Board Meeting
June 4, 2004
11:00 a.m. – 1:00 p.m.
501 E. Hopkins
San Marcos, Texas 78666

I. Call to Order:

Notice was duly posted and a meeting of the Austin-San Antonio Intermunicipal Commuter Rail District Board was held on June 4, 2004. Chairman Wells called the meeting to order at approximately 11:17 a.m.

Participants:

• Tommy Adkisson
• Al Notzon
• Mariano Camarillo
• Carroll Schubert
• Sid Covington
• Daryl Slusher
• Fred Harless
• Tullos Wells
• Dave Marsh

Senator Barrientos, Sam Barshop, Gerald Daugherty, Shelton Padgett and Senator Jeff Wentworth were unable to attend. Other participants included Ross Milloy and Bill Bingham.

Joe Morris, Chief of Staff for Senator Wentworth, attended in the Senator’s absence. Graham Keever, General Counsel for Senator Barrientos, attended in Senator Barrientos&rquo; absence.

II. Chairman and Member Comments:

Chairman Wells thanked the Members and the audience for attending.

Chairman Wells also thanked the Members, Staff, and Consultants for contributing a lot more time and effort to the project than just attendance of the monthly meetings.

III. I. Approval of Minutes of May 7th Meeting:

The Members of the Board unanimously approved the May 7, 2004 meeting minutes.

IV. Committee Reports, Including Possible Work Authorization Approvals or Amendments Regarding Financial Planning Services and Freight Rail Relations:

A. Freight Rail Relations Committee (FRRC):

Sid Covington advised that although the FRRC had not recently met, there is much activity occurring with Union Pacific. Covington stressed that the relationship with Union Pacific is a key element to whether this project is attainable.

B. Program Management Oversight Committee (PMOC):

Mariano Camarillo advised that the PMOC met immediately prior to the board meeting. The PMOC reviewed two work authorizations and recommended them for approval by the Board:

• Work Authorization No. 3 – Supplement “A”: “Freight Rail Relations Supplement - Contract for Engineering Services D-1(3A),” in the maximum amount payable of $76,000.00. Discussion of Work Authorization No. 3 ensued upon Covington and Al Notzon’s motion and second for approval. After further discussion, the Members unanimously approved Work Authorization No. 3.
• Work Authorization No. 5 – Supplement “B”: “Financial Planning – Contract for Engineering Services D-1(5B),” in the maximum amount payable of $84,000.00. Discussion of Work Authorization No. 5 ensued upon Camarillo and Covington’s second for approval. The Board unanimously approved Work Authorization No. 5.

Additionally, Steve Lowry advised the Board that the PMOC would like to hire ATSER, LP, a HUBcertified document control service firm. Mr. William Larry Franklin, Senior Vice President of ATSER, LP, presented “Program Document Management – Information Briefing” to the Board:

• Background information (including major projects); and
• Scope of Work (including Track-It Systems, Benefits to Program and Typical Transactions).

C. Public Information Committee (PIC):

Dave Marsh advised the Board that the PIC met on June 2, 2004 to discuss pending projects previously approved by the Board, such as Web Development. A “Public Information Web Development Meeting Summary Notes” handout was provided to each Member for review and reference.

V. Legal Briefing Regarding Board Member’s Terms and Expansion of the Board:

Bill Bingham discussed the current vacancy on the board. Bingham reminded the Board that the Board had chosen to leave a position vacant while awaiting the results of the feasibility study and ridership update.,. Bingham also discussed the terms of the Members (2 years) and reminded the Board that terms would soon expire. Bingham suggested that each member notify their appointing authorities to remind them that the appointment is coming to an end. Bingham also suggested that future legislation consider staggered terms so there is no potential for a complete turnover of the Board.

VI. Central Texas Discussions with the UP – The Executive and Staff Task Forces:

John Langmore reported on the progress of discussions with Union Pacific, as well as anticipated next steps in the negotiations.

