APPLICATION STATEMENT HILLANDALE GATEWAY 10110 and 10140 , Silver Spring, Application for Sketch Plan

Hillandale Gateway, LLC (the "Applicant") requests approval of a Sketch Plan for the proposed redevelopment of properties located at 10110 and 10140 New Hampshire Avenue in Silver Spring, Maryland (collectively, the "Properties," as defined more specifically in Section II below). The Sketch Plan is the result of a partnership between the Housing Opportunities Commission of Montgomery County (the "HOC") and The Duffie Companies ("Duffie"), both of which are long-term land owners in the Hillandale Community, as that area is described in the July 2014 Approved and Adopted White Oak Science Gateway Master Plan ("Master Plan").

As described herein, the Sketch Plan proposes to replace the existing 96 age-restricted (i.e., for ages 62 and over), affordable housing units that have been provided on one of the Properties since approximately 1965 (the "Holly Hall Apartments"), with 96 new, age-restricted, affordable housing units to be operated by the HOC. The new age- restricted, affordable units will be part of a modern, energy efficient, mixed use development of the combined properties, that will provide additional market rate and affordable multi-family housing,1 ground-level commercial space, and amenities for residents, visitors, and the general public (collectively, the "Project" or "Hillandale Gateway").

To obtain advice and comment from the Planning Department and other government agencies, a Concept Plan application was filed December 23, 2016. Review by the Development Review Committee occurred on January 24, 2017, followed in later days by meetings with staff of the Planning Department and other agencies to adjust elements of the design. These meetings particularly resulted in evolution of the design with respect to the relationships of the centralized green space, the vehicular access for

1 Depending upon the ultimate scale of the project and the final development budget, the project potentially could also include a modest number of additional non-age-restricted affordable units, but such amounts cannot be established at this time. The Applicant can commit to a minimum requirement of 15% affordable units, and in no event fewer that the replacement of the existing 96 age-restricted units (which currently represent 19% of the proposed development). The Sketch Plan is a snapshot in time, whose quantities are inherently preliminary. The affordable unit percentage will vary, based on the refinement of the total number and mix of market rate and affordable units at Site Plan Review, and will likely end up between 15% and 25%.

1 2537535.6 88854.003 the drive-thru, and the on-site circulation and limited surface parking spaces. The current Sketch Plan reflects the result of those constructive dialogues.

This Application is submitted for review under the requirements of the Montgomery County Zoning Ordinance (effective October 30, 2014) for development under the optional method for the Commercial/Residential Town ("CRT") Zone.

I. Background

As stated above, the Applicant – Hillandale Gateway, LLC – was formed in the summer of 2015 as a partnership between two long-term community stakeholders with deep roots in Montgomery County: the Housing Opportunities Commission, and Duffie.

The HOC was established in 1974 to help address the County’s growing need for affordable housing, by providing affordable housing and supportive services that enhance the lives of low- and moderate-income families and individuals. For decades, the HOC has owned the Holly Hall Apartments, which are located at 10110 New Hampshire Avenue near the intersection of New Hampshire Avenue and the ("10110 New Hampshire Avenue", or the "South Lot"). The Holly Hall Apartments, operated by HOC, currently provide 96 units of affordable, age-restricted housing. However, given their age, the Holly Hall Apartments are now nearing the end of their useful and functional life.

With respect to Duffie, Ralph J. Duffie – the company's namesake – began working in Montgomery County in 1953. Since the time of Mr. Duffie’s humble beginnings as a home builder in the Hillandale Community area, Duffie has been responsible for much of the development that has occurred in the Hillandale Community area over the past sixty years. The Duffie family of companies owns, in whole or in partnership, a significant asset base in and around the Hillandale Community, including: (i) the Hillandale Shopping Center, located at 10101 New Hampshire Avenue; (ii) 10001 New Hampshire Avenue, the area's only privately-owned LEED Gold office building; (iii) 1701 Elton Road, the future home to the Home2 Suites by Hilton; (iv) 1751 Elton Road, a small 1970's vintage office building; and (v) the Avenel Gardens townhomes. Today, Duffie consists of a specialized group of firms with a particular interest and skill in the area of high performance green buildings, with a focus on multifamily communities.

