MEMBERS PRESENT: John McLemore (Chair), Maria Ayerdi (Vice Chair), Michael Burns, Mary Janney, Arthur Lloyd, Sophie Maxwell, Michael Nevin, Manuel Valerio, Ken Yeager, Sue Lempert

MEMBERS ABSENT: None

STAFF PRESENT: Michael Scanlon, David Miller, Joan Cassman, Roger Contreras, Howard Goode, Chuck Harvey, Rita Haskin, Martha Martinez, Jennifer Buhr, Ian McAvoy, Liz Weicha

Chair McLemore called the meeting to order at 10:03 a.m. and led the Pledge of Allegiance to the flag.

PUBLIC COMMENT

Jeff Carter commented that the windows on the train have been dirty lately and he questioned the washing methods that Caltrain uses. Mr. Carter recalled that a train washer was purchased many years ago and he believes that it was never installed. Mr. Carter also commented on Millbrae Station and stated that it is viewed as "unfriendly" because of the flights of stairs that are needed to access the northbound platform from the southbound platform and Caltrain parking lot. Mr. Carter stated that it was unfortunate that a tunnel couldn't have been used and suggested future consideration of a tunnel if funds became available.

CONSENT CALENDAR

At the direction of Legal Counsel, the Minutes from June 5, 2003 were pulled from the Consent Calendar due to a requested correction by Director Valerio.

The Board unanimously approved, by roll call, the following items under the Consent Calendar:

1. Adoption of Statement of Revenue & Expenses, May 2003
2. Award of Contract for Providing Low Sulfur Diesel Fuel and Trackside Fueling Services
3. Authorization to File a Transportation Fund for Clean Air (TFCA) Grant Application in Support of the San Francisco Fourth & King Caltrain Bicycle Station

The motion of approval for the corrected June 5, 2003 Minutes was unanimously approved.

CHAIRPERSON'S REPORT

Chair McLemore reported:

• The ribbon cutting for the Millbrae Intermodal Station was held on Saturday, June 21. Chair McLemore, Director Janney, Director Nevin were all present at the celebration. Many great political speakers were also in attendance. Chairman McLemore acknowledged the great success of the opening. Director Janney commented that the opening was a day in history.

MTC LIAISON REPORT (SUE LEMPERT)

Sue Lempert reported:

• Ms. Lempert was also in attendance at the opening ceremony of the Millbrae Intermodal Station representing MTC. Ms. Lempert was able to ride the new system and offered a few suggestions for improving service including being able to use a Translink card and displaying the schedules of both Caltrain and BART so people can coordinate their connections a little better.
• MTC has started the initiatives with the local Congestion Management Agencies (CMA) to give the local CMA's a larger role. MTC expects land use planning with transportation to come from the city council members and the board of supervisors who are part of the CMA's. While at the initiation VTA passed out their toolkit guide regarding transit oriented development.
• MTC met with ABAG to discuss better coordination of land use planning and transportation.

Michael J. Scanlon commented that Millbrae and Caltrain were moved up in the priority list of implementation of Translink.

Ms. Lempert stated that the BART stations still need to be equipped with Translink.

Director Burns reiterated that BART machines still need to be Translink compatible. Caltrain staff has always wanted the Millbrae Station to be Translink operable and it is for Caltrain but not for BART.

REPORT OF CITIZENS ADVISORY COMMITTEE

Michael Kiesling reported:

• Caltrain CAC met June 30 for a joint CAC meeting with the San Mateo County Transportation Authority CAC and SamTrans CAC to discuss the renewal of the San Mateo County sales tax. There was a general presentation on how the plan is coming together and how each CAC can be helpful in outreach.

REPORT OF THE EXECUTIVE DIRECTOR

Michael J. Scanlon reported:

