BOARD OF DIRECTORS 2008

JIM HARTNETT, CHAIR DON GAGE, VICE CHAIR JOSÉ CISNEROS SEAN ELSBERND NATHANIEL P. FORD, SR. JERRY HILL AGENDA ARTHUR L. LLOYD FORREST WILLIAMS KEN YEAGER PENINSULA CORRIDOR JOINT POWERS BOARD MICHAEL J. SCANLON nd Bacciocco Auditorium, 2 Floor EXECUTIVE DIRECTOR 1250 San Carlos Avenue, San Carlos CA 94070

April 3, 2008 - Thursday 10:00 a.m.

1. Pledge of Allegiance 2. Call to Order/Roll Call 3. Public Comment Public comment by each individual speaker shall be limited to one minute

4. Consent Calendar MOTION Members of the public or Board may request that an item under the Consent Calendar be considered separately a) Approval of Minutes of March 6, 2008 b) Acceptance of the Statement of Revenues and Expenses, February 2008 5. Chairperson’s Report

6. MTC Liaison Report (Sue Lempert) 7. Report of the Citizens Advisory Committee 8. Report of the Executive Director a) Caltrain Performance Report – February 2008 b) Annual Passenger Count 9. Authorize a Funding Application for Regional Measure 2 Funding for the RESOLUTION Regional Rail Right of Way Project 10. Update on Bicycle Master Plan INFORMATIONAL

11. Correspondence 12. Board Member Requests 13. Date/Time of Next Meeting Thursday, May 1, 2008, 10 a.m. at San Mateo County Transit District Administrative Building, Bacciocco Auditorium, 2nd Floor, 1250 San Carlos Avenue, San Carlos, CA 94070 14. Report of Legal Counsel a) Closed Session: Conference with Legal Counsel Pursuant to Government Code Section 54956.9 Pending Litigation: Kuc et al vs Peninsula Corridor Joint Powers Board et al 15. Adjourn

Page 1 of 2 Peninsula Corridor Joint Powers Board April 3, 2008 Agenda

INFORMATION FOR THE PUBLIC

All items appearing on the agenda are subject to action by the Board. Staff recommendations are subject to change by the Board.

If you have questions on the agenda, please contact the JPB Secretary at 650.508.6242. Assisted listening devices are available upon request. Agendas are available on the JPB Website at www.caltrain.com.

Location, Date and Time of Regular Meetings Regular meetings are held at the San Mateo County Transit District Administrative Building located at 1250 San Carlos Ave., San Carlos, which is located one block west of the San Carlos Caltrain Station on El Camino Real. The building is also accessible by SamTrans bus Routes: 260, 295, 390, 391, and KX.

The JPB meets regularly on the first Thursday of the month at 10 AM. The JPB Citizens Advisory Committee meets regularly on the third Wednesday of the month at 6 PM at the same location. Date, time and place may change as necessary.

Public Comment If you wish to address the Board, please fill out a speaker’s card located on the agenda table and hand it to the JPB Secretary. If you have anything that you wish distributed to the Board and included for the official record, please hand it to the JPB Secretary, who will distribute the information to the Board members and staff.

Members of the public may address the Board on non-agendized items under the Public Comment item on the agenda. Public testimony by each individual speaker shall be limited to one minute and items raised that require a response will be deferred for staff reply.

Action All items appearing on the agenda are subject to action by the Board. Staff recommendations are subject to change by the board.

Accessibility for Individuals with Disabilities Upon request, the JPB will provide for written agenda materials in appropriate alternative formats, or disability-related modification or accommodation, including auxiliary aids or services, to enable individuals with disabilities to participate in public meetings. Please send a written request, including your name, mailing address, phone number and brief description of the requested materials and a preferred alternative format or auxiliary aid or service at least two days before the meeting. Requests should be mailed to the JPB Secretary at Peninsula Corridor Joint Powers Board, 1250 San Carlos Avenue, San Carlos, CA 94070-1306; or emailed to [email protected]; or by phone at 650.508.6242, or TDD 650.508.6448.

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Peninsula Corridor Joint Powers Board Board of Directors Meeting 1250 San Carlos Avenue, San Carlos CA 94070

Minutes March 6, 2008

MEMBERS PRESENT: J. Cisneros, S. Elsbernd, N. Ford, J. Hartnett (Chair), J. Hill, A. Lloyd, F. Williams, K. Yeager

MEMBERS ABSENT: D. Gage

MTC LIAISON: S. Lempert

STAFF PRESENT: G. Cameron, J. Cassman, C. Cavitt, B. Doty, V. Harrington, C. Harvey, R. Haskin, R. Lake, G. Lambert, M. Martinez, I. McAvoy, N. McKenna, D. Miller, B. Pedrini, M. Scanlon, M. Simon

Chair Jim Hartnett called the meeting to order at 10:09 a.m. and Director José Cisneros led the Pledge of Allegiance.

The JPB Secretary administered the Oath of Office to Sean Elsbernd, representing the Board of Supervisors.

PUBLIC COMMENT Jeff Carter, Burlingame, welcomed Director Elsbernd and thanked the Board for the new evening schedule. Mr. Carter said there seems to be an issue with clock synchronization throughout the system. The electronic signs seem to be 1-2 minutes faster than a watch or the TVM. Mr. Carter also asked if there was a policy on cars being closed on weekends.

Rosemary Maulbetsch, Atherton, representing the Atherton Rail Committee, said they would like the Board to help get the fire damage repairs completed at the Atherton station and the rest of the building restored and regularly maintained before the building deteriorates any further. The committee has been trying to accomplish this since December 2006 and was promised to have the work completed by the end of the summer.

Chair Hartnett asked Ms. Maulbetsch to introduce the new Atherton city manager, Jerry Gruber.

Forrest Williams arrived at 10:17 a.m.

Director Jerry Hill asked what changes will occur at the Atherton station when electrification occurs.

Mr. Mike Scanlon, Executive Director, said he was under the impression that the repairs were completed on the fire damage and that he will personally go visit the station.

Mr. Mark Simon, Special Assistant to the CEO, said that the fire damage has been repaired. Mr. Simon said there is a problem with some homeless people at the station. Mr. Simon has

Page 1 of 7 Joint Powers Board Meeting Minutes of March 6, 2008

communicated with Mr. Gruber and it has been agreed to have the Atherton police patrol the station. Mr. Simon said the station is cleaned once a week.

Mr. Scanlon responded to Director Hill’s question by saying that hopefully before electrification the station will be rebuilt. It is the plan to restore full service to the Atherton and Broadway stations as part of the electrification schedule. .

CONSENT CALENDAR The Board approved the items under the Consent Calendar as follows: a) Approval of Minutes of February 7, 2008 b) Acceptance of the Statement of Revenues and Expenses, January 2008

CHAIRPERSON’S REPORT Resolution of Appreciation to Sophie Maxwell Chair Hartnett recognized outgoing board member Sophie Maxwell. Chair Hartnett said Director Maxwell participated as a leader at making the decisions that have laid the foundation for this system, not only becoming electrified, but becoming one of the best and most advanced in the entire country. Chair Hartnett said Director Maxwell was here at a time that was critical for the whole system and she has been a leader in the way she conducted herself and how she voted.