Like other long-term stakeholders, the HOC and Duffie have both enjoyed and suffered the ups and downs that the greater Hillandale Community has experienced over time. As a result, each entity shares the community’s strong desire to bring worthy new

2 2537535.6 88854.003 amenities and improvements to the Hillandale neighborhood, and each actively participated in the County's Master Plan process to make sure that the Master Plan included viable recommendations for achieving such outcomes. However, although the HOC had previously explored larger efforts to redevelop the west side of New Hampshire Avenue, it was not until meeting with Duffie in early 2015 that both sides realized how they could work together for the benefit of the Hillandale Community. Both entities – the HOC and Duffie – recognized that they share a number of characteristics that uniquely position them to contribute to the Master Plan's objectives for the transformation of the Hillandale Community: (i) both own important real estate on both sides of New Hampshire Avenue at the Capital Beltway, in a location that is served by existing transit (i.e., Ride-On and Washington Metropolitan Area Transit Authority ("Metro") busses) and programmed for future transit (i.e., the proposed Bus Rapid Transit ("BRT") system directly across New Hampshire Avenue from the Properties); (ii) both intend to hold these properties for the long term (unlike many property owners in today’s market); and (iii) both place value on getting building projects "right" at the outset. These unique shared characteristics resulted in the formation of the Hillandale Gateway, LLC entity, as well as the Hillandale Gateway project that is proposed for the Properties with this Sketch Plan.

II. Property Description

The Properties that are the subject of this Sketch Plan application include the following: (i) 10110 New Hampshire Avenue (i.e., the South Lot), which consists of a ± 189,612 square foot (± 4.353 acre) record lot known as Parcel A, Holly Hall Apartments Subdivision, shown on the plat recorded in the Land Records of Montgomery County, Maryland ("Land Records") as Plat No. 7509; and (ii) 10140 New Hampshire Avenue (or, the "North Lot"), a ± 43,671 square foot (± 1.003 acre) portion of a record lot known as Lot 1, George Meany Center for Labor Studies Subdivision, as shown on Plat No. 23929 recorded in the Land Records. The Properties are separated by a variable width strip of land that is owned, but not used, by the Amalgamated Transit Union ("ATU") (i.e., the current owners of the neighboring former National Labor College site to the west of the Properties). Currently, and historically, the ATU's strip has been used to provide access to the Properties pursuant to a mutual access easement recorded in the Land Records at Liber 3246, folio 438 (the "Mutual Access Easement"). The ATU, however, does not utilize the Mutual Access Easement to access the National Labor College site.

As a result of the location of the Mutual Access Easement land, the Properties are physically separated from each other and the amount of direct street frontage on New

3 2537535.6 88854.003 Hampshire Avenue for either portion is limited. The South Lot abuts the New Hampshire Avenue right-of-way to the east for a length of approximately 150 feet, before intersecting with the right-of-way for the Interstate 495 ("I-495") on-ramp to the south. The North Lot abuts New Hampshire Avenue to the east for a length of approximately 120 feet, and then intersects with the western terminus of Powder Mill Road (and its associated cul-de-sac) to the north. As a result of the locations of the abutting rights-of-way and the intervening ATU land that is encumbered by the Mutual Access Easement, the North Lot also features a challenging shape with a narrow rear, which makes the efficient placement of buildings problematic.

As stated above, the South Lot is currently improved with the existing Holly Hall Apartments, which provide 96 age-restricted, affordable housing units in buildings that are approximately 52 years old and nearing the end of their useful life. The HOC has wanted to redevelop the aging Holly Hall Apartments for several years, as the facility is currently unable to serve the needs of residents in the same manner as the Commission's newer buildings (which are built under newer standards and provide contemporary amenities). Anticipating the need for eventual reinvestment, the HOC purchased the North Lot portion of the site in 2014.2 Currently, the Hillandale Gateway, LLC partnership owns the North Lot. The South Lot will also be contributed to the Hillandale Gateway, LLC partnership prior to construction.

The North Lot is subject to certain covenants and restrictions that prohibit residential uses and many other commercial uses that would otherwise be customary for a mixed use community. However, as demonstrated by the Resolution of the Montgomery County Planning Board (the "Planning Board") for Site Plan No. 820080060 (dated September 25, 2008), the North Lot has been approved for development with a 3,170 square foot drive-thru bank use, which is consistent with the applicable restrictive covenants. The drive-thru bank has not been constructed at the present time, but Site Plan No. 820080060 remains valid and could be implemented subject to obtaining necessary permits for construction.3 While it remains possible for the prior approval of Site Plan No. 820080060 to be implemented on the North Lot, the Project provides a fresh opportunity to incorporate the North Lot into the greater assemblage in order to achieve a more cohesive and robust development than could otherwise be achieved on either of the Properties in isolation.

Pursuant to Sectional Map Amendment G-966, approved by the District Council on October 7, 2014, and effective as of October 31, 2014, the Properties are currently

2 10140 New Hampshire Avenue, having previously been owned by Capital One Bank, is sometimes referred to herein as the Capital One property. 3 The Certified Site Plan for the potential drive-thru bank use was approved on December 12, 2008.

