MTA Subsidiary Public Benefit Corporations Report 2011 Pursuant to Public Authorities Law Section 2827-a

The Metropolitan Transportation Authority A Public Benefit Corporation of the State of 347 Madison Avenue, New York, NY 10017

MTA Subsidiary Public Benefit Corporations Report 2011 Pursuant to Public Authorities Law Section 2827-a

The Metropolitan Transportation Authority A Public Benefit Corporation of the State of New York

Legal Name, Address, and Subsidiaries

The Metropolitan Transportation Authority 347 Madison Avenue, New York, NY 10017

Contact: Lamond W. Kearse, Chief Compliance Officer Metropolitan Transportation Authority 2 Broadway, 16th Floor, New York, New York 10004

The Metropolitan Transportation Authority (“MTA”), a public benefit corporation of the State of New York (the “State”), has the responsibility for developing and implementing a unified mass transportation policy for The City of New York (the “City”) and Dutchess, Nassau, Orange, Putnam, Rockland, Suffolk, and Westchester Counties (collectively with the City, the “MTA Commuter Transportation District”).

MTA carries out these responsibilities directly and through its subsidiaries and affiliates, which are also public benefit corporations. The following entities, listed by their legal names, are subsidiaries of MTA:

 The Rail Road Company  Metro-North Commuter Railroad Company  Staten Island Rapid Transit Operating Authority

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 Metropolitan Suburban Bus Authority  MTA Bus Company  MTA Capital Construction Company  First Mutual Transportation Assurance Company

The Executive Director of the MTA, Joseph J. Lhota, also serves as the Executive Director of the MTA subsidiaries. The MTA Board of Directors serve as the directors of the MTA subsidiaries. The following are the member of the MTA Board of Directors, as of January 1, 2012.

Andrew M. Saul Vice Chairman and Acting Chairman/Chief Executive Officer *

Andrew Albert Fernando Ferrer Mark Page

Jonathan A. Ballan Patrick J. Foye Mitchell H. Pally

John H. Banks III Ira Greenberg James L. Sedore, Jr.

Robert C. Bickford Jeffrey A. Kay Nancy Shevell

James F. Blair Mark D. Lebow Vincent Tessitore, Jr.

Norman E. Brown Susan G. Metzger Ed Watt

Allen P. Cappelli Charles G. Moerdler Carl V. Wortendyke

* Pursuant to MTA By-Laws, Vice Chairman Andrew M. Saul temporarily fills the vacancy in the position of Chairman until a Chairman nominated by the Governor is confirmed by the New York State Senate.

Following are the complete legal names, addresses, and contact information for the MTA subsidiaries. The listed sections of this report contain information for the MTA Subsidiary Public Benefit Corporations Report 2011 for each of the MTA subsidiaries.

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Legal Name Address Contact

Section I. The Long Island Rail Road 93-02 Sutphin Blvd. Richard Gans Company Jamaica, NY 11435 General Counsel

Section II. Metro-North Commuter 347 Madison Ave. Seth Cummins Railroad Company New York, NY 10017 General Counsel

Section III. Staten Island Rapid Transit 60 Bay Street Lynda Marsh Operating Authority Staten Island, NY Senior Director, Finance 10301, and Administration

Section IV. Metropolitan Suburban Bus 2 Broadway Elizabeth Cooney Authority New York, NY 10004 General Counsel

Section V. MTA Bus Company 2 Broadway Elizabeth Cooney New York, NY 10004 General Counsel

Section VI. MTA Capital Construction 2 Broadway William Goldstein Company New York, NY 10004 Executive VP

Section VII. First Mutual Transportation 341 Madison Ave. Laureen Coyne Assurance Company. New York, NY 10017 President

Legal Nam Organization Charts, By-Laws, and Certificates of Incorporation

Organizational Charts for the above Subsidiary Corporations are contained in Attachment A. The By-Laws for the above Subsidiary Corporations are contained in Attachment B. The Certificates of Incorporation for the above Subsidiary Corporations are contained in Attachment C.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section I. The Long Island Rail Road Company

The Long Island Rail Road Company A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

The Long Island Rail Road Company 93-02 Sutphin Blvd., Jamaica, NY 11435

Contact: Richard Gans, Vice President-General Counsel & Secretary 93-02 Sutphin Blvd., Jamaica, NY 11435

Structure and Organization

The President of the Long Island Rail Road Company and senior management reporting to the President are listed below.