The motion (Hill/Williams) to adopt the resolution was approved by roll call.

Chair Harnett presented Director Sophie Maxwell with a resolution and train plaque.

Director Ken Yeager arrived at 10:22 a.m.

Director Maxwell thanked everyone and said the resolution and train plaque means a lot to her. She said that Bob Doty, Rail Transformation Chief, is one of her favorite people and his enthusiasm is infectious. Director Maxwell said that staff was always very helpful whenever there was an issue and willing to come to her office and meet.

MTC LIAISON REPORT Sue Lempert, MTC Liaison, said she really enjoyed working with Director Maxwell and congratulated Director Elsbernd on his appointment. MTC has been holding meetings on the 2035 plan and Director Yeager, San Mateo County Transportation Authority Director Rosalie O’Mahony and San Mateo County Transit District Chair Adrienne Tissier have attended. Ms. Lempert said the Joint Policy Board has the idea of priority development areas to put housing and jobs near transit. The idea is supported by a lot of people, but the issue is funding. There is money from the Association of Bay Area Governments (ABAG) and Transportation for Little Communities.

REPORT OF THE CITIZENS ADVISORY COMMITTEE (CAC) Bruce Jenkins, CAC Chair, reported that Bob Doty gave a presentation on Caltrain 2025. Michelle Bouchard gave an update on the 98-train schedule and the Belmont/Hillsdale shuttle. Mr. Jenkins attended the Capital Corridor Meeting with Director Art Lloyd. On behalf of the CAC they will miss Director Maxwell.

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Doug DeLong, Mountain View, said that he learned after the last meeting that transit advocate Francis Wong passed away in late December. Mr. Wong was a supporter of Caltrain, served on the Bicycle Task Force and attended many meetings of the JPB. If anyone would like additional information please e-mail Mr. DeLong at [email protected].

REPORT OF THE EXECUTIVE DIRECTOR Mr. Scanlon reported the following: • Welcomed Director Elsbernd to the board. • Director Maxwell was very modest with her remarks. She was the one that met with staff and urged that Baby Bullet service stop at 22nd Street. • Thanked Doug DeLong for his heartfelt remarks about Francis Wong. • Performance Statistics for January 2008 compared to January 2007: a. Total Ridership was 924,736, an increase of 5.2 percent. b. Average Weekday Ridership was 34,702, an increase of 4.8 percent. c. Total Revenue was $3,030,475, an increase of 14.3 percent. d. On-time Performance was 94.1 percent, a decrease of 3.3 percent. e. Caltrain Shuttle Ridership was 4,990, a decrease of 3.0 percent. • Year-to-Date Statistics: a. Total Ridership was 6,793,228, an increase of 7.5 percent. b. Average Weekday Ridership was 36,755, an increase of 7.1 percent. c. Total Revenue was $22,683,158, an increase of 15.6 percent. d. On-time Performance was 93.6 percent, a decrease of 1.8 percent. e. Caltrain Shuttle Ridership was 5,079, an increase of 6.2 percent. • On-time performance for February was 90.2 percent, the lowest in many years. A combination of events caused this on-time performance number to be so low. On February 14 a light pole in Burlingame became electrified and 11 trains were lost. On February 28 a Union Pacific freight train derailed. There was substantial damage to the track and we had to single track on February 28 and 29 through the area and about 70 trains were affected. On February 28 there was a fatality involving a Capital Corridor train and a pedestrian at College Park. Mr. Scanlon thanked Michelle Bouchard and the Amtrak team for their hard work and the area public agencies for their assistance during this time. Caltrain fare media was accepted on Muni, BART and SamTrans. • Budget issues continue again this upcoming fiscal year with the Amtrak labor settlement and the rising cost of diesel fuel. • Fuel cost for the week ending February 28 was $3.0650. Year-to-date fuel is at $2.6272 and the budgeted number is $2.65. • The new 98-train schedule began on March 3. Two trains have been added in the evening. • A free Belmont/Hillsdale shuttle during peak hours started on Monday. • Caltrain will be co-hosting, with the Federal Railroad Administration, a Trespasser Fatality Reduction and Effective Practices workshop here on April 1 and 2. There is a write-up on the event in the Safety and Security report in the reading file. • Staff continues to meet with the Federal Railroad Administration. Bob Doty will be in Washington, D.C. in early April. • Staff will be giving updates on Caltrain 2025, the bicycle master plan and the FY09 budget at future board meetings. • Upcoming special service includes the start of the baseball season with exhibition games on March 27, 28, 30 and Opening Day on April 7, the SAP Tennis tournament at the HP

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Pavilion and staff did some promotion of the Chinese New Year Parade encouraging people to take Caltrain then transfer to Muni. • The Safety and Security report is in the reading file. The statistical data on enforcement has been footnoted because there is a change on how the citations were previously reported. Also included in the reading file is the Belmont shuttle mailer, the new Caltrain timetable, take-ones for the exit doors on the Bombardier cars and the renaming of the Senior/Disabled/Youth tickets. • Jonah Weinberg, Public Information Officer, will be leaving to move to Cleveland. Christine Dunn will be the Acting PIO.

Chair Harnett said that every month there is a report on increased ridership and asked at what point will capacity issues affect the ability to attract new riders. Mr. Scanlon said thanks to the wisdom of the Board we will be acquiring six new passenger cars and two cab cars, which will help the capacity issue.

Mr. Scanlon said the average trip during peak hours is about 28 miles and trips that are 28 miles are going through all three counties.

Some of the budget relief that we need on the operating budget will come with electrification in 2014 by being able to run more trips. Caltrain should hit close to $40 million in revenue this year compared to $19 million in 2004.

Chair Hartnett said he received the Belmont Caltrain mailer in Redwood Shores and they should be labeled accordingly.

Director Hill noted that the 2007 bike count report is in reading file. Mr. Scanlon said there are about 2,300 bikes onboard daily and another 800 in formal parking, not including the new Warm Planet bike facility in San Francisco.

AUTHORIZATION TO AWARD A CONTRACT TO L.B. FOSTER FOR THE PURCHASE AND DELIVERY OF NEW CONTINUOUS WELDED RAIL FOR A TOTAL PRICE OF $2,036,464 Cheryl Cavitt, Director of Contracts and Procurement, said Staff Coordinating Council recommends that the Board award a contract to the lowest responsive bidder, L.B. Foster Company of Pittsburgh, PA, for the purchase and delivery of continuous welded rail for a total price of $2,036,464 and to authorize the Executive Director to execute the contract. Ms. Cavitt said that the award of this contract will provide a supply of continuous welded rail to meet the capital project needs and state of good repair maintenance program over the next two years. The specific programs that will benefit from the purchase are the South Terminal improvement project, South San Francisco station improvements, system track rehabilitation (state-of-good repair) and relay in conjunction with the San Mateo bridge replacement. Ms. Cavitt said there are many advantages for seeking this one-time purchase, but the main one is the scheduling of trains that are specifically put together to carry 1,600-foot-long strands of rail. Ms. Cavitt said it is difficult to schedule these trains because they make many stops around the nation and we would have the advantage of a whole trainload off-loaded on our right of way. Ms. Cavitt said this will allow staff to avoid additional costs that the contractors would add on to the cost of the rail if they were in charge of supplying it as part of their work on a specific project.