4 2537535.6 88854.003 classified in the Commercial Residential Town ("CRT"), CRT-1.75, C-0.05, R-1.5, H-85, in accordance with the Master Plan. Importantly, while the Master Plan identifies the Hillandale Community as one of only three local activity centers, not all parcels within Hillandale are afforded the same zoning designation. In recognition of the prominence of the location of the Holly Hall Apartments and the Capital One parcel within the Hillandale activity center, the Properties were designated for the greatest density and the tallest heights. The increased height designation also acknowledges the significant grade differential that occurs between the adjacent I-495 and the Properties. (More specifically, the Holly Hall Apartments on the 10110 New Hampshire Avenue portion of the site rest a remarkable ± 35 feet below the adjacent on-ramp.)

III. Proposed Development

Given the above, both partners in Hillandale Gateway, LLC see the opportunity with Hillandale Gateway to create something new and exciting in eastern Montgomery County. Few and far between are locations so highly visible that are also adjacent to I- 495 (which enjoys over 200,000 vehicles passing by each day) and existing and future transit (with the Powder Mill Bus Transfer Station and the Master Plan-recommended BRT station immediately adjacent to the Properties along New Hampshire Avenue). For these reasons, this Sketch Plan proposes to bring new retail space, new amenities, new residents (who will frequent, as well as attract, local businesses), and new functional public space, to the Hillandale Community. These elements will contribute new vibrancy to the greater Hillandale Community outside of the Property's borders, and establish a local asset that will be valued by the partnership, the community, and the County.

The primary objective of the Project is to create an attractive, sustainable mixed use and mixed income community, using the optional method of development for the CRT Zone, and thereby facilitate the replacement of the HOC's 96 existing, age-restricted, affordable housing units in the Holly Hall Apartments with 96 brand new, age-restricted, affordable housing units. These new, age-restricted, affordable housing units will be located in a modern, energy efficient building, with amenities that are consistent with current market demands for a typical multi-family community. The proposed age- restricted affordable housing will also be part of a broader comprehensive development of the Properties that provides additional market rate development– both residential and commercial – in conformance with the newly adopted Master Plan, thereby creating the

5 2537535.6 88854.003 potential for diversity in incomes and uses on the site.4 More specifically, the Sketch Plan proposes the following:

 On the South Lot (i.e., 10110 New Hampshire Avenue portion of the Properties), the Holly Hall Apartments will be replaced with two new mixed- use buildings atop a retail podium. The mixed-use program for these buildings includes both residential and retail uses, including: (i) at least the 96 age-restricted, affordable Holly Hall replacement dwelling units; (ii) an anticipated maximum of 404 market-rate dwelling units; (iii) up to 22,000 square feet of ground-level, in-line retail floor area, (iv) structured parking, and (v) associated residential amenities. The final development program will be confirmed at the time of Site Plan.

 On the North Lot (i.e., the 10140 New Hampshire Avenue portion), up to 2,500 square feet of retail space will be provided in a freestanding building near the New Hampshire Avenue frontage. This new retail building will include an accessory drive-thru for the convenience of motorists traveling in the vicinity of the site. The drive-thru will be located behind the building and screened from the right-of-way in accordance with Zoning Ordinance requirements, with a hardscape square that will serve customers of the freestanding retail building and facilitate pedestrian connectivity between the building and the larger development.

Further away from New Hampshire Avenue on the western portion of the North Lot, a centralized green space, usable by the public as well as residents, consisting of approximately 17,000 square feet of contiguous open space will be provided. This public open space will be a centerpiece and foreground for the development, establishing a focal point for the proposed building grouping. The open space will be located to the west of the accessory drive-thru, with a limited number of surface parking spaces located adjacent to the open space just north of the Mutual Access Easement land.

4 As noted earlier, the number and percentage of affordable units may vary slightly. However, the proposed redevelopment program acknowledges that the Hillandale Community and its surrounding areas already contain a significant amount of what is known as "naturally occurring" or "market affordable housing". Rather than push Hillandale Gateway to be redeveloped as an exclusively moderately priced housing development (as the Holly Hall Apartments are today), HOC is looking to create a more vibrant, mixed-use, mixed income community with additional market rate dwelling units and ground-level retail space. In this way, Hillandale Gateway will be able to provide better, more amenity-rich age-restricted homes in a mixed income setting. The provision of market rate homes and commercial space in the larger development will create an income stream to support the Housing Opportunity Commission’s operations on the Properties (as well as the Housing Opportunity Commission’s mission in other parts of the County where the need for affordable housing is much more acute).

6 2537535.6 88854.003 As the Sketch Plan shows, the overall Project will provide open space for the public and other gathering opportunities, walkable sidewalks, streetscaping, landscaping and other site improvements, all of which will be dispersed throughout the entirety of the Properties.