Helena Williams President, LIRR

William Norwich Michael Fyffe Neil Yellin Chief of Staff Director-Diversity Senior VP–Admin Management Chief Safety Officer

Richard Gans Joseph Calderone John Coulter VP-General Counsel VP-Market Development VP-East Side Access & Secretary & Public Affairs & Special Projects

Mark Young Albert C. Cosenza Raymond Kenny VP-Management Executive VP Senior VP-Transportation & & Finance and CFO Infrastructure Planning Michael Gelormino Senior VP-Operations

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Purpose and Mission

MTA Long Island Rail Road (“LIRR”) became a subsidiary public-benefit corporation of the MTA in 1980. LIRR was originally incorporated as a privately-held railroad company in 1834. In 1966, the MTA acquired all of the capital stock of Long Island Rail Road from its parent corporation, the Railroad Company. In February 1980, LIRR’s Certificate of Incorporation was amended to convert it into a subsidiary public benefit corporation of the MTA organized pursuant to the MTA Act.

The purpose and mission of LIRR is to provide highly efficient commuter rail service between and points throughout Long Island. LIRR is the nation’s oldest railroad operating under its original name and charter.

Operations

LIRR is the busiest commuter rail service in North America, providing approximately 287,099 rides each weekday and 83 million rides per year. LIRR is the only commuter passenger railroad in the United States to operate 24 hours a day, seven days a week, with significant off-peak, weekend, and holiday service. LIRR has 1,165 rail cars and 124 stations on more than 700 miles of track, extending from three major New York City terminals (Penn Station, Atlantic Terminal, and Hunterspoint Avenue) through a major transfer hub at Jamaica Station in Queens to the easternmost tip of Long Island. Traditionally serving a Manhattan-bound market, LIRR has undertaken extensive efforts to augment its reverse-commute and off-peak service to meet the needs of businesses in Nassau and Suffolk Counties.

To improve efficiency, LIRR has replaced many of its oldest electric cars with state-of- the-art M-7 rail cars and modernized its entire diesel fleet with new locomotives, bi-level coaches, and “dual-mode” locomotives that operate in both diesel and electrified

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territory, enabling many customers to travel between Long Island and Manhattan without changing trains. In addition, LIRR has renovated Jamaica Station, the transfer point for the AirTrain to JFK Airport, and has constructed a new station pavilion at Atlantic Terminal in Brooklyn. To modernize its communications, the railroad continues to expand its fiber-optic communications system and has consolidated antiquated control towers into a single modern center at Jamaica Station.

Projects Summary

In addition to regular operations and maintenance, LIRR’s capital projects will enhance the reliability of the railroad’s rolling stock, stations, track, communications and signals, power supplies, shops and yards, and bridges and viaducts. Capital improvements will also support the new East Side Access service to Grand Central Terminal. For further details, see the Projects Overview section below or access the MTA Capital Programs Dashboard at http://mta.info/capitaldashboard/CPDHome.html.

Statement of Justification

As the nation’s busiest commuter railway at the center of the New York metropolitan region, LIRR serves a transportation function of economic significance not only to the region but to the nation as whole. It links millions of passengers and daily commuters with the nation’s foremost urban center and its outbound transit and transportation hubs, including subways, buses, railroads, and the JFK Airport. For many Long Island residents LIRR offers the only local transit connection and provides an energy-efficient alternative to automobile travel.

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Projects Overview

Major capital projects currently underway or in planning include the following.

Expansion of System Capacity East Side Access Readiness. A number of infrastructure investments are required to prepare the LIRR for future East Side Access service to Grand Central Terminal. This includes expanding track and yard capacity along its busiest rail corridors: the Main Line, Babylon, and Port Washington Branches. Also critical is reconfiguration of track level infrastructure in Jamaica along with the construction of a new platform at Jamaica Station to serve the new cross-borough “scoot service” between Jamaica and Atlantic Terminal in Brooklyn. During 2012, a number of these initiatives will be advanced, as they progress to the design phase. In addition, the LIRR remains committed to additional East Side Access-related investments in future capital programs, including construction of added track capacity on the Main Line in Nassau and Suffolk Counties, corresponding with future increases in service.