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Director Hill asked that since we are purchasing such a large quantity is there a concern of deterioration and the aesthetic feature in these areas. Mr. Scanlon said the rail will not be stacked high and it is made for the outdoors.

Director Forrest Williams asked if anyone else is going to need this type of rail and whether the costs could be shared. Ms. Cavitt said her office did not look for joint purchase with anyone else.

Director Ford said that Muni would not use this type of rail because of gauge and size.

The motion (Hill/Lloyd) to award a contract to L.B. Foster was approved unanimously by roll call.

AUTHORIZE AMENDMENT AND EXTEND THE AGREEMENT WITH SAN MATEO COUNTY TRANSIT DISTRICT TO UNDERWRITE A PORTION OF LAW ENFORCEMENT AND POLICE COMMUNICATIONS SERVICES PURSUANT TO AN AGREEMENT WITH THE COUNTY OF SAN MATEO FOR A TOTAL NOT-TO- EXCEED COST OF $8,417,117 Bill Pedrini, Chief of Protective Services, said Staff Coordinating Council is recommending Board approval of an amendment to the existing agreement and to extend that agreement for a three-year term with the San Mateo County Transit District and to underwrite a portion of law enforcement and police communication services to be provided pursuant to the agreement with the County of San Mateo at a total cost not-to-exceed $10,733,000. The JPB’s contribution for these services will not exceed $8,417,000. Mr. Pedrini said this will provide the funding for contracted law enforcement and police communication services for Caltrain through a contract between the District and the County to add three deputies commencing April 1, 2008. This contract will replace the Amtrak police, provide funding for the anticipated overtime for law enforcement services for special events through June 30, 2008 and extend the law enforcement and police communication services for an additional three-year term through June 30, 2011. Mr. Pedrini said that staff believes this single contract for all police services will allow for a unity of command for police services, create a seamless coordination and cohesive response and eliminate duplication of such things as recordkeeping, management and supervision. Mr. Pedrini said this puts Caltrain in a position to better meet the changing and evolving law enforcement needs for transit and will make available the large and varied resources of the Sheriff’s office.

Director Sean Elsbernd asked if the sheriffs are employees of the County and JPB contracts with the County to provide the service to us. Mr. Pedrini said yes and that this is an expansion of the contract.

Director Hill asked what the current cost of living increase is. Mr. Pedrini said the current contract is 6 percent and the future contract will be 5.7 percent.

Mr. Scanlon said this is not a new service. This is actually a slightly reduced manpower level because we are replacing the Amtrak police.

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The motion (Ford/Yeager) to amend and extend the agreement with San Mateo County Transit District to underwrite a portion of law enforcement and police communications services was approved unanimously by roll call.

Chair Harnett said that the adoption of items number 10 and 11 reflects how innovative staff is.

QUARTERLY CAPITAL PROGRESS REPORT Ian McAvoy, Chief Development Officer, said that the general condition of the capital program is robust. In terms of scope and schedule management staff is doing a pretty good job. There are some projects in the design phase right now and these projects will come up through the FY09 capital budget to continue with the funding. Burlingame and Avenue stations are currently under construction. On the system side the big project is the radio upgrade project control system. Mr. McAvoy said that on the infrastructure, the key issue right now is bridges. The two major locations where there are activities and design are in San Francisco at Quint Street and Jerrold Avenue and in San Mateo between Santa Inez and Tilton. Mr. McAvoy said that on the new rolling stock, the first car shell has been inspected.

Director Hill said that staff did a tremendous job of blending the new construction into the historic look of the Burlingame station.

CORRESPONDENCE Provided in the reading file.

BOARD MEMBER REQUESTS None

DATE/TIME/PLACE OF NEXT MEETING Thursday, April 3, 2008, 10 a.m. at San Mateo County Transit District Administrative Building, Bacciocco Auditorium, 2nd Floor, 1250 San Carlos Avenue, San Carlos CA 94070.

REPORT OF LEGAL COUNSEL David Miller, Legal Counsel, said that he is recommending that the Board adjourn into a short closed session to discuss a pending litigation matter that is listed on the agenda. The Ralph M. Brown Act permits closed session discussion of this item.

The meeting adjourned to closed session at 11:12 a.m.

The meeting reopened at 11:16 a.m.

Following the closed session, the Board reconvened in open session and Mr. Miller said counsel has reported on a resolution of a claim with Union Pacific involving hazardous materials removal expenses that will be paid for by Union Pacific involving the CEMOF maintenance facility project and an authorization has been granted to settle this particular matter for $587,500 with the understanding that within the scope of any release to be executed, groundwater will be excluded.

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ADJOURNED Chair Hartnett made a formal motion to adjourn in memory of Congressman and in appreciation for his service to our communities and to transportation.

The meeting adjourned at 11:20 a.m.

Page 7 of 7 AGENDA ITEM # 4 (b) APRIL 3 , 2008

PENINSULA CORRIDOR JOINT POWERS BOARD STAFF REPORT

TO: Joint Powers Board

THROUGH: Michael J. Scanlon Executive Director

FROM: Virginia Harrington Chief Financial Officer

SUBJECT: STATEMENT OF REVENUE AND EXPENSE FOR THE PERIOD ENDING FEBRUARY 29, 2008 AND SUPPLEMENTAL INFORMATION ACTION

Staff proposes that the Board of Directors accept and enter into the record the Statement of Revenue and Expense for the month of February 2008 and supplemental information.

SIGNIFICANCE

Revenue: For February of fiscal year 2008, Total Operating Revenue (line 7) is better than budget by $1,102,320 or 3.7 percent. This is due to higher than anticipated Farebox Revenue (line 1), Parking Revenue (line 2), Rental Income (line 4) and Other Income (line 5) which together were $1,115,680 or 3.9 percent better than budget and are offset by Shuttles (line 3), which is worse than budget by $13,360 or 1.8 percent. Compared to the prior year, Total Operating Revenue (line 7) is $4,225,890 or 16.0 percent higher.

Expense: Grand Total Expense (line 50) shows a favorable variance of $6,433,906 or 10.6 percent better than budget. Contract Operating & Maintenance (line 24) is $4,854,945 or 12.9 percent better than budget, Facilities and Equipment Maintenance (line 29) is $393,413 or 29.3 percent better than budget, Utilities (line 30) are $400,231 or 35.1 percent better than budget and Total Administrative Expense (line 41) is $589,461 or 10.5 percent better than budget. However, shortfalls in these items are due to timing and are expected to approach budget as the fiscal year progresses. Fuel (line 26) is in line with budget after the Board approved an amendment increasing fuel from $2.40 to $2.65 per gallon.