IV. Master Plan Conformance

A. General Objectives

The overarching objective of the Master Plan is to facilitate the transformation of the existing built environment in White Oak, from the auto-oriented, single-purpose nodes that exist today, to vibrant, mixed-use centers. (See Master Plan at 23.) Thus, the Master Plan seeks to provide a viable framework that will attract reinvestment to White Oak's existing activity centers – including the Hillandale Community – and create "more opportunities to live-work-play locally". (See Master Plan at 11.) The Master Plan describes such reinvestment as being consistent with the desires of the residents and other stakeholders who participated in the Master Plan process. These parties observed, among other things, that the area is underserved with amenities and services. (See Master Plan at 23.) Consequently, as the Master Plan states, "there is a great interest in seeing 'things happen' in the east County." (See Master Plan at 23.)

Hillandale Gateway LLC understands the importance of creating a vibrant, mixed-use center in the Hillandale Community, and has designed the Project with this objective at the forefront of considerations. A vibrant center is needed in Hillandale to advance the objectives of current stakeholders while also serving future businesses, patrons, neighbors, and residents who will choose to shop in, invest in, or relocate to, the community, contributing to a critical mass of activity that will stimulate other reinvestment in White Oak. Just as the workers who call 10001 New Hampshire Avenue home are now helping patronize and support the restaurants located across the street in the Hillandale Shopping Center to thrive, so too will the future residents of Hillandale Gateway support economic development in the broader community. The activity associated with the proposed development on the Hillandale Gateway site, for example, could contribute to Safeway deciding to reinvest in its Hillandale store, or could be a deciding factor in the County’s decision to move forward with investing in transit infrastructure for the future BRT station that is proposed across New Hampshire Avenue from the site. In this respect, the Applicant anticipates that the Project will be the next in a series of important catalysts that are transforming Hillandale and helping to build the community's story of success. First, there was the 10001 New Hampshire Avenue project, which brought approximately 200 new employees to the area. Second,

7 2537535.6 88854.003 there will be the new 100 room Home2 Suites by Hilton. Third, will be Hillandale Gateway. Ultimately, in the future, the Project could then be followed by the redevelopment of the Hillandale Shopping Center and perhaps incorporation of the eastern edge of the ATU property. Each phase of the broader redevelopment of the activity center helps to attract the new restaurants, new shops, new residents, new businesses, and new jobs that the community so badly wants, and that the Master Plan specifically seeks to encourage.

B. Specific Recommendations

The Properties are located at the southern edge of the Hillandale Community, where the boundary of the Master Plan area borders the high volume, I-495 corridor. While the majority of specific discussion in the Master Plan about the activity node at this prominent location is focused on the former National Labor College site and the Hillandale Shopping Center across New Hampshire Avenue, the Master Plan includes a specific recommendation for the Properties:

Rezone the R-20 Holly Hall property and the adjacent O-M property to CRT- 1.75, C-0.05, R-1.5, H-85' . . . to increase future redevelopment opportunities, which would include replacement of the 96-units of senior housing. (Master Plan at 42.)

The Project clearly provides for the kind of future redevelopment that the Master Plan recommends for this location. The Project not only allows for the replacement of the 96 existing senior housing units on the South Lot (as the Master Plan specifically recommends), but it also provides for new commercial retail space and new market rate dwelling units.

Other, more general recommendations for properties in the Hillandale Community include the following:

The introduction of a BRT network, with a proposed station in the Hillandale area, should promote redevelopment that consolidates existing commercial frontages into an organized village center. (Master Plan at Page 5.)

If redeveloped, larger properties such as the Hillandale Shopping Center and the National Labor College should include a mix of uses, public open spaces, and enhanced pedestrian connections. (Master Plan at Page 5.)

8 2537535.6 88854.003 The Sketch Plan proposes to consolidate the Properties into a cohesive, organized mixed-use center, introducing new residential and retail uses to this location that are needed to support the transit improvements and services that the Master Plan envisions for Hillandale. Consistent with the Master Plan's recommendations for larger properties, the Project will provide a mix of land uses, new public open spaces, and enhanced pedestrian connections, as shown on the Sketch Plan and as described in this Statement.

The Master Plan also generally emphasizes the importance of commercial uses for the Hillandale Community. The Master Plan notes that in addition to preventing loss of commercial uses during redevelopment, additional commercial development is "strongly encouraged." (See Master Plan at Page 5.) The Project addresses such objectives by providing new street level commercial space, including space in the stand-alone retail building on the North Lot (directly across from the Hillandale Shopping Center). However, the Project also directly supports commercial uses in the Hillandale community by providing dwelling units for new residents, who will patronize existing and future retail uses and make the community an attractive location for tenants.