• Key Caltrain Performance Statistics:
1. Average Weekday Ridership for April was down 12.6 percent, from 32,454 riders to 28,378.
2. Year-to-Date Average Weekday Ridership is at 27,740, down from 31,490, which is a 12 percent difference.
3. Total Revenue was off 14.6 percent from $1.97 million to $1.68 million.
4. On-Time Performance off at 91.2 percent versus 95.8 percent from last May.
5. Shuttle Ridership had an increase of 4.7 percent with 4,249 riders up from 4,059.
• Millbrae Station opening ceremonies were successful. The long awaited great opportunity for Caltrain and BART to open a lot of travel options. At this time it is too early to draw any conclusions or trends.
• The Monthly Safety and Security Report was distributed.
• Mr. Scanlon commended Amtrak and Caltrain staff for efforts with frontline employees. George Erickson and Chuck Harvey have been working through Amtrak to make sure the employees stay informed, make frequent announcements, provide feedback and put themselves in the customer's shoes. Additionally, Mr. Scanlon acknowledged the Caltrain, SamTrans and Transportation Authority employees that volunteered to be ambassadors.
• Caltrain staff is preparing for the Proof-of-Payment rollout.
• The APTA Rapid Rail Transit conference in San Jose was very successful.
• Training drills for the San Mateo County fire department in the way of preparing for emergencies were conducted.
• On June 23 there was a temporary relocation of the Bayshore platform. The northbound platform has also been moved.
• There was the long awaited joint CAC meeting, which was very successful and productive.
• There will be extra Caltrain service on July 16 for the Dixie Chicks concert at the HP Pavilion.

Ms. Lempert questioned whether there was information and schedules at the airport advocating for public transportation.

Mr. Harvey replied that there is information, schedules and directions to get to the stations at the airport.

Ms. Lempert stated that the schedules and information should be prominently displayed at the airport so that the options of connections to BART and Caltrain are very visible and attractive for travelers.

Mr. Scanlon stated that the airport is a part of the coalition of advertisers.

Rita Haskin, Chief Communications Officer, stated that there would be more signs posted and more information and schedules would be available at the kiosk areas.

At the direction of Mr. Scanlon, Mr. Harvey commented in response to Mr. Carter's comments regarding the Caltrain windows being dirty. Caltrain staff has noted the deplorable exterior conditions of the cars. Mr. Harvey noted that it is very hard to keep the exteriors clean under the present circumstances. However, in conjunction with Amtrak, there will be an offline cleaning of the exterior of the cars, including the windows. A consist set has been completed and there are evaluations being done to determine if the chemicals that were used are safe. Mr. Harvey acknowledged that there is a campaign to get the cars clean as soon as possible.

Director Nevin suggested having a half-day of free, or discounted, ridership on a Saturday in the future on BART or Caltrain to encourage riders to test the system to see if it would work for them.

Mr. Harvey commented that BART already has a direct mail campaign that people can call in to receive a free BART ticket. So far the campaign has been very successful. Additionally Mr. Harvey stated that when Caltrain re-opens on the weekend there is potential for running free service on a couple of weekends to promote the re-opening and Baby Bullet. There will be more information next spring.

Chairman McLemore commented that he would like to have an updated presentation in the next few months regarding re-opening the weekend service since the re-opening is approaching.

Mr. Harvey stated that an updated report could be given. Caltrain staff is measuring project progress especially in regard to the Bayshore Station project on the north side. The project includes passing tracks necessary for express service, which will be completed very late in the project.

Ed DeLanoy commended Caltrain service especially from Millbrae. Additionally, Mr. DeLanoy expressed concern with term "seamless transfers" because it infers schedule coordination, geographical combinations and fare prices, which Mr. DeLanoy cautions isn't how the system is really working.

CALTRAIN MAINTENANCE AND OPERATIONS FACILITY PRESENTATION

Mr. Harvey and Liz Weicha, Director of Capital Project Management, conducted a presentation in regard to the Centralized Equipment Maintenance and Operations Facility (CEMOF). The presentation included information pertaining to the project purposes & needs, project description, history & background and an implementation plan. Key highlights of the presentation included:

1. Existing maintenance facility
2. Operational and land use considerations impacting the maintenance facility
3. Existing Diridon maintenance facility
4. Diridon operational capacity issues
5. Equipment and service requirements for new maintenance facility
6. Current facilities
7. Future needs
8. Improved safety and work environment
9. Improved product to the customer
10. Improved maintenance quality control
11. Improved equipment availability
12. New CEMOF facility site including site layout and facilities
13. A modern railroad shop including service and inspection tracks, locomotive maintenance and repair, progressive maintenance tracks, wheel truing machine and an automated train washer
14. CEMOF project cost components
15. Estimated operating and maintenance costs
16. Expected key benefits
17. CEMOF project history and background including the Lick Site (1995), Gilroy (1996), and Newhall Yard (1996) and the Lenzen location.
18. Addressing community concerns with the Lenzen location
19. Factors contributing to cost increase
20. Project reviews and analysis
21. CEMOF project delivery schedule
22. Needs to complete the project

Ms. Weicha stated that the previous estimate was very optimistic for completing the project at a lower cost.

Mr. Scanlon reiterated that the estimate that was done was inaccurate.