Compared to prior year, Grand Total Expense (line 50) is $4,942,261 or 10.0 percent higher. The increase in expenses over the prior year are mainly due to the rise in Contract Operating & Maintenance (line 24) costs, the increased cost of Fuel (line 26) and Wages & Benefits (line 35). The current year expenses also include CEMOF – Startup Expenses (line 48).

Budget Revisions: The budget was amended by the Board in February to include additional farebox revenue, based on July through December actual receipts, as well as funding from Federal Transit Administration (FTA), Congestion Mitigation and Air Quality (CMAQ) and Proposition K. Expenses were increased to reflect higher fuel costs at $2.65 per gallon, increased security expenditures, the addition of the Belmont-Hillsdale shuttle, professional services costs related to the SRTP, Caltrain Bicycle Master Plan and San Francisco Bike Parking Facility and an increase in debt service costs.

Prepared by: Rima Lobo, Manager, Financial Services 650-508-6274 Ed Hung, Senior Accountant 650-508-6358

Statement of Revenue and Expense Page 1 of 1

PENINSULA CORRIDOR JOINT POWERS BOARD STATEMENT OF REVENUE AND EXPENSE FISCAL YEAR 2008 FEBRUARY 2008

% OF YEAR ELAPSED 66.7% MONTH YEAR TO DATE ANNUAL CURRENT PRIOR CURRENT REVISED % REV APPROVED REVISED % REV ACTUAL ACTUAL ACTUAL BUDGET BUDGET BUDGET BUDGET BUDGET (AS PROJECTED)

REVENUE

OPERATIONS: 1 Farebox Revenue 3,004,350 22,114,739 25,688,248 25,256,058 101.7% 38,352,831 38,352,831 67.0% 1 2 Parking Revenue 200,500 1,162,243 1,415,980 1,227,320 115.4% 1,841,000 1,841,000 76.9% 2 3 Shuttles 90,159 676,804 710,272 723,632 98.2% 1,085,509 1,085,509 65.4% 3 4 Rental Income 138,848 963,579 1,048,969 935,510 112.1% 1,401,210 1,401,210 74.9% 4 5 Other Income 179,750 1,540,365 1,820,151 1,438,780 126.5% 2,129,670 2,129,670 85.5% 5 6 6 7 TOTAL OPERATING REVENUE 3,613,606 26,457,730 30,683,620 29,581,300 103.7% 44,810,220 44,810,220 68.5% 7 8 8 9 CONTRIBUTIONS: 9 10 AB-434-Peninsula Feeder Shuttle 86,196 685,614 689,570 689,570 100.0% 1,034,355 1,034,355 66.7% 10 11 FTA Operating/Planning Grant 24,891 275 103,072 103,072 100.0% 292,000 292,000 35.3% 11 12 STA Operating Grant 6,168 877,842 51,528 51,528 100.0% 191,000 191,000 27.0% 12 13 JPB Member Agencies 3,189,044 24,769,275 25,512,354 25,512,353 100.0% 38,268,530 38,268,530 66.7% 13 14 Other Sources 31,968 0 661,865 661,865 100.0% 5,359,964 6,848,197 9.7% 14 15 15 16 TOTAL REQUIRED REVENUE 3,338,268 26,333,006 27,018,390 27,018,389 100.0% 45,145,849 46,634,082 57.9% 16 17 17 18 GRAND TOTAL REVENUE 6,951,874 52,790,736 57,702,010 56,599,689 101.9% 89,956,069 91,444,302 63.1% 18 19 19 20 20 21 EXPENSE 21 22 22 23 OPERATING EXPENSE: 23 24 Contract Operating & Maintenance 3,938,348 31,961,135 32,723,559 37,578,504 87.1% 55,947,740 55,947,740 58.5% 24 25 Shuttles (Including Peninsula Pass) 237,067 1,829,642 1,888,814 1,895,693 99.6% 2,864,540 2,864,540 65.9% 25 26 Fuel 794,069 6,976,444 8,372,107 8,372,107 100.0% 12,454,575 12,454,575 67.2% 26 27 Timetables & Tickets 0 64,664 111,310 136,000 81.8% 223,000 223,000 49.9% 27 28 Insurance 283,981 2,212,197 2,525,105 2,539,984 99.4% 3,810,000 3,810,000 66.3% 28 29 Facilities and Equipment Maintenance 213,953 590,169 951,320 1,344,733 70.7% 2,393,440 2,393,440 39.7% 29 30 Utilities 98,466 605,736 740,905 1,141,136 64.9% 1,712,700 1,712,700 43.3% 30 31 Services 116,212 523,452 632,801 782,209 80.9% 1,162,660 1,162,660 54.4% 31 32 TOTAL OPERATING EXPENSE 5,682,096 44,763,439 47,945,922 53,790,366 89.1% 80,568,655 80,568,655 59.5% 32 33 33 34 ADMINISTRATIVE EXPENSE: 34 35 Wages & Benefits 478,657 2,920,986 3,529,558 3,629,027 97.3% 5,466,425 5,442,942 64.8% 35 36 Board Of Directors 842 8,577 6,871 10,867 63.2% 16,300 16,300 42.2% 36 37 Professional Services 111,929 571,261 703,155 1,056,874 66.5% 1,731,350 1,735,208 40.5% 37 38 Communications/Marketing 16,985 63,981 76,224 208,500 36.6% 331,500 333,000 22.9% 38 39 Other Office Expense and Services 112,766 619,367 708,433 708,433 100.0% 981,272 999,397 70.9% 39 40 40 41 TOTAL ADMINISTRATIVE EXPENSE 721,179 4,184,172 5,024,240 5,613,701 89.5% 8,526,847 8,526,847 58.9% 41 42 42 43 LONG TERM DEBT EXPENSES 43 44 Head End Power (HEP) Debt Service 8,846 243,630 131,399 131,399 100.0% 131,399 131,399 100.0% 44 45 2007 Farebox Revenue Bond Debt Service 370,076 0 370,076 370,076 100.0% 729,168 729,168 50.8% 45 46 TOTAL LONG TERM DEBT EXPENSE 378,922 243,630 501,475 501,475 100.0% 860,567 860,567 58.3% 46 47 47 48 CEMOF - Startup Expenses 31,968 - 661,865 661,865 100.0% - 1,488,233 44.5% 48 49 49 50 GRAND TOTAL EXPENSE 6,814,165 49,191,241 54,133,502 60,567,408 89.4% 89,956,069 91,444,302 59.2% 50

"% OF YEAR ELAPSED" provides a general measure for evaluating overall progress against the annual budget. When comparing it to the amounts shown in the "% REV BUDGET" column, please note that individual line items reflect variations due to seasonal activities during the year.