C. Design Guidelines

The proposed Sketch Plan has been designed to achieve general consistency with the November 2014 White Oak Science Gateway Master Plan Design Guidelines ("Design Guidelines"). The Design Guidelines generally track the recommendations of the Master Plan. With respect to the area identified as the "Hillandale Center" in the Master Plan, the Design Guidelines specifically encourage the provision of mixed-use development, public open spaces, and enhancement of the public realm at the intersection of New Hampshire Avenue with Powder Mill Road. For the New Hampshire Avenue West area of the Hillandale Center specifically (which includes the Properties), the Design Guidelines recommend the following:

 Create an active pedestrian environment along New Hampshire Avenue.

 Concentrate development intensity away from existing residential areas – consider incorporating tree stands into buffer zones between existing residential and new development.

 Develop larger properties to create pedestrian environments that include short blocks, internal streets, and networked open spaces for public use.

9 2537535.6 88854.003  Incorporate neighborhood landmark structures (Kirkland Conference Center, Xaverian Chapel) with new development.

(See Design Guidelines, Page 15.)

The Project advances the above objectives by concentrating development intensity away from existing residential areas (i.e., adjacent to I-495, at the location of the existing Holly Hall apartments); by organizing the Properties into a comprehensive mixed-use development that ties new buildings together with internal vehicle and pedestrian circulation routes and public open spaces; and by creating a pedestrian- friendly environment along New Hampshire Avenue with new sidewalks, landscaping, and gathering areas. Additionally, the replacement of the existing Holly Hall apartments with a new signature development on the Project, will provide an opportunity to establish new identifiable buildings and structures at this prominent location on the southern edge of the Hillandale Community. Final details concerning these new buildings, structures, and other site elements will be developed and reviewed at the time of Site Plan.

V. Zoning Ordinance Conformance

A. Purposes

As stated in Section 59.4.5.1 of the Zoning Ordinance, the Commercial/Residential Zones are intended to permit a mixture of residential and nonresidential uses at varying densities and heights, in order to promote economically, environmentally, and socially sustainable development patterns where people can live, work, recreate, and access services and amenities. Section 59.4.5.1.A specifies the following general purposes:

1. Implement the recommendations of applicable master plans;

2. Target opportunities for redevelopment of single-use commercial areas and surface parking lots with a mix of uses;

3. Encourage development that integrates a combination of housing types, mobility options, commercial services, and public facilities and amenities, where parking is prohibited between the building and the street;

10 2537535.6 88854.003 4. Allow a flexible mix of uses, densities, and building heights appropriate to various settings to ensure compatible relationships with adjoining neighborhoods;

5. Integrate an appropriate balance of employment and housing opportunities; and

6. Standardize optional method development by establishing minimum requirements for the provision of public benefits that will support and accommodate density above the standard method limit.

For the CRT Zone specifically, Section 59.4.5.1.C states as follows:

The CRT Zone is intended for small downtown, mixed-use, pedestrian-oriented centers and edges of larger, more intense downtowns. Retail tenant ground floor footprints are limited to preserve the town center scale. Transit options may include light rail, Metro, and bus.

As described in Section III above, the Project implements various applicable recommendations of the Master Plan including, among other things, the replacement of the 96 age-restricted, affordable housing units in the aging Holly Hall apartments with 96 new, modern age-restricted, affordable housing units. With regard to the remaining objectives of the Zoning Ordinance for the Commercial/Residential Zones and for the CRT Zone specifically, the Project provides for a comprehensive mixed-use development on the Properties that achieves: (i) the integration of a combination of housing types (i.e., age-restricted affordable and market rate) with commercial services, public facilities, and amenities, in proximity to future transit facilities and services; (ii) the prohibition of parking between the building and the street, with new buildings placed at the build-to line and parking provided either in structured garages or to the rear of street-facing buildings; (iii) a balance between new residential and commercial uses; (iv) the provision of public benefits to support density above the standard method.

The Project dramatically improves the existing situation on the Properties by providing for the replacement of the existing age-restricted affordable housing units, which are approaching the end of their useful life. The Project will also provide new development that will be in accordance with contemporary zoning and building code requirements (including, for example, applicable requirements for accessibility, sustainability and energy-efficiency), in addition to contemporary site design and project amenities. The Project's streetscape improvements will also create an enhanced pedestrian environment along the Properties' frontages, linking the new public spaces that will be

11 2537535.6 88854.003 created on the Properties with adjacent transit, including the adjacent Metro and Ride- On bus stop and the future BRT station across New Hampshire Avenue.