Director Valerio clarified that no formal action would be decided but the presentation was just informational.

Director Yeager stated that a concern of many deals with the cost and the funding of the project. Mr. Yeager requested confirmation that $139 million is the cost of the project and that only $102 million that has been earmarked.

Ms. Weicha replied that she believed that those numbers were accurate.

Mr. Yeager asked for clarification of the $37 million shortfall.

Ian McAvoy, Deputy Chief of Development, commented that over the past several years Caltrain has been focusing on long range planning and staff is trying to work out with the MTC exactly how much money Caltrain has for a series of projects. Caltrain worked very closely with MTC to make sure that there would be enough money to implement the Rapid Rail Program (1999) of which the CEMOF project is a part. Records show that prior to the FY2004 Capital Budget, there was approximately $87 million approved. As part of the FY2004 Capital Budget there was an additional $15 million approved. Staff is working closely with the local representatives on potential earmarks in the reauthorization. Staff is keeping options open and would like to be able to access funds should they become available. In the event that the funds are not available, the next step would be to look at how much money is available for all programs.

With the development of the Strategic Plan, this project is now scheduled for additional funding from the Section 5309 program, previously called the Section 3 Fixed Guideway Program. Currently there is sufficient capacity in FY 2003 to accommodate this project. However, there are many other projects that also will need funding-although CEMOF is a high priority project.

Federal Section 5309 funds require a 20 percent match, and each member agency is expected to provide one-third of the 20 percent funds required. With the potential absence of VTA local funds needed to match the Federal funds in FY 2005, Caltrain staff will work with VTA on a potential exchange of local funds for additional Federal funds, subject to MTC approval. Federal funds then would be used to support county-specific projects in San Mateo County previously slated for financing through San Mateo Measure A funds. In turn, the San Mateo County Transportation Authority would provide necessary Measure A funds to cover the 20 percent matching requirement for the CEMOF project. VTA local funds were exchanged for Federal funds in conjunction with the 2004 capital program, and a similar strategy is proposed for FY 2005.

With the development of the Strategic Plan, this project is now scheduled for the funds slated within 5309, which was previously called Section Three Fixed Guideway Program. Currently there is more money available in FY2005 than is needed to complete this project but there are many other projects that will also need funding, although this project is a high priority. With the absence of local match available by the Valley Transit Authority, Caltrain staff worked closely with VTA staff to make sure that funds could be leveraged and use federal funds that were available in Santa Clara County. The funds were then taken and used on projects in San Mateo County and then San Mateo County's Transportation Authority provided the local match for VTA for the capital program in FY04. Working again with the MTC, at the discretion of the San Mateo Transportation Authority, Caltrain hopes to use a similar strategy for fiscal year 2005.

Mr. McAvoy reiterated that staff is looking at all different funding sources including bridge tolls, AB 664 and Regional Measure One, all of which Caltrain is eligible for.

Director Yeager requested that a running list be kept as answers and information surface especially in regard to where the funds are coming from. Mr. Yeager also questioned whether Caltrain was prepared to start with the awarding of the bids and the actual construction without having all the money in place.

Mr. Scanlon said the Board would make the decision. Staff is seeking an earmark, which may or may not be granted. If Caltrain does not receive the earmark, staff will try to use fixed guideway money. However, local funds will be required, calling for an exchange of funds similar to the 2004 process. Additionally, the project could be bid with certain elements, such as the administrative building, as an option. In the final analysis, the location is not ideal. However, rather than starting over it would be beneficial to continue with the project to avoid further inflation and other obstacles.

Director Yeager stated that he does not disagree at all. However, Mr. Yeager expressed that he cares very much about this operation and institution. Mr. Yeager wants to make sure that whatever is done, is done with our eyes wide open. The Board may be making decisions that could potentially put Caltrain in some financial jeopardy, that staff may not be aware of, but Caltrain needs to plan for it, just in case. Mr. Yeager stated that especially in regard to VTA, for the foreseeable future there will not be an increase in funding. Mr. Yeager questioned what would happen if staff started the project and then found out that the funding scenario was inaccurate. Mr. Yeager expressed that he would feel a little uncomfortable approving a project without all the money available.

Mr. Scanlon stated that this project is multi-year and subject to the annual appropriations that Caltrain receives from Congress and from the State. In regard to the validity of the cost estimates, once staff gets to the bidding stage, the numbers will become more accurate. Mr. Scanlon commented that he does not see an option other than going forward with the project, because Caltrain cannot continue to run the railroad the way it is today.

Mr. Yeager questioned if there has been discussion of phasing the project at all.