3/20/08 5:51 PM BOARD OF DIRECTORS 2008

JIM HARTNETT, CHAIR DON GAGE, VICE CHAIR JOSÉ CISNEROS SEAN ELSBERND NATHANIEL P. FORD, SR. JERRY HILL ARTHUR L. LLOYD FORREST WILLIAMS KEN YEAGER

MICHAEL J. SCANLON EXECUTIVE DIRECTOR

PENINSULA CORRIDOR JOINT POWERS BOARD

INVESTMENT PORTFOLIO

AS OF FEBRUARY 29, 2008

TYPE OF SECURITY MATURITY INTEREST PURCHASE MARKET DATE RATE PRICE RATE

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County Pool # 3 (Capital projects, other) Liquid Cash 4.19% 29,122,576 29,069,873

County Pool # 3 (Restricted) Liquid Cash 4.19% 2,000,000 1,996,381

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31,122,576 31,066,254

Accrued Earnings for February 2008 $100,440.00 (1) Cumulative Earnings FY2008 $843,311.02

(1) Earnings do not include prior period adjustments

* County Pool average yield for the month ending February 29, 2008 was 4.19%. As of February 29, 2008, the amortized cost of the Total Pool was $2,824,153,585.72 and the fair market value per San Mateo County Treasurer's Office was $2,819,042,773.20.

** The Portfolio and this Investment Report comply with the Investment Policy and the provisions of SB 564. The Joint Powers Board has the ability to meet its expenditure requirements for the next six months. AGENDA ITEM # 8 (a) APRIL 3, 2008

PENINSULA CORRIDOR JOINT POWERS BOARD STAFF REPORT

TO: Joint Powers Board

THROUGH: Michael J. Scanlon Executive Director

FROM: C.H. (Chuck) Harvey Chief Operating Officer

SUBJECT: KEY CALTRAIN PERFORMANCE STATISTICS— FEBRUARY 2008 (TABLE A, GRAPH A)

For February 2008, Caltrain average weekday ridership increased by 4.6 percent when compared to February 2007. Average weekday ridership based on ticket sales was 34,399 for February 2008, an increase of 1,503 over February 2007. The total number of passengers for the month of February 2008 was 879,523. This is an 11.2 percent increase compared to last year’s February total of 790,583. Note that the extra day in February 2008 due to the leap year contributed to the total high ridership numbers compared to those seen in February 2007.

In February 2008, on-time performance was 90.12 percent as compared to 97.04 percent in February 2007. While increased dwell times continue to contribute to a lowered OTP, there were a series of events that further decreased the on time rating. The combination of a Union Pacific freight train derailment, which delayed a total of 70 trains on both Feb. 28 and 29, an electrified construction fence on February 14, which delayed 11 trains, and weekend construction at Burlingame, California Ave., and Palo Alto stations, accounted for a total decrease of 4 percent in OTP.

Shuttle average weekday ridership was 5,440 (up 4.2 % YTY). The Broadway shuttle averaged 71 daily riders. The Tamien shuttle averaged 65 daily riders. Genentech’s move to Millbrae now allows shuttle riders Baby Bullet service. The new Belmont /Hillsdale shuttle started with the new 98-train timetable on March 3. Average weekday ridership for the first week of operations was 66 riders.

Table A shows performance indicators for February 2008 and Graph A shows average weekday ridership for the past 13 months as compared to the rolling average.

1

Caltrain February 2008 Promotions

Belmont / Hillsdale Shuttle – In addition to the two extra trains added to revenue service on Monday, March 3, the Belmont / Hillsdale shuttle began operating between the two stations in an effort to alleviate parking capacity problems at the Hillsdale station. The non-stop service, which operates weekday mornings and afternoons, was promoted with local newspaper ads and a direct mail campaign targeting Belmont and surrounding area residents. New riders were greeted by Caltrain staff bright and early Monday morning and treated to donuts and coffee before they boarded the shuttle. To further entice use of the shuttle, parking fees at the Belmont station have been suspended through June 2009.

San Jose Sharks – This year’s cooperative promotion with the San Jose Sharks includes a brochure, train card and a scoreboard announcement during the game by Sharkie, the Sharks’ mascot, announcing the departure time for Caltrain. To date, ridership on Caltrain to Sharks’ games is up 13 percent.

Disney on Ice – Partnering with the promoters of the event, Caltrain riders are offered a discount of $3 when they show a Caltrain pass or ticket at the Disney on Ice box office. Shows will be held at the HP Pavilion and the Oracle Arena in March. In exchange for the discount, Caltrain posted adcards inside trains. This is the third time Caltrain has partnered with Disney to provide added-value to its riders.

Chinese New Year – Caltrain service to the San Francisco Chinese New Year’s parade was promoted in AsianWeek magazine with a full-color ad wishing readers a happy year of the Rat and advising them to start the year right by riding Caltrain to the parade. AsianWeek magazine has a total circulation of more than 48,000 and is the only English language, national news weekly for Asian Pacific Americans

Prepared by: Iris Yuan, Senior Operations Analyst 650.508.7913 Patrick Boland, Marketing Manager 650.508.6245

2 Table A

February 2008 FY 07 FY 08 %Change Total Ridership 790,583 879,523 11.2% Average Weekday Ridership 32,896 34,399 4.6% Total Revenue $2,489,354 $3,004,190 20.7% On-time Performance 97.0% 90.1% -7.1% Caltrain Shuttle Ridership 5,222 5,440 4.2%

Year to Date FY 07 FY 08 %Change Total Ridership 7,110,630 7,672,752 7.9% Average Weekday Ridership 34,138 36,460 6.8% Total Revenue $22,112,109 $25,687,348 16.2% On-time Performance 95.5% 93.2% -2.5% Caltrain Shuttle Ridership 4,839 5,124 5.9%

Graph A Caltrain Average Weekday Ridership 45,000

40,000 32,896 34,399 35,000

30,000

25,000

20,000

15,000

10,000

5,000

- JUL 07 JUL JAN 08 JAN JUN 07 FEB 08 OCT 07 OCT FEB 07 DEC 07 SEP 07 APR 07 APR NOV 07 AUG 07 AUG MAR 07 MAR MAY 07 AWR 13-Month rolling avg.

3 AGENDA ITEM # 9 APRIL 3, 2008

PENINSULA CORRIDOR JOINT POWERS BOARD STAFF REPORT

TO: Joint Powers Board

THROUGH: Michael J. Scanlon Executive Director

FROM: Ian B. McAvoy Chief Development Officer

SUBJECT: AUTHORIZATION OF AN APPLICATION FOR REGIONAL MEASURE 2 FUNDING FOR THE REGIONAL RAIL RIGHT OF WAY PROJECT AND CORRESPONDING AMENDMENT OF FISCAL YEAR 2008 CALTRAIN CAPITAL BUDGET

ACTION Staff Coordinating Council (SCC) recommends that the Board approve the following: 1. Approve the initial project report for the Regional Right of Way Project (Project); 2. Adopt a resolution covering Project compliance; 3. Authorize the Executive Director to execute the necessary documents to provide for the receipt of Regional Measure 2 funds for the Project; 4. Increase the FY 2008 Caltrain Capital Budget by $200,000 to include budget authority for the Regional Rail Right of Way Project.