B. Development Standards

Section 59.4.5.4.B of the Zoning Ordinance sets forth the development standards applicable to the optional method of development in the CRT Zone. As shown in the following data table, the Project will fully comply with the maximum densities and heights established by the mapped zoning for the Property, as well as other applicable development standards:

12 2537535.6 88854.003 13 2537535.6 88854.003 C. Limited Use Standards

The proposed drive-thru use on the North Lot, as an accessory commercial use, is permitted as a limited use in the CRT Zone (i.e., permitted subject to compliance with specified limitations). Therefore, the proposed drive-thru, as an individual element of the Project, has been designed to comply with the Zoning Ordinance's specific use standards for drive-thrus that are allowed as limited uses. The Project's compliance with these standards is described as follows:

Section A Drive-Thru, including the Not applicable. The proposed 59.3.5.14.E.2.a.i. queuing area, must be accessory drive-thru on the North located a minimum of 100 Lot is not located within 100 feet of feet from any property that is any property in an Agricultural, vacant or improved with a Rural Residential, or Residential residential use in the Detached zone. Agricultural, Rural Residential, or Residential Detached zones. Section For a Restaurant with a Access for the drive-thru is not 59.3.5.14.E.2.a.ii Drive-Thru, access to the site proposed from any street with a from a street with a residential classification. Rather, residential classification is access will be provided from prohibited. Powder Mill Road, an arterial roadway. Customers utilizing the Powder Mill Road entrance will approach either from New Hampshire Avenue to the east, or from the west via Powder Mill Road's cul-de-sac. Section A drive-thru service window, No service windows, drive aisles, or 59.3.5.14.E.2.a.iii drive aisle, or queuing area queueing areas are proposed in the located between the street area between the street and the and the front main wall of the front main wall of the proposed main building is prohibited. building on the North Lot. Section A drive-thru service window, No service windows, drive aisles, or 59.3.5.14.E.2.a.iv drive aisle, or stacking area queueing areas are proposed may be located between the between the new freestanding street and the side wall of the building and Powder Mill Road that main building on a corner lot would trigger requirements for if permanently screened from permanent screening. Landscape

14 2537535.6 88854.003 any street by a minimum 3 elements including new trees are foot high wall or fence. proposed in the vicinity of the drive- thru that will provide screening for this area. Section Site plan approval is required The applicant intends to submit a 59.3.5.14.E.2.a.v under Section 7.3.4. Site Plan application for the Project in the future, after the completion of Sketch Plan review.

As previously stated, the Planning Board previously approved Site Plan No. 820080060 for the North Lot in 2008. This approved Site Plan permits development of 3,170 square foot drive-thru bank use. Thus, the previously approved drive-thru bank use could be implemented subject to obtaining necessary permits for construction. Notably, however, the prior approval was granted under the previous version of the Zoning Ordinance for the formerly applicable O-M Zone (office building, moderate intensity), which did not require any of the above-described standards for drive-thrus. As a result, the approved Site Plan placed the drive-thru – including the service windows and queuing lanes – between the approved building and the front and side streets. Consequently, by complying with the new limited use standards of the current Zoning Ordinance, the drive-thru that is proposed with the Project will provide an opportunity to develop the North Lot in accordance with contemporary objectives, in a manner consistent with current zoning requirements.

D. Incentive Density

In addition to compliance with the requirements and standards set forth in Section 59.4.5.4, properties developed under the optional method in the Commercial/Residential Zones must provide public benefits under Section 59.4.5.4.A.2 in exchange for greater densities and heights. In this case, based on the gross tract area of the Property, the Project will be required to achieve at least 50 public benefit points from three public benefit categories. The Project proposes to comply with this 50 point requirement by providing a total of 55 public benefit points from the Transit Proximity, Diversity of Uses and Activities, and Quality Building and Site Design public benefits categories, as follows:

15 2537535.6 88854.003 INCENTIVE DENSITY PUBLIC BENEFIT POINTS Category Sub-Category Points Points Possible Proposed

Transit Proximity – Section Transit Proximity 25 151 4.7.3.B

Diversity of Uses and Activities Moderately Priced No Limit2 303 – Section 4.7.3.D.6 Dwelling Units

Quality Building and Site Design Structured Parking 20 104 – Section 4.7.3.E

Total Points 55

1. The Project is adjacent to the Powder Mill Bus Transfer Station and, therefore, qualifies for 15 points under the Transit Service Proximity Level 2 designations for the CRT zone (i.e., by virtue of being located within ½ to 1 mile of an existing bus line).