Mr. Scanlon answered yes; phasing is what the plan is.

Mr. Yeager questioned when the Board would receive more information as to what phasing would cost. Rather than the whole $137 million can the project be segmented with separate cost allocations.

Mr. Scanlon commented that the maintenance facility would be $120 million and in conjunction with what Mr. McAvoy stated Caltrain has $120 million available. $102 million is already budgeted and through a modest swap in the FY2005 budget, $120 million would be available to include the maintenance building, which is the more important portion of this project.

Director Yeager asked for clarification in that if the project were $139 million with $17 million for the administration and storage buildings the maintenance building would be $122 million and at this point it looks like there is $102 million in the budget.

Mr. Scanlon confirmed that there is $102 million in the budget, which leaves a $20 million gap. Savings have been identified to mitigate this amount, however.

Mr. McAvoy stated that the funds were programmed, as well.

Chairman McLemore stated that he would have to leave at 11:30 from the meeting and he would be turning the meeting over to Vice Chair Ayerdi.

Director Nevin questioned whether the recommendation would likely be to proceed with the project minus the administration building; and, if so, how quickly could the process begin.

Mr. Scanlon stated that staff is ready to bid site work this summer. If construction is delayed however, cost estimates continue to be obsolete. Mr. Scanlon reiterated that it is not a perfect site, but nevertheless the reluctant recommendation is to proceed with the current site. This is why the CEMOF information was presented during the meeting.

Chairman McLemore commented that the price has continued to escalate even higher than other projects along the same line and other projects associated with CEMOF. When the exact figures are shown there is $9 million for a tunnel, $6 million for relocation of tracks, $4 million for Union Pacific, etc. Chair McLemore questioned why the design couldn't incorporate changes that would allow UP to keep their lines straight and move Caltrain lines and potentially save the money from the tunnel.

Mr. Scanlon commented that there are neighborhood issues and Caltrain has covenants with the neighborhoods because of the parking, etc.

Chairman McLemore stated that the discussion would need to be continued in the future.

Mr. Scanlon commented that it costs $200,000 a month and it is back into the neighborhood issues. If the board wants to go with that route than maybe a new location would be necessary, although a new location is currently unidentified.

Chairman McLemore commented that by keeping the Union Pacific tracks where they are now wouldn't open a new discussion with neighborhood issues.

Mr. Scanlon commented that the entire site layout is subject to a covenant that was reached with the neighborhood after three years.

Mr. Scanlon suggested that a separate workshop be organized solely on information pertaining to CEMOF.

Director Yeager stated that he didn't think that having separate discussions would delay the CEMOF timeline.

Mr. Scanlon replied that staff is ready to go to bid on the site work.

Director Yeager stated that from his point of view, he wants to know exactly what is going to happen and is not trying to say that Caltrain needs to go to a different site. Mr. Yeager questioned whether staff would have a better idea of the sandy soil situation as well as the contamination on the site prior to going out to bid.

Ms. Wiecha replied that the analysis has already been completed and the costs are included within the current estimates being provided.

Director Yeager recalled that previously staff said that even though there was a determination that there was sandy soil, it was uncertain of the impact it would have on the construction.

Ms. Weicha clarified that at the time the initial estimates were provided those conditions were unknown. At the completion of the 35 percent submittal staff had already included the geotechnical investigation, had identified unconsolidated alluvial materials and had looked at incorporating mitigation measures for foundations and underground structures to deal with the diesel plume that is on site. The water board has approved staying on the site with some minimal clean up that has already been completed by the Union Pacific. The cost of the site conditions are reflected in the current project estimates.

Vice Chair Ayerdi commended the staff for their efforts and hard work with this project and expressed specific concern with the worker site conditions. Vice Chair Ayerdi stated many projects begin without the full funding of the project in place and expressed the need to move forward with the project.

Michael Kiesling commented that the picture of the man fixing the brakes on the train during the CEMOF presentation didn't look inconvenient, it looked uncomfortable. Mr. Kiesling stated that he has been coming to JPB meetings since they were at the old SamTrans headquarters building and recalled that there has been question of a maintenance facility going on over the years. Further, Mr. Kiesling expressed frustration because other transit agencies going out and buying property for rail yards for projects that probably won't be built for 10 years and might be phased. Mr. Kiesling commented that the current conditions are ridiculous and expressed the need to get on with the project and build something.