SIGNIFICANCE Approval of the above actions will provide for receipt of $200,000 in Regional Measure 2 (RM 2) funds from the Metropolitan Transportation Commission (MTC) to support a regional approach to preservation of railroad rights of way. The JPB will serve as lead agency in cooperation with key participants to fashion a unified strategy for right of way negotiations with the private freight railroads. Securing needed rights of way for improving and expanding passenger operations was identified as a critical priority in the MTC adopted Regional Rail Plan.

The plan examined both current and future freight and passenger needs and identified a series of recommendations to make more effective use of the extensive network of rail rights of way in the Bay Area. Realization of this objective will require a number of steps, beginning with a regional consensus around a strategy. The objective of the Project is to forge that consensus.

Other rail passenger agencies will participate as Project Team members, and they include Capitol Corridor, ACE, and SMART. MTC, Caltrans Division of Rail, and the Port of Oakland will be the other key participants in the Project. The Project is expected to take place over a nine-month period and result in an action plan.

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1436393.1

BUDGET IMPACT The Project will be funded by $200,000 in RM2 funds remaining from the Regional Rail Plan. The JPB will be reimbursed by MTC based upon the RM2 program guidelines.

BACKGROUND The preparation of the Regional Rail Plan was mandated by RM2, which was approved by the voters in 2004. The JPB joined with MTC, BART and the California High Speed Rail Authority to manage the preparation of that plan over the past several years. Additional agencies and stakeholders participated through a Steering Committee which provided broad- based oversight of the process.

While the plan found that there are numerous opportunities for more effective use of the region’s extensive rail network, the current approach of fragmented negotiations with the freight railroads is not an effective strategy for implementation of the Regional Rail Plan recommendations. The final plan as adopted by MTC called for an action plan to implement the right of way recommendations. The Regional Rail Right of Way Project will provide the vehicle for the next steps in the effort.

Prepared By: Howard Goode, Special Project Director 650.508.6225 Project Manager: Howard Goode, Special Project Director 650.508.6225

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1436393.1 ATTACHMENT A - CALTRAIN FY 2008 CAPITAL BUDGET Amendment #1 - April 3, 2008

BUDGET REQUEST FUNDING SOURCES - NON LOCAL LOCAL MATCH FY 08 PREVIOUSLY SOURCE - EST. TOTAL FY08 CAPITAL JPB COUNTY # PROJECT TITLE/DESCRIPTION PROJECT PROGRAMME FY08 Budget FEDERAL STATE OTHER OTHER/STA COST BUDGET MEMBERS SPECIFIC PHASE D TE 1 STATIONS & INTERMODAL ACCESS 1.1 Santa Clara Station - New Center Platform and Underpass and SB Platform Extension PS&E/ $ 26,000,000 $ 8,499,379 $ 3,241,921 $ 3,241,921 $ - $ - $ 3,241,921 ACE$ - $ - 1.2 Caltrain Systemwide Station Improvements: State of Good Repair Program PS&E/Const$ 9,356,071 $ - $ 1,500,000 $ 1,500,000 $ 1,200,000 $ - $ - $ 300,000 1.3 Caltrain Station Safety and Security Improvements at SJ and SF Terminal Stations Procurement $ 2,175,000 $ 675,000 $ 1,500,000 $ 1,500,000 $ - $ - $ 1 ,500,000 DHS/STA $ - $ - Subtotal $ 37,531,071 $ 9,174,379 $ 6,241,921 $ 6,241,921 $ 1,200,000 $ - $ 4,741,921 $ - $ 300,000 $ - 2 RIGHT OF WAY/SIGNAL & COMMUNICATION 2.1 Systemwide Track Rehabilitation: Annual State of Good Repair Program Construction$ 8,000,000 $ 4,750,000 $ 3,250,000 $ 3,250,000 $ 2,600,000 $ - $ 650,000B664 BT Funds$ - $ - 2.2 San Mateo Bridge Rehab (Poplar, Santa Inez, Monte Diablo, & Tilton), Grade Modification, and Track PS&E$ 46,000,000 $ 8,268,417 $ 4,000,000 $ 4,000,000 $ 3,200,000 $ - $ - - $ 800,000 $ - Improvement Program 2.3 ROW Fencing Program PS&E/Const$ 7,298,423 $ 1,500,000 $ 2,094,759 $ 2,094,759 $ 1,675,807 $ - $ - - $ 418,952 $ - 2.4 Signal Replacement & Upgrade Program, including replacement, upgrade and installation of signals, switches, PE/PS&E$ 5,500,000 $ 810,000 $ 4,690,000 $ 4,690,000 $ 3,752,000 $ - $ - - $ 938,000 $ - etc. to improve operational throughout on the mainline. 2.5 Installation of Train Information Display System at Terminal Stations: SF and SJ PE/PS&E$ 489,808 $ - $ 275,588 $ 275,588 $ - $ - $ - - $ 275,588 $ - 2.6 Visual Message Sign-Public Address Systems Integration PE/PS&E TBD$ - $ 1,100,000 $ 1,100,000 $ 880,000 $ - $ - - $ 220,000 $ - 2.7 Rehabilitate and Update Caltrain Radio and Communication Systems PS&E/ $ 3,000,000 $ 1,931,600 $ 1,068,400 $ 1,068,400 $ 854,720 $ - $ - - $ 213,680 $ - 2.8 Grade Crossing Safety Improvement in Santa Clara County Ci PS&E$ 10,700,000 $ - $ 1,400,000 $ 1,400,000 $ - $ - $ - - $ - $ 1,400,000 2.9 Caltrain Operational Data Infrastructure Lease$ 1,460,160 $ 650,000 $ 326,000 $ 326,000 $ - $ - $ - - $ 326,000 $ - 2.10 Signal System Rehab: Air Switch/Pneumatic System @ CP 4th PS&E/ $ 425,000 $ - $ 425,000 $ 425,000 $ 340,000 $ - $ - - $ 85,000 $ - 2.11 Infrastructure Database Update, includes aerial mapping & track chartsCi Support$ 1,000,000 $ - $ 1,000,000 $ 1,000,000 $ 800,000 $ - $ - - $ 200,000 $ - 2.12 San Bruno Grade Separation Phase I - Grade Crossing Safety Improvements Construction$ 7,400,000 $ - $ 7,400,000 $ 7,400,000 $ - $ - $ - $ - $ 7,400,000 Subtotal $ 91,273,391 $ 17,910,017 $ 27,029,747 $ 27,029,747 $ 14,102,527 $ - $ 650,000 $ - $ 3,477,220 $ 8,800,000 3 ROLLING STOCK 3.1 Rolling Stock - Miscellaneous Spare Parts & Equipment Procurement$ 3,909,765 $ - $ 1,251,560 $ 1,251,560 $ - $ - $ - - $ 1,251,560 $ - 3.2 Procurement of 8 Bi-level Passenger Cars Procurement$ 22,000,000 $ 8,229,600 $ 13,770,400 $ 13,770,400 $ - $ - $ 13,770,400 Debt Finance$ - $ - 3.3 SEP-HEP Rehab Program for 6 MP36PH-3C locomotives PE/PSE$ 1,688,072 $ - $ 1,191,232 $ 1,191,232 $ - $ - $ - $ 1,191,232 Subtotal $ 27,597,837 $ 8,229,600 $ 16,213,192 $ 16,213,192 $ - $ - $ 13,770,400 $ - $ 2,442,792 $ - 4 OPERATIONAL FACILITIES & EQUIPMENT 4.1 Lenzen Fuel Facility Construction$ 4,299,600 $ 3,099,600 $ 1,200,000 $ 1,200,000 $ 960,000 $ - $ - - $ 240,000 $ - 4.2 Central Control Facilities Relocation & System Implementation Construction$ 2,326,760 $ 1,771,200 $ 555,560 $ 555,560 $ - $ - $ - - $ 555,560 $ - 4.3 Real Time Train Predictive Arrival GPS System Construction$ 3,631,500 $ 2,937,500 $ 694,000 $ 694,000 $ - $ - $ 694,000 RM2$ - $ - Subtotal $ 6,626,360 $ 7,808,300 $ 2,449,560 $ 2,449,560 $ 960,000 $ - $ 694,000 $ - $ 795,560 $ - 5 CALTRAIN ELECTRIFICATION 5.1 Electrification (100% Design and ROW Purchase) PSE/ROW$ 98,860,000 $ 26,975,000 $ 33,245,000 $ 4,000,000 $ - $ 4,000,000 $ - SF RTIP$ - $ - Subtotal $ 98,860,000 $ 26,975,000 $ 33,245,000 $ 4,000,000 $ - $ 4,000,000 $ - $ - $ - $ - 6 CALTRAIN 2025 PROGRAM 6.1 Intelligent Grade Xing Warning Syst. & Collision Avoidance for Electrified RR Study PSR/PE$ 750,000 $ - $ 750,000 $ 750,000 $ - $ - $ - $ 750,000 $ - 6.2 North Terminal Operational Improvements Phase II - Conceptual Study PSR/PE$ 2,500,000 $ - $ 1,500,000 $ 1,500,000 $ 1,200,000 $ - $ - $ 300,000 $ - 6.3 Caltrain Fleet Capital Program Development PSR/PE$ 441,000 $ - $ 441,000 $ 441,000 $ - $ - $ 441,000 STA 6.4 2025 Implementation Plan Support$ 635,000 $ 635,000 $ 635,000 $ - $ - $ 635,000 STA Subtotal $ 4,326,000 $ - $ 3,326,000 $ 3,326,000 $ 1,200,000 $ - $ 1,076,000 $ - $ 1,050,000 $ - 7 CAPITAL PROGRAM MANAGEMENT AND OTHERS 7.1 Capital Program Development and Management Support$ 650,000 $ 650,000 $ 650,000 $ - $ - $ 650,000 STA$ - $ - 7.2 Capital Project Development Support$ 1,500,000 $ 1,500,000 $ 1,500,000 $ - $ - $ 1,000,000 STA$ 500,000 $ - 7.3 Capital Contingency - Engineering $ 500,000 $ 300,000 $ 300,000 $ - $ - $ - $ 300,000 $ - 7.4 Capital Contingency - Rail $ 660,000 $ 660,000 $ 660,000 $ - $ - $ - $ 660,000 $ - 7.5 Capital Contingency - Gilroy $ 50,000 $ 50,000 $ 50,000 $ - $ - $ - $ - $ 50,000 7.6 Regional Rail Right-of-Way Plan $ 200,000 $ 200,000 $ 200,000 $ - $ - $ 200,000 RM-2 Subtotal $ 3,560,000 $ - $ 3,360,000 $ 3,360,000 $ - $ - $ 1,850,000 $ - $ 1,460,000 $ 50,000 GRAND TOTAL $ 269,774,659 $ 70,097,296 $ 91,865,420 $ 62,620,420 $ 17,462,527 $ 4,000,000 $ 22,782,321 $ - $ 9,525,572 $ 8,850,000 No. Notes 1.1 ACE's funding commitment to the Santa Clara Station project is 50% of the costs of building the outboard platform and the underpass. 1.2 FY08 ITIP funds are programmed for the construction of a 4th Main track between Santa Clara and Diridon. May need to re-program the funds to FY2008/09 2.2 State sources include $14m in TCRP funds for Grade Separations in San Mateo, but subject to further project definition discussion with CTC; $20.103m in RTIP funds from the San Mateo County's RIP program 2.8 Funds for the Santa Clara grade Crossing Safety Improvement Program will come from the VTA Measure A program. VTA will complete work using its work forces, subject to JPB approval. All designs must be approved by JPB Engineering; access to Caltrain right of way will need to be discussed prior to any work commencing.

