ruhstaller suggested that since there were two options 1 - move the station East or 2 – move it up North to the WP Depot, then perhaps SJRRC could do the work on one study and Caltrans could do the other, then the two reports could be evaluated and a decision could be made.

Vice-Chair Harris summarized that staff should continue working with the partners on the WP station concept.

M/S/C (Sayles/Ruhstaller) to Approve Direction to Staff on Support for the location of the Stockton Amtrak Station. Passed and Adopted by the San Joaquin Regional Rail Commission on the 7th day of November, 2008 by the following vote to wit: Ayes: 4 Sayles, Haggerty, Ruhstaller, Vice Chair HarrisNoes: 0Abstain: 0

Commissioner Haggerty left at 9:13 am.

10. Approve Monday, December 1, 2008 for the next regular meeting of the San Joaquin Regional Rail Commission.

M/S/C (Sayles/Ruhstaller) to Approve Monday, December 1, 2008 for the next regular meeting of the San Joaquin Regional Rail Commission. Passed and Adopted by the San Joaquin Regional Rail Commission on the 7th day of November, 2008 by the following vote to wit: Ayes: 3 Sayles, Ruhstaller, Vice Chair Harris, Noes: 0Abstain: 0

11. Commissioner Comments: Commissioner Ruhstaller requested that staff work with the Railroad to reduce excessive train horns in the Alpine/West Lane neighborhood.

12. Ex-Officio Comments: Ex-Officio Chesley commented on the Board vacancy from Chairman Mike Restuccia stepping down from public office. The SJCOG Exec. Committee will be implementing the process for a replacement.

Commissioner Ruhstaller commented that Commissioner Bestolarides may be assuming his seat on behalf of the County. If that creates an opening for a Stockton replacement, he suggested that it be someone who represents the downtown area.

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13. Executive Director Reports: Union Pacific has invited commuter rail managers to talk to them about positive train control as a result of the Metrolink Chatsworth incident. Mr. Baxter will be attending on November 20, 2008 on the Rail Commission’s behalf. Mr. Baxter will also discuss the issue of horn blowing within the neighborhoods previously discussed.

Ms. Mortensen and Mr. Hanrahan attended the Tri Valley Business Power Breakfast in Livermore. Numerous companies are relocating into the Tri-Valley area. Ms. Mortensen and Mr. Hanrahan will be working with these employers on an ACE orientation package for their employees to encourage them to try the train before they get in the habit of driving to their new office location.

Ms. Mortensen and Mr. Reeves will be participating on downtown Stockton Parking Plan.

C. J. Strategies will be meeting with SJRRC staff following up on the stimulus package, potential infrastructure projects and getting ready for the One Voice submittals that are due to SJCOG by December 2008.

Vice-Chair Harris adjourned the meeting and entered into Closed Session at 9:33 am.

14. Closed Session

Real Property Negotiations – Government Code 54956.8Property: Parcel #15114005 – 929 East Channel Street Negotiating Parties: San Joaquin Regional Rail Commission, Ms. Lorena Bava Under Negotiations: Price and Terms of Payment

15. Closed Session (Rescheduled for December Meeting)

16. Return to Open Session; Report on Closed Session

The Commission returned to open session at 9:42 am. Counsel reported that the Commission received information on the status of the real property negotiations and there were no actions to report.

17. AdjournmentThe next regular meeting is scheduled for: Monday, December 1, 2008 @ 8:00 a.m. Robert J. Cabral Station949 E. Channel StreetStockton, CA 95202.

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