Purchases of Rolling Stock Alternative Diesel Equipment. LIRR will evaluate opportunities for a new type of diesel equipment to support selected “scoot-type” service on diesel branches, which will better address service needs of customers in LIRR’s non-electrified territory. If proven cost- effective, purchase of this equipment will be initiated later in this program.

Station Renovations and Improvements Massapequa Station Platform Replacement. During 2012, the design efforts for this project will be initiated. The scope of this project includes replacement of the platform and associated platform-level station components (platform waiting room, lighting, escalator, and platform canopy system) at the Massapequa Station. In addition, the existing elevator at the Massapequa Station will be replaced.

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Smart Card Improvements. LIRR will advance a pilot program and associated studies for new fare media technology – utilizing smart chip technology as part of an MTA-wide fare technology initiative.

Station Component Replacement. The LIRR plans to undertake design efforts for the replacement of passenger elevators at Woodside and Merrick Stations.

Track and Line Structures Track. LIRR continues to maintain and upgrade its track system, including projects to replace Atlantic branch half-ties and Merrick/Bellmore direct fixation, along with right-of-way improvements; pocket track initiatives at Massapequa and Great Neck; and design of the double track main line from Farmingdale to Ronkonkoma. Most of these projects will be in the design phase during 2012.

Jamaica Capacity Improvements. The Jamaica Capacity Improvements project represents Phase 1 of an effort which will increase Jamaica Station throughput in conjunction with the East Side Access service expansion. The infrastructure investments included in this LIRR capital program will begin to address the operational requirements associated with train service to two Manhattan terminals, while also operating dedicated Brooklyn to Jamaica service, as well as diesel fleet operations between Long Island City Yard and Long Island. The design portion of the Jamaica Capacity Improvements efforts is anticipated for 2012 initiation.

Line Structures. Projects consist of the renewal and/or replacement of bridges and viaducts. These investments include renewal of railroad bridges in Queens, Nassau, and Suffolk Counties, as well as bridge and viaduct painting. LIRR will also renovate the Nostrand Avenue Station, which is located on the Atlantic Avenue Viaduct, including installation of new elevators to make this station wheelchair accessible.

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Communication and Signals Communications. The LIRR will continue the multi-program build out of the fiber optic network, installing fiber and fiber optic hardware throughout the LIRR network. Other projects include an upgrade of radio system hardware to meet new requirements for narrow-band radio communication and a radio cable replacement project to address deteriorating cable in the Atlantic Avenue Tunnel, which will improve radio communications on the Atlantic Branch.

Signals. LIRR’s signal projects include renewal of the signal equipment in the vicinity of Babylon Station, and a project to signalize the current dark territory on the Montauk Branch between Speonk and Montauk. One of LIRR’s most crucial efforts is Centralized Train Control. This proposed program includes construction of a new control theater in the Jamaica Central Control building. Most of these signal projects will be undergoing design and construction during 2012.

Shops and Yards Program highlights for 2012 include the design phase to undertake an increase in train storage capacity at Port Washington Yard, replacement of facility elements at the Hillside Maintenance Complex, and renewal of Employee Facilities.

Power Stations The largest investment in the power category involves the replacement of traction power substations in Queens and Nassau Counties, many of which were built in the late 1940s and have been identified for priority replacement under the Traction Power Load Study.

Other projects within the power asset category include replacement of substation batteries and signal power motor generators, among others.

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Miscellaneous Projects Support Projects. These provide for the support and management of the Capital Program and projects with program-wide applicability, such as systemwide environmental remediation, protective liability coverage, independent engineer services, value engineering services, and scope development.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section II. Metro-North Commuter Railroad Company

Metro-North Commuter Railroad Company A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

Metro-North Commuter Railroad Company 347 Madison Avenue, New York, NY 10017

Contact: Seth Cummins, General Counsel 347 Madison Avenue, 19th Floor, New York, NY 10017

Structure and Organization

The President of Metro-North and senior management reporting to the President are listed below.