U:\Capital Programs & Grants\Capital Budget\FY08 Capital Budget\Caltrain\2008 Adopted JPB Capital Budget - Amendment #1

RESOLUTION NO. 2008-

BOARD OF DIRECTORS, PENINSULA CORRIDOR JOINT POWERS BOARD

STATE OF CALIFORNIA

***

AUTHORIZATION OF APPLICATION FOR RM2 FUNDING FOR REGIONAL RAIL RIGHT OF WAY PROJECT, DECLARATION OF PROJECT COMPLIANCE AND CORRESPONDING AMENDMENT TO FISCAL YEAR 2008 CALTRAIN CAPITAL BUDGET

WHEREAS, SB916 (Chapter 715, Statutes 2004), commonly referred as Regional Measure 2 (RM2), identified projects eligible of receive funding under the Regional Traffic Relief Plan; and

WHEREAS, the Metropolitan Transportation Commission (MTC) is responsible for funding projects eligible for Regional Measure 2 funds, pursuant to Streets and Highways Code Section 30914(c) and (d); and

WHEREAS, MTC has established a process whereby eligible transportation project sponsors may submit allocation requests for Regional Measure 2 funding; and

WHEREAS, allocations to MTC must be submitted consistent with procedures and conditions as outlined in Regional Measure 2 Policy and Procedures; and

WHEREAS, the Peninsula Corridor Joint Powers Board (JPB) is an eligible sponsor of transportation projects in Regional Measure 2, Regional Traffic Relief Plan funds; and

WHEREAS, the Regional Rail Right of Way Project is eligible for consideration in the Regional Traffic Relief Plan of Regional Measure 2, as identified in California Streets and Highways Code Section 30914(c) or (d); and

WHEREAS, the Regional Measure 2 allocation request, attached hereto as part of the Initial Project Report (IPR), which is incorporated herein as though set forth at length, lists the project, purpose, schedule, budget, expenditure and cash flow plan for which the JPB is requesting that MTC allocate Regional Measure 2 funds; and

WHEREAS, the Staff Coordinating Council recommends that the JPB approve the attached IPR, authorize the Executive Director to execute the necessary documents for the JPB to request and receive $200,000 in Regional RM2 funds for the Regional Rail Right of Way Project, and amend the Fiscal Year 2008 Capital Budget to add the Regional Rail Right of Way Project in the amount of $200,000.