Langmore also discussed the composition of the Committee of interested parties (Executive Task Force) working on the relocation of Union Pacific (i.e., Tullos Wells, Chairman Mike Krusee, Chris Heckman, Amado Saenz and Mike Barron - may add Commissioner Nichols, County Judge Nelson Wolff, and Lee Walker).

Langmore advised that TxDOT has done three things:

• Engaged HNTB to evaluate proposal (end of July);
• Engaged HNTB to look into Rail Segment 6 of HWY 130; and
• Looking at corridor from not only San Marcos to Taylor, but also south to Seguin.

Langmore discussed next steps, which included, but were not limited to:

• Setting upstaff level task force for detailed negotiations with Union Pacific;
• Ensuring all efforts are coordinated by and between CAP METRO, Rail District and TxDOT so there is no overlap;
• Finalize technical evaluation of Union Pacific proposal and begin with negotiations;
• Formalize evaluation of funding the relocation; and
• Ensure that the Austin Commuter Rail System is not viewed as separate from the Austin-San Antonio Commuter Rail system.

The Board discussed concentration on the North end versus South end of the project, as well as the Board’s statutory mandate to resolve issues of mobility and air quality in the corridor as defined in the statute.

VII. Evaluation Committee’s Conclusions and Recommendations for Selection of Consultant Team in Response RFQ for Planning and Preliminary Engineering Including Possible Selection of the Consultant Team:

Sid Covington presented “Evaluation of Interviews for RFQ 03052004 – Consultant Services for Planning and Preliminary Engineering” to the Board for review and reference. The presentation included:

• Background information on RFQ issue date and number of submittals (issued 03/09/04; 7 submittals received on 04/19/04 – 45 consulting firms represented);
• Evaluation Committee Members – Chairman Sid Covington, Dave Marsh, Tullos Wells, Mariano Camarillo and Al Notzon, Mario Medina (TxDOT), Todd Hemingson (VIA/non-voting), Sunrinder Marwah (Cap Metro/non-voting) and technical advisors Steve Lowry, Alison Schulze and Dennis Newjahr;
• Evaluation Overview;
• Presentation/Interview;
• Ranking – Carter Burgess, Parson Brinkerhoff and Booz Allen Hamilton;
• Concerns & Mitigation;
• Next Steps (Contract negotiations and notice to proceed).

Covington moved and Marsh seconded the motion to authorize the Program Management Team to enter into contract negotiations with Carter Burgess. After a brief discussion, the motion was unanimously approved.

VIII. State and Federal Legislative Affairs Update:

Ross Milloy discussed what has transpired pertaining to State and Federal legislative affairs. Milloy also provided the Members with a copy of the following letters:

• Ernest J. Istook, Jr. (Chairman, Subcommittee on Transportation, Treasury, and Independent Agencies) correspondence to Ms. Jennifer L. Dorn (Federal Transit Administration) dated 05/18/04 and 05/26/04; and
• Nelson W. Wolff (County Judge, Bexar County) correspondence to Mr. Richard Davidson (Chairman, Union Pacific) dated 05/10/04 and
• Dick Davidson (Union Pacific) response to Nelson W. Wolf (County Judge, Bexar County) dated 05/21/04.

IX. Financial Report:

Ross Milloy provided the Members with three documents for their review and reference: 1) Reconciliation Detail; 2) Austin-San Antonio Inter-Municipal Commuter Rail District Budget; and 3) 2004 First Quarter Statement of Actual Expenses.

X. Other Business:

Dave Marsh discussed the need to develop a plan to involve intervening jurisdictions in the District.

The Board also discussed the possible moving and/or cancellation of the July 9, 2004 meeting due to schedule conflicts. The next meeting will be held at CAPCO in Austin, Texas.[The July 9, 2004 meeting was subsequently cancelled.]

XI. Public Comment:

Mr. Joe Hernandez, of the Northern Hays Leadership Council, thanked Sid Covington for the time he contributed to Buda, Kyle and the Hays County School Districts in discussing the Commuter Rail Districts plans.

XII. Adjourn:

Chairman Wells thanked the Members and the audience for their attendance and participation.

There being no further items of business brought before the Board, Chairman Wells adjourned the meeting at 12:45 P.M.