Howard Permut President, Metro-North

Donna Evans Wendy Wark Anne Kirsch Chief of Staff Director, Employee Relations Chief Safety/Security Officer & Diversity/EEO Officer

Raymond Burney Randall Fleischer Robert Lieblong Sr. VP, Administration Sr. Director, Business Sr. VP, Operations Development, Facilities & Marketing

Seth Cummins Robert MacLagger D. Kim Porcelain General Counsel VP, Planning VP, Finance & Information Systems

Susan Doering Timothy McCarthy Anthony Greco Sr. Director, Customer Sr. Director, Capital Programs Executive Asst. to the President Service & Stations

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Purpose and Mission

The purposes of Metro-North Railroad (“Metro-North”) are acquiring, owning, leasing, establishing, constructing, effectuating, operating, maintaining, renovating, improving, extending, and repairing railroad, omnibus, and other transportation facilities and facilities related thereto. The mission of Metro-North is to preserve and enhance the quality of life and economic health of the region we serve through the efficient provision of transportation service of the highest quality.

Operations

With 384 route miles and 775 miles of track, Metro-North serves 122 stations distributed in seven counties in New York State (Dutchess, Putnam, Westchester, Bronx, New York (Manhattan), Rockland, and Orange) and two counties in the State of (New Haven and Fairfield). Total Metro-North system annual rail ridership in 2010 was 81.1 million.

Three main lines east of the Hudson River, the Hudson, the Harlem, and the New Haven lines, operate out of Grand Central Terminal in New York City. Two lines west of the Hudson River, the Port Jervis and the Pascack Valley lines, operate out of Transit's terminal in Hoboken, New Jersey, and connect with service out of Penn Station, New York via the Secaucus Transfer. The Hudson Line extends 74 miles from Grand Central Terminal to Poughkeepsie; the Harlem Line runs 82 miles to Wassaic; and the New Haven Line, which also has three branch lines (the New Canaan, Danbury, and Waterbury Lines), extends 72 miles to New Haven. The New Haven Line and the three branch lines are supported by funding from the State of Connecticut and the Connecticut Department of Transportation (“CDOT”). The Port Jervis Line runs 95 miles from Hoboken to Port Jervis, with 30 of those miles in New Jersey. The Pascack Valley Line

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extends 31 miles from Hoboken to Spring Valley, with 25 of those miles being in New Jersey.

Metro-North also manages The Hudson Rail Link feeder bus service in , and the Haverstraw-Ossining and Newburgh-Beacon ferries, all of which connect with the Hudson Line. Together, these services generated some 566,000 riders in 2010.

Projects Summary

In addition to regular operations and maintenance, Metro-North’s capital projects include testing and purchase of new rail cars, rehabilitation of six rail stations on the Hudson and New Haven Lines, design of a new Positive Train Control (“PTC”) system, and expansion of the Harmon Shop and Yard used to maintain rolling stock. For further details, see the Projects Overview section below or access the MTA Capital Programs Dashboard at http://mta.info/capitaldashboard/CPDHome.html.

Statement of Justification

The services provided by Metro-North are essential to the economic viability of the region and the cessation thereof would be detrimental to the City of New York and the counties surrounding New York City.

Projects Overview

Rolling Stock M-8 Cars (Joint Project with CDOT). This project, jointly funded with CDOT, is for the design, manufacture, testing, and delivery of 405 new M8 EMU cars for the New Haven

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Line. The initial award for a total of 300 cars was made on August 21, 2006; options for a total of 80 cars were awarded, with an additional 25 single cars purchased in July 2011. Cars continue to be delivered and put into revenue service; the cars will continue to arrive through 2015.

Stations

Hudson Line Station Improvements Phase II The work presently being performed as part of the Hudson Line Station Improvements includes but is not limited to:

Tarrytown (Current Construction Schedule: Completion mid 2012) The project includes the complete rebuild of all station elements, including platforms, overpasses (with elevators in the north overpass), canopies and other station amenities, such as shelters, benches, and signage. This project is funded by the American Recovery and Reinvestment Act of 2009. The project will complement the recently completed historic rehabilitation of the station building, resulting in an excellent intermodal facility for the region.