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NOW, THEREFORE, BE IT RESOLVED, that JPB, and its agents shall comply with the provisions of the Metropolitan Transportation Commission’s Regional Measure 2 Policy Guidance (MTC Resolution No. 3636); and be it further

RESOLVED, that JPB certifies that the Regional Rail Right of Way Project is consistent with the Regional Transportation Plan (RTP); and be it further

RESOLVED, that the year of funding for any design, right of way and/or construction phases has taken into consideration the time necessary to obtain environmental clearance and permitting approval for the project; and be it further

RESOLVED, that the Regional Measure 2 phase or segment is fully funded, and results in an operable and useable segment; and be it further

RESOLVED, that JPB approves the Initial Project Report, attached to this resolution; and be it further

RESOLVED, that JPB approves the cash flow plan, attached to this resolution; and be it further

RESOLVED, that JPB has reviewed the project needs and has adequate staffing resources to deliver and complete the project within the schedule set forth in the updated Initial Project Report, attached to the resolution; and be it further

RESOLVED, that JPB is an eligible sponsor of projects in the Regional Measure 2 Regional Traffic Relief Plan, Capital Program, in accordance with California Streets and Highways Code 30914(c); and be it further

RESOLVED, that JPB is authorized to submit an application for Regional Measure 2 funds for Regional Rail Right of Way Project in accordance with California Streets and Highways Code 30914(c); and be it further

RESOLVED, that JPB certifies that the projects and purposes for which RM2 funds are being requested is in compliance with the requirements of the California Environmental Quality Act (Public Resources Code Section 21000 et seq.), and with the State Environmental Impact Report Guidelines (14 California Code of Regulations Section 15000 et seq.) and if relevant the National Environmental Policy Act (NEPA), 42 USC Section 4-1 et. seq. and the applicable regulations there under, and be it further

RESOLVED, that there is no legal impediment to JPB making allocation requests for Regional Measure 2 funds; and be it further

RESOLVED, that there is no pending or threatened litigation which might in any way adversely affect the proposed project, or the ability of JPB to deliver such project; and be it further

Page 2 of 4 1436393.2

RESOLVED, that JPB indemnifies and holds harmless MTC, its Commissioners, representatives, agents, and employees from and against all claims, injury, suits, demands, liability, losses, damages, and expenses, whether direct or indirect (including any and all costs and expenses in connection therewith), incurred by reason of any act or failure to act of JPB, its officers, employees or agents, or subcontractors of any of them in connection with its performance of services under this allocation of RM2 funds. In addition to any other remedy authorized by law, so much of the funding due under this allocation of RM2 funds as shall reasonably be considered necessary by MTC may be retained until disposition has been made of any claim for damages; and be it further

RESOLVED, that JPB shall, if any revenues or profits from any non- governmental use of property (or project) are collected, use those revenues or profits exclusively for the public transportation services for which the project was initially approved, either for capital improvements or maintenance and operational costs, otherwise the Metropolitan Transportation Commission is entitled to a proportionate share equal to MTC’s percentage participation in the projects; and be it further

RESOLVED, that assets purchased with RM2 funds including facilities and equipment shall be used for the public transportation uses intended, and should said facilities and equipment cease to be operated or maintained for their intended public transportation purposes for its useful life, that the Metropolitan Transportation Commission (MTC) shall be entitled to a present day value refund or credit (at MTC’s option) based on MTC’s share of the Fair Market Value of the said facilities and equipment at the time the public transportation uses ceased, which shall be paid back to MTC in the same proportion the Regional Measure 2 funds were originally used; and be it further

RESOLVED, that JPB shall post on both ends of the construction site(s) at least two signs visible to the public stating that the Project is funded with Regional Measure 2 Toll Revenues; and be it further

RESOLVED, that JPB authorizes its Executive Director to execute and submit an allocation request with MTC for Regional Measure 2 funds in the amount of $200,000 for the project, purposes and amounts included in the project application attached to this resolution; and be it further

RESOLVED, that JPB authorizes its Executive Director to execute any other necessary documents to provide for the request and receipt of Regional Measure 2 funds for the Project; and be it further

RESOLVED, that the Executive Director is hereby delegated the authority to make non-substantive changes or minor amendments to the IPR as he deems appropriate; and be it further;

RESOLVED, that the JPB approves an amendment to add the Regional Rail Right of Way Project in the amount of $200,000 to the Fiscal Year 2008 Capital Budget

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and increase the total authorized budget from $62,420,420 to $62,620,420 as set for in the attached Exhibit A; and be it further

RESOLVED, that a copy of this resolution shall be transmitted to MTC in conjunction with the filing of the JPB application referenced herein.

Regularly passed and adopted this 3rd day of April, 2008 by the following vote:

AYES:

NOES:

ABSENT:

Chair, Board of Directors ATTEST:

JPB Secretary

Page 4 of 4 1436393.2

AGENDA ITEM# 10 APRIL 3, 2008

PENINSULA CORRIDOR JOINT POWERS BOARD STAFF REPORT

TO: Joint Powers Board

THROUGH: Michael J. Scanlon Executive Director

FROM: Ian McAvoy Chief Development Officer

SUBJECT: BICYCLE MASTER PLAN PROGRESS REPORT

ACTION This progress report is submitted for information at the request of the Board of Directors.

SIGNIFICANCE The Bicycle Master Plan study began in January 2007 and is funded through a Federal Transit Administration transportation planning grant administered through the Metropolitan Transportation Commission. The Bicycle Master Plan will be the first comprehensive planning document focused on the bicycle mode share for Caltrain. The Bicycle Master Plan aligns with the Caltrain Strategic Plan Guiding Principles which focus on ensuring convenient station access and inviting station facilities through a balanced network of gateways to the Caltrain system.

Recommendations from the document will help improve bicycle access to Caltrain facilities and improve the customer experience. A set of recommendations from the plan will identify a number of improvement projects for bicycle access to stations. Funding for implementation of these recommended projects will be identified through the capital budget process.

BUDGET IMPACT There is no impact on the budget.

BACKGROUND Caltrain is developing a Bicycle Master Plan that will focus on improvements for bicycle parking and access at Caltrain stations. The main elements of the plan will include system-wide parking and access design guidelines, recommendations for capital improvements focusing on stations most used by bicylists, and bicycle program management, such as improvements to customer response and passenger information. The development of the plan began in January 2007 and will be finalized by June 2008.

Tasks for the development of the plan have included stakeholder and public participation

Page 1 of 2 through the formation of Technical Advisory Group to the Bicycle Master Plan; existing conditions reports and needs assessment through site analysis and public workshops; online passenger surveys; and data collection from annual passenger counts. The resulting plan will guide Caltrain in its approach to comprehensively address station access to the Caltrain network, as well as provide recommended priorities for improvement of managing overall bicycle access to Caltrain.

Prepared By: Marisa Espinosa, Manager, Planning & Research 650.508.6226 Project Manager: Celia Chung, Project Manager, Bicycle Master Plan 650.508.6388

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