2. Pursuant to the approved October 2015 Commercial/Residential and Employment Zones Incentive Density Implementation Guidelines, the number of public benefits points available for providing more than 12.5% of residential units as MPDUs as required under Chapter 25 of the Montgomery County Code is not limited. 12 points are to be granted for every 1% of MPDUs greater than 12.5%, and any fraction of a 1 percent increase in MPDUs entitles the applicant to an equal fraction of 12 points.

3. The Project is providing a minimum of 15% MPDUs and, therefore, qualifies for 30 points based on the following formula: (15% - 12.5%) * 12 = 30 points.

4. The Project is predominantly providing parking within a parking structure that is largely above grade. Approximately 750 spaces will be provided, with an estimated 630 spaces in the garage above grade and an estimated 70 spaces in the garage below grade. Thus, an estimated 10 points will be achieved based on the following formula: [(630/750)*10] + [(70/750)*20] = 10.26.

16 2537535.6 88854.003 VI. Findings for Approval

A. Sketch Plan

Section 59.7.3.3.E of the Zoning Ordinance sets forth the findings that the Planning Board must make to approve a Sketch Plan application. As described herein below, the proposed Project satisfies each applicable requirement listed in Section 59.7.3.3.E.

(1) [The Sketch Plan must] meet the objectives, general requirements, and standards of this Chapter;

The Project complies with all specific requirements applicable to development in the Commercial/Residential Zone. The specific requirements – and the Project's conformance thereto – are described in Section IV herein.

(2) [The Sketch Plan must] substantially conform with the recommendations of the applicable master plan;

The Project substantially conforms with the recommendations of the Master Plan and furthers its goals and objectives, particularly with respect to attracting reinvestment to the Hillandale Community, creating new opportunities to "live-work play" locally and, in so doing, contributing to the transformation of Hillandale into a vibrant, mixed-use center. A discussion of the Project's compliance with the Master Plan is set forth in Section III of this Statement.

(3) [The Sketch Plan must] satisfy any development plan or schematic development plan in effect on October 29, 2014;

The Property is not subject to any development plan or schematic development plan.

(4) [The Sketch Plan must] achieve compatible internal and external relationships between existing and pending nearby development;

The Project has been designed to achieve a maximum of compatibility with existing and future development in the vicinity of the Properties. The Applicant has carefully considered the characteristics of the Properties – including their prominent location adjacent to New Hampshire Avenue and I-495 and their significant sloping topography – with respect to the placement of building height and massing. The new mixed use building on the South Lot, which achieves the greatest building height and density, will be located towards the rear of the Properties at the approximate location of the existing

17 2537535.6 88854.003 Holly Hall Apartments, which are approximately 35 feet below the adjacent I-495 on- ramp. In contrast, the new one-story, freestanding retail building on the North Lot will be located closer to the intersection of New Hampshire Avenue with Powder Mill Road, where the grade is higher. With this placement, the Project will preserve an appropriate pedestrian scale along the New Hampshire Avenue and Powder Mill Road frontages while also creating opportunities for views into the site. These views will be critically important for commercial tenants leasing space in the Project, but will also serve to create visual interest for the community and for passersby and to showcase the development as a new "crown jewel" of the Hillandale Community.

With respect to internal compatibility, the Project has been designed as a coherent whole, using the Mutual Access Easement – which runs from east to west through the Properties, separating the South Lot and the North Lot – as an organizing element for new uses and spaces. To the south of the Mutual Access Easement will be the new mixed-use building, and to the north will be the new freestanding retail building, the centralized green, and the hardscape square. The mixed-use building will face north, and has been designed to support the broader site design by shaping the new public spaces to be constructed along the Mutual Access Easement and on the North Lot (i.e., the centralized green and hardscape square). The affordable and age-restricted components will occur toward New Hampshire Avenue, with a taller component provided that will serve as an identifiable local landmark. The market rate component will be located to the western end of the building, above the north-facing retail, with courtyards that look towards the adjacent ATU property. Residential parking and retail parking will be located in a structured garage near the south side of the South Lot, so as to minimize parking along the front of the building and to provide a degree of separation between some of the residential units and the I-495 ramp. Building services will occur behind the ground-floor retail space, in the base of the building.

The centralized green space on the North Lot will complement the new mixed-use building, and will be placed so as to provide a focal point and amenity for the entire Project. Along the southern side of the centralized green, the Mutual Access Easement will be improved as a commercial street, offering café seating, pedestrian access to retail, and a limited number of parking spaces within convenient distance of the entrances to the ground-level retail uses. The proposed freestanding retail building and its associated hardscaped square will provide additional gathering spaces and services for residents, patrons, and visitors, activating the open spaces to be provided on the North Lot.