Cortlandt Parking and Access (Current Construction Schedule: Completion early 2012) Metro-North will make significant improvements at this key station expanding parking by 720 spaces to a total of 1,605 spaces (an 81.4 percent increase). An extended overpass to the new facility is included. These improvements further develop the station into a strategic passenger intermodal facility.

New Haven Line Stations The work presently being performed as part of the New Haven Line Station Improvements includes but is not limited to:

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Rye Station (Current Construction Schedule: Completion end of 2011) Structural improvements on inbound platform are complete with canopy rehabilitation on the outbound platform in progress. Rye Station Building replacement window installation is in progress. East Overpass renovation continues. Work on platform stairs and ramp installation continues on the inbound and outbound platforms.

Port Chester Station (Current Construction Schedule: Completion end of 2011) Structural improvements on the inbound platform are complete with canopy rehabilitation on the outbound platform in progress. Outbound platform structural improvements are in progress. New electrical service distribution panels installation in progress. Work on platform stairs and ramp installation continues on the inbound and outbound platform.

Croton Harmon and Peekskill Upper Hudson Line Station Improvements The work presently being performed as part of the Upper Hudson Line Station Improvements includes but is not limited to:

Croton-Harmon Station (Current Construction Schedule: Completion October 2012) Improvements include complete roof replacement of North Overpass and staircases including roof drainage modifications, painting of South Overpass and staircases. Platform improvements, canopy extension, new lighting, new public address system, and variable message signage will also be completed.

Peekskill Station (Current Construction Schedule: Completion October 2012) Improvements include complete renovation of the Overpass and staircases including operable windows, lighting, heating, elevator upgrades, and painting. Platform improvements consist of renovation of both inbound and outbound platforms to include canopies, platform edge repairs and tactile warning strips, platform guardrail, sighting, public address and variable message signage.

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Positive Train Control PTC is a system designed to prevent train-to-train collisions, overspeed derailments, incursions into established work zone limits, and the movement of a train through a switch left in the wrong position.

West of Hudson Signal Improvements This project includes installation of a new cab signal system replacing the existing older signal system for the Port Jervis Line between Suffern, NY, and Sparrowbush, NY. This initiative will enhance the level of safety on the line, provide for more reliable service, and provide additional capacity. Construction will begin in early 2012.

Harmon Shop and Yard Rehabilitation Metro-North, as part of the significant reconstruction and modernization of the Croton- Harmon Shop, completed the construction of coach and locomotive shops in 2009, complementing previous improvements to yards and servicing facilities. These shops and yard investments will enable Metro-North to better maintain and improve performance for the rolling stock fleet. Phase IV of the project will continue this work to advance the rehabilitation of the Harmon complex. Priority will be given to construction of the initial phase of the Electric Multiple Unit Shop with consist tracks and priority repairs to the existing 100-year-old shop.

West of Hudson Restoration While responding to and recovering from weather related emergencies is a frequent occurrence, special mention is made of Metro-North's efforts to recover from the devastating effects of Tropical Storm Irene in late August. Most significantly, service was knocked out along the Port Jervis line, in particular over the 14 mile stretch from Suffern to Harriman. In addition to providing substitute bus service, Metro-North staff and various vendors responded quickly and were able to have train service restored by November 28th, significantly ahead of schedule. Metro-North is working with MTA Risk Management staff to maximize recovery of losses from insurance underwriters as well as from FEMA.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section III. Staten Island Rapid Transit Operating Authority

Staten Island Rapid Transit Operating Authority A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

Staten Island Rapid Transit Operating Authority MTA New York City Transit, 2 Broadway, New York, NY 10004

Contact: Lynda Marsh, Senior Director, Finance and Administration

60 Bay Street, Staten Island, NY 10301

Structure and Organization

The President of MTA New York City Transit serves as the President of the Staten Island Rapid Transit Operating Authority. Senior management reporting to the President are listed below.

Thomas F. Prendergast President, MTA NYCT and Staten Island Rapid Transit Operating Authority

Stepfone Montgomery VP and Chief Officer

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Purpose and Mission

MTA Staten Island Rapid Transit Operating Authority (“Staten Island Railway” or “SIRTOA”) was created as a public benefit corporation subsidiary of MTA in 1970. Staten Island Railway is responsible for the operation of a rapid transit railroad system on Staten Island pursuant to a lease and operating agreement with the City.