Francis Wong commented that one of the possible solutions to reduce costs of the project is deferring the administration building. One of the questions that needs to be addressed is how to use the rest of the Diridon Station structure including the freight office, the second floor on the north end and the baggage room on the south end, all of which have been vacant for some time and could be used for in-house functions and perhaps for trailer relocation for administration suites.

Margaret Okuzumi, Bay Rail Alliance, expressed frustration regarding costs and the desire to have all the funding in hand before proceeding with the project. Ms. Okuzumi commented that recently VTA directed staff to go ahead with the purchase of the land for the BART yard, which was $82 million. The board will be asked to approve the bonding of the purchase shortly and that is certainly a project that is nowhere near fully funded, and yet VTA is apparently pursuing this project. Caltrain can not delay construction of a maintenance facility. Ms. Okuzumi agrees that the site is not ideal, but the current conditions are atrocious for the workers. Ms. Okuzumi commented that she also receives the minutes from the Caltrain Maintenance Facility community meetings and is bowled over by how much Caltrain staff has accommodated all requests from the neighborhood. Ms. Okuzumi reiterated the need for a maintenance facility and the need to move forward with the project especially with the Baby Bullet service opening next year.

Director Valerio commented that there isn't any doubt in his mind that the maintenance facility is very necessary and he doesn't feel that questions and comments by his colleagues or the public are inappropriate to that effect. However, it is just a matter of knowing what the possible trade-offs are and what the costs may be. Director Valerio expressed appreciation for the efforts and work of staff for the CEMOF presentation and for the future workshop. Further Director Valerio looks forward to discussing staging opportunities and costs. Director Valerio stated that he doesn't want to see an operational deficit somewhere that affects services. Director Valerio reiterated that the pictures of the current conditions are deplorable and what staff is doing now to maintain the trains, consists and equipment is remarkable and he agrees that we need to get on with the project.

AUTHORIZATION TO ENTER INTO A MEMORANDUM OF UNDERSTANDING (MOU) WITH THE CALIFORNIA HIGH SPEED RAIL AUTHORITY (CHSRA)

Howard Goode, Chief Development Officer, reported that the item is an outgrowth of the continuing coordination with the High Speed Rail Project, which goes back to an approved resolution from 1990 setting forth the JPB's desire to cooperate with the High Speed Rail Project. In the interest of focusing that coordination, the MOU has been developed to lay out several specific areas of compatibility that would be the focus of the next stages of coordination. The High Speed Rail Authority has adopted the MOU, and now Caltrain staff recommends authorization as well. Mr. Goode also stated that on Thursday, July 17, the Commonwealth Club in San Francisco will be having a special program on High Speed Rail, which includes the chairman of MTC as a speaker.

Director Valerio questioned whether staff could give any preliminary cost estimates to enter into this preliminary study.

Mr. Goode responded that staff will be looking at issues of technical compatibility and services compatibility. Mr. Goode stated that there are funds within the current budget to support this work, having part of the cost come from the JPB budget, which includes a capital program development funding in the amount of $150,000. The other part of the funding would come from the San Mateo County Transportation Authority, which is supporting an examination of grade separations through San Mateo County.

The motion for authorization to enter into a Memorandum of Understanding (MOU) with the California High Speed Rail Authority passed, by roll call, unanimously and resolution 2003-24 was adopted.

AUTHORIZATION FOR AN AMENDMENT TO INCREASE FY2004 CAPITAL BUDGETT

Ian McAvoy, Deputy Chief Development Officer, reported that staff recommends that the Board adopt an amendment increasing the FY2004 Capital Budget to add $438,262 to assist with the San Francisco Downtown Extension / Transbay Terminal EIS/EIR project. The budget increase funds includes costs for both consultant and staff support in their efforts to obtain a record of decision, which is part of the environmental process from the Federal Transit Administration. This milestone approval is required to move into the engineering phase if Caltrain desires to use Federal money.

The motion for authorization for an amendment to increase FY2004 Capital Budget passed, by roll call, unanimously and resolution 2003-23 was adopted.

REPORT OF LEGAL COUNSEL

None at this time

CORRESPONDENCE

Previously distributed

Mr. Scanlon extended an invitation to all board members to tour the existing maintenance facility before the meeting next month since the board meeting will be in San Jose.

DATE/TIME OF NEXT MEETING:

Thursday, August 7, 10:15 a.m. at HP Pavilion at San Jose, Frank Jarik Conference Room, 525 W. Santa Clara Street, San Jose, CA 95113

ADJOURNED

Vice Chair Ayerdi closed the meeting with a moment of silence in memory of Director Maxwell's mother.

Meeting adjourned at 11:45 a.m.