The accessory drive-thru will be located to the north side of the centralized green and adjacent to the west side of the freestanding retail building, with access from the

18 2537535.6 88854.003 Powder Mill Road cul-de-sac. The placement of the drive-thru has been designed to maximize the amount of contiguous open space provided on the North Lot, but the Applicant also anticipates that specialty pavers or similar materials will be utilized for the drive-thru lane to provide traffic calming and a context-appropriate aesthetic for this area. Final details for the proposed site elements, including the drive-thru, will be confirmed at the time of Site Plan.

(5) [The Sketch Plan must] provide satisfactory general vehicular, pedestrian, and bicyclist access, circulation, parking and loading;

The Applicant's consultants have carefully studied the site circulation, parking, and loading aspects of the Project proposed with the Sketch Plan, for the purposes of confirming that all such aspects will be satisfactory.

With respect to vehicle access, the Project has been designed to take advantage of the existing Mutual Access Easement, which will be upgraded as a commercial street, offering café seating and access to retail. The Mutual Access Easement's existing access to New Hampshire Avenue will be preserved and improved, so as to better accommodate right-in, right-out movements from New Hampshire Avenue. The Mutual Access Easement will also provide a through connection around the centralized green to the Powder Mill Road cul-de-sac, allowing vehicles to circulate through the site to access the drive-thru entrance at the north side of the green.5 As described in the detailed Site Access and Circulation memorandum prepared by the Applicant's Traffic Engineer and submitted with this Sketch Plan application, the vehicle circulation elements of the Project will operate effectively, and the existing site access point to New Hampshire Avenue will continue to operate adequately without excessive queuing or delay. Please refer to the Site Access and Circulation memorandum for more detailed information.

With respect to pedestrian and bicycle access, the Project will provide streetscaping along the Properties' frontages to improve the pedestrian realm, and will otherwise incorporate new sidewalks and paths within the Properties to facilitate walking and biking. As described above, the Applicant anticipates that the drive-thru will utilize specialty paving for traffic calming and aesthetic purposes. The use of specialty paving and appropriate signage in the area between the hardscaped plaza and the centralized green will also create a sense of connectivity across the drive-aisle, encouraging pedestrian and bicycle movements between the different elements of the Project.

5 Should the ATU choose to redevelop for National Labor College site in the future, please note that the Mutual Access Easement will also provide a potential connection between the Project and the National Labor College site.

19 2537535.6 88854.003 As previously described, parking for the Project will primarily be provided in a structured garage on the South Lot that will be integrated with the mixed-use building. The structured garage will be accessed on the west and on the east through the Mutual Access Easement. A limited number of additional parking spaces will also be provided within the Mutual Access Easement, for the convenience of retail patrons. Loading needs for the residential and retail components of the mixed-use building will be accommodated via the structured garage, and loading for the freestanding retail building will be accommodated via the loading areas within the buildings on the South Lot or via the adjacent drive-thru lane.

(6) [The Sketch Plan must] propose an outline of public benefits that supports the requested incentive density and is appropriate for the specific community;

Pursuant to Section 4.7.3.D.6 of the Zoning Ordinance, the public benefits proposed to support the incentive density associated with the Project will be derived from the Transit Proximity, Diversity of Uses and Activities, and Quality Building and Site Design categories, as summarized in Section IV-C of this Statement.

(7) [The Sketch Plan must] establish a feasible and appropriate phasing plan for all structures, uses, rights-of-way, sidewalks, dedications, public benefits, and future preliminary and site plan applications.

The Project is anticipated to be constructed in a single phase.

VII. Community Outreach

To date, the Applicant has made substantial efforts to engage the local community in the Project. The Applicant held the required presubmission meeting for the Project at The CHI Centers, Inc., located at 10501 New Hampshire Avenue in Silver Spring, on Thursday, May 4, 2017. In addition, the Applicant met with several community groups and stakeholders, including the Hillandale Citizens Association, the Greater Colesville Citizens Association, the East County Citizens Advisory Board, and Labquest, early in the planning process.

20 2537535.6 88854.003 VIII. Conclusion

As demonstrated by this Statement, the Project complies with applicable requirements of the Zoning Ordinance that govern development under the optional method in the CRT Zone. Furthermore, the Project substantially conforms with the recommendations of the Master Plan by facilitating the replacement of the existing Holly Hall Apartments with new age-restricted, affordable dwelling units that will be an intrinsic part of a broader mixed-use, mixed income community. As described herein, the Project brings worthy new amenities and improvements to the Hillandale neighborhood, and is intended to be the catalyst for achieving broader transformations in White Oak, attracting the new restaurants, new shops, new residents, new businesses, and new jobs that the Master Plan specifically seeks to encourage. For these reasons and for others described in this Statement, we respectfully request that the Planning Board approve the Sketch Plan as proposed. We appreciate your consideration of this matter.

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