Operations

SIRTOA is the lone rapid transit line operating in the borough of Staten Island. It runs the length of the Island and allows riders to connect with the New York City transit system through the Staten Island ferry. The SIRTOA system includes 63 R44SI cars, 14 miles of line, 22 stations, and two main terminals, the St. George Terminal and the Tottenville Terminal.

The current SIRTOA line has been completely grade separated from intersecting roads since 1966. Though it is considered a standard railroad, only freight service along the western portion of the North Shore connects to the national railway system. Because it uses subway cars and third-rail electrification and is run by the MTA, most residents consider it to be a de facto line of the New York City Subway, though there is no direct rail link between SIRTOA and the NYCTA subway system. The line is included on official New York City Subway maps. Commuters typically use the Staten Island Ferry to reach Manhattan.

Like the rest of the subway system, SIRTOA runs twenty-four hours a day, with service continuing overnight after most day peak traffic has ceased. SIRTOA also provides express service to St. George Terminal and to Tottenville during rush hours.

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Projects Summary

In addition to regular operations and maintenance, SIRTOA’s capital projects include the repair and improvement of station security, station structural components and bridges, as well as the initial phases of rehabilitation of the St. George Interlocking. For further details, please reference the Projects Overview section below or access the MTA Capital Programs Dashboard at http://mta.info/capitaldashboard/CPDHome.html.

Statement of Justification

As the only rapid transit line operating in the borough of Staten Island, the Staten Island Railway provides residents with a rapid, energy-efficient alternative to automobile travel and, through the Staten Island Ferry, a vital link to the broader New York City transit system and outbound transportation hubs.

Projects Overview

Major capital projects currently underway include the following:

Station Security. This project will install security cameras and customer assistance intercoms in all station off-hours waiting areas. Cameras and intercoms will be monitored and recorded at a central location. Included with this project, additional security measures will be implemented in St. George in accordance with recommendations from the federal Office of Domestic Preparedness.

Rehabilitation of Eight Bridges. This project will rehabilitate eight bridges along the Staten Island Railway right-of-way. Work will include correction of structural deficiencies, waterproofing of the bridge deck, drainage improvements, and renewal of the track and third rail system in the vicinity of the bridges.

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Structural Repairs at Eight Stations. This project will make select station component repairs, addressing critical elements in eight stations throughout Staten Island Railway. The locations to be addressed are the Stapleton, Grasmere, Dongan Hills, Annadale, Huguenot, Grant City, Great Kills, and Tompkinsville Stations. This project will include complete rebuilding of the Grasmere station house.

St. George Terminal Interlocking, Phases 1A and 1B. The current project will address the initial phases of the rehabilitation of the St. George Interlocking. This multi-phased project is expected to include track and switch repair and replacement, signal modernization, and drainage improvements. Phases 1A and 1B will include a portion of the identified work.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section IV. Metropolitan Suburban Bus Authority (MTA Long Island Bus)

Metropolitan Suburban Bus Authority (MTA Long Island Bus) A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

Metropolitan Suburban Bus Authority (MTA Long Island Bus) 700 Commercial Avenue, Garden City, NY 11530-6410

Contact: Elizabeth Cooney, General Counsel 2 Broadway, New York, NY 10004

Structure and Organization

The President of MTA Long Island Bus and senior management reporting to the President are listed below.

Darryl C. Irick President, MTA Bus Company/MTA Long Island Bus

Thomas Del Sorbo John Hein, Sr. Heidi Lemanski Executive VP Executive VP Chief of Staff Regional Bus Operations

Craig Cipriano Elizabeth Cooney Joseph D’Auria Chief Officer VP & General Counsel Chief Officer Strategic Development Transportation

Collette Ericsson James Harding Derrick Lawson Chief Officer VP, Intergovernmental & Chief Officer Environmental Sustainability Community Relations Central Maintenance Facility

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George Menduina Robert Picarelli Norman Silverman Acting Chief Officer Chief Officer VP, Operations Planning Facilities Internal Studies & Operations Improvement

Henry Sullivan Stephen Vidal Chief Officer VP & Chief Officer, Safety & Maintenance Support Operations Performance

Purpose and Mission

The purpose and mission of MTA Long Island Bus (“LI Bus”) is to provide safe, economical and dependable public transportation to customers in the Nassau County, western Suffolk County, and eastern Queens County region. LI Bus also provides Able-Ride paratransit services county- wide to anyone who, because of a disability, is unable to used fixed-route bus service.

