Austin-San Antonio Intermunicipal Commuter Rail District Board Meeting

Friday, December 5, 2008
10:00 a.m.

San Marcos Activity Center
501 E. Hopkins
San Marcos, Texas

1. Call to Order

   Notice was duly posted and a meeting of the Austin-San Antonio Rail District was held on Friday,
   December 5, 2008. Chairman Sid Covington called the meeting to order at 10:17 a.m.

   Participants:

   • Sid Covington, Chair
   • Tommy Adkisson
   • Gloria Arriaga
   • Jeff Barton
   • Lisa Birkman
   • Mary Briseño
   • Mariano Camarillo
   • John Clamp
   • Sheryl Cole
   • Will Conley
   • John Cowman
   • Patty Eason
   • Carroll Schubert
   • John Thomaides
   • Pat Wiggins

   Other participants included Ross Milloy, Bill Bingham, Alison Schulze, Mike Marler and Don
   Karban.

2. Chairman and Member Comments

   Chairman Covington welcomed Schertz City Councilmember Jim Fowler, who attended for Mayor
   Baldwin. Councilmember John Thomaides announced that Texas State University students collected
   4,000 signatures in support of freight rail relocation and commuter rail. Commissioner Jeff Barton
   reported the Capital Area MPO Transit Working Group is meeting again every Monday to evaluate
   transit projects in the 3-county CAMPO area.

3. Consider Approval of September 5, 2008 Board Meeting Minutes

   Upon a motion by Councilmember Pat Wiggins and second by Councilmember Sheryl Cole, the
   Board unanimously approved the September 5 meeting minutes.

4. Committee Reports

   A. Public Information Committee Meeting November 20, 2008
   Chairman Covington thanked Committee Chair Mary Briseño and all members of the PI Committee
   for their diligent work on the branding effort. Committee Chair Mary Briseño reported that on
   November 20 the PI Committee was the first official focus group to be interviewed for the branding
   initiative. The branding team will present information on the branding process and its initial findings
   under agenda item 9.

5. Consider Approval of 2009 Board Meeting Calendar
   

   Alison Schulze directed the Board’s attention to the meeting calendar included in the agenda packet.
   The Board will meet quarterly, and the Executive Committee will meet monthly as needed. All
   meetings will be in San Marcos and are typically on the first Friday of each month except where
   noted due to holidays. Upon a motion by Councilmember John Clamp and second by
   Councilmember Patty Eason, the Board unanimously approved the 2009 calendar.

6. Consider Report on 2009 Appointments to Board

   Alison Schulze noted that in December 2007 the Board approved a resolution that provides for
   staggered terms of Board members so that one-half of the terms expire each year. On February 1,
   2009, the terms of 10 Board members will expire and each will need to be reappointed. Board
   members are eligible to serve another 2-year term, and all Board members remain on the Board until
   they or another representative is appointed by the jurisdiction. Staff will send letters to each
   appointing jurisdiction requesting that appointments to the Board be made by February 2009.

7. Consider and Take Appropriate Action on Amendment to Jacobs Carter Burgess
   Master Contract for Engineering Services

   Alison Schulze briefed the Board on the Jacobs Carter Burgess (Jacobs) contract and proposed
   amendment, and directed the Board’s attention to the revised contract amendment included in the
   agenda packet. The purpose of the amendment is to make the master contract consistent with
   previously approved work authorizations, specifically:

         • Add subconsultants to master contract that were added to Jacobs’ team by work
            authorizations approved in 2006; subconsultants were added to provide specialized
            expertise in financial planning, ridership modeling, cost analyses, freight analyses, etc.

         • Show fees and fee basis for each subconsultant, and show the maximum hourly rates for
           Jacobs as approved in March 2007.

   The contract amendment does not affect either the contract amount or the end date. Board discussion
   ensued. Upon a motion by Councilmember Pat Wiggins and second by Commissioner Jeff Barton,
   the Board unanimously approved the contract amendment.

8. Consider Report on Texas Rail Relocation and Improvement Fund and Related Issues
   

   Ross Milloy and Bill Bingham briefed the Board on the importance of financing the Texas Rail
   Relocation Fund—specifically, moving through freight to a new corridor frees capacity in the
   existing corridor to run higher levels of passenger rail service, improves safety, and allows freight
   railroads to move more freight through the area. Mr. Milloy reported on the statewide coalition
   created to support the Rail Relocation Fund in the upcoming state legislative session that starts
   January 13, and further reported that key legislative leaders have indicated support for the RRF. Mr.
   Milloy directed the Board’s attention to several handouts in the agenda packet on financing rail
   relocation. Mr. Bingham reported that he has drafted a series of bills for consideration in the 2009
   legislative session. The bills identify steady revenue streams to finance rail relocation. Board
   discussion followed on funding options, the dismal forecast for the State budget, and the proposed
   federal stimulus package.

   Mr. Bingham briefed the Board on freight rail negotiations and the Rail District’s efforts to gain
   access to the existing rail line. To operate a high level of passenger service, Union Pacific’s heavy
   through freight must eventually be moved to a new route; and, since UP owns the existing rail lines,
   their agreement and cooperation is critical. TxDOT has conducted several feasibility studies on
   relocating freight rail, and UP sent a letter to TxDOT indicating their interest in further studying one
   of the options for relocation. Mr. Bingham concluded by reiterating that the key component in the
   negotiations is legislative action on the Rail Relocation Fund. Board discussion ensued on freight
   relocation options, the process and timeline, next steps for rail relocation, and interim steps for
   passenger rail service.

9. Consider Presentation on Branding Services

   TateAustinHahn and KGB Texas provided a status report on the branding process, which was
   initiated in mid-October. The team briefed the Board on steps in the branding process and what
   branding means for the Rail District in the long term. They provided an overview of data collected so
   far, including their interview of the Public Information Committee, upcoming interviews, and
   consumer-level research; and showed a man-on-the-street-interview video to demonstrate current
   awareness of the rail project. The team explained the rules of branding, moving through the brand
   planning discipline, and how the Rail District’s brand will evolve. The presentation concluded with a
   video of the rail experience. Board discussion followed on the branding process, interview and focus
   group participants, and the project timeline, products and deliverables. The Board praised Committee
   Chair Mary Briseño and the entire Public Information Committee for their outstanding work on the
   branding effort.

10. Financial Report
    

    Ross Milloy summarized two financial reports in the agenda packet: the third quarter statement for
    FY08 and the reconciliation report. Chairman Covington thanked Donna Hurta for her diligence on
    reconciling the Rail District’s financial reports.

11. Legislative Update

    Ross Milloy encouraged all jurisdictions and organizations in the corridor to approve resolutions and
    letters of support for the Rail Relocation Fund and to contact their state legislators. Rail Relo NOW!,
    the statewide coalition on rail relocation, has created a website—RailRelo.org—that includes sample
    letters and resolutions of support.

12. Other Business

    There was no other business.

13. Public Comment

    There were no public comments.

14. Adjourn

    Chairman Covington reminded members the next Board meeting will be on March 6, 2009 at 10:00
    a.m. at the Activity Center in San Marcos. There being no further items, the meeting adjourned at
    12:02 p.m.