In April 2011 the MTA Board authorized the termination of the Lease and Operating Agreement with Nassau County for the provision of LI Bus services, effective December 31, 2011. Nassau County has entered into a contract with a private operator, which will assume responsibility for the services presently provided by LI Bus, commencing January 1, 2012.

Operations

LI Bus is one of the largest suburban public transit agencies in the country. Its 48-route system covers 475 square miles throughout Nassau County, western Suffolk County, and eastern Queens County, linking together 96 communities, 48 MTA Long Island Rail Road stations, five MTA New York City Transit subways, plus office parks, shopping malls, colleges, hospitals, museums, parks, and beaches. Annual ridership exceeds 30 million customers.

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LI Bus operates a fleet of 301 accessible buses fueled with eco-friendly natural gas from two facilities: the Senator Norman J. Levy Transit Facility (Mitchel Field) in Garden City and the Rockville Centre Facility.

Able-Ride is a shared-ride, curb-to-curb (or origin-to-destination service when requested) paratransit service for people with disabilities. Able-Ride operates 92 buses and four sedans from the Stewart Avenue facility in Garden City. Currently, there are 46,509 certified customers; Able-Ride provided over 325,362 trips in 2010.

The Hempstead Transit Center (HTC) is LI Bus’s indoor customer facility located between Jackson and Columbia Streets in Hempstead, Long Island. The facility serves 18 of 48 routes.

Projects Summary

In addition to regular operations and maintenance, LI Bus’s capital projects include replacement of 40 buses, upgrade of facilities, and implementation of a new real-time service information system. For further details, see the Projects Overview section below.

Statement of Justification

LI Bus plays a key role in supporting Long Island’s economy and benefits the people of the New York Metropolitan area. It is truly a regional transportation network that takes cars off the road, reduces traffic congestion, and contributes to a “greener” region.

Able-Ride paratransit service is invaluable to individuals who are unable to used fixed route service; without this service, these customers would be unable to enjoy the independent, enhanced quality of life that this transportation service helps to offer.

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Projects Overview

CNG Buses This project is for the replacement of 40 fixed route Compressed Natural Gas buses. The buses are needed to replace rolling stock that have reached the end of their useful life and to meet the required capacity of the fixed-route service.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section V. MTA Bus Company

MTA Bus Company A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

MTA Bus Company 2 Broadway, New York, NY 10004

Contact: Elizabeth Cooney, General Counsel 2 Broadway, New York, NY 10004

Structure and Organization

The President of the MTA Bus Company is also the President of MTA Long Island Bus and the Senior Vice President of Department of Buses for MTA New York City Transit. Senior management reporting to the President are listed below.

Darryl C. Irick President, MTA Bus Company/MTA Long Island Bus

Thomas Del Sorbo John Hein, Sr. Heidi Lemanski Executive VP Executive VP Chief of Staff Regional Bus Operations

Craig Cipriano Elizabeth Cooney Joseph D’Auria Chief Officer VP & General Counsel Chief Officer Strategic Development Transportation

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Collette Ericsson James Harding Derrick Lawson Chief Officer VP, Intergovernmental & Chief Officer Environmental Sustainability Community Relations Central Maintenance Facility

George Menduina Robert Picarelli Norman Silverman Acting Chief Officer Chief Officer VP, Operations Planning Facilities Internal Studies & Operations Improvement

Henry Sullivan Stephen Vidal Chief Officer VP & Chief Officer Safety & Maintenance Support Operations Performance

Purpose and Mission

The MTA Bus Company (“MTA Bus”) was created as a public benefit corporation subsidiary of MTA in 2004 to integrate bus routes and operations previously served by seven private bus companies pursuant to franchises granted by New York City. MTA Bus completed the consolidation of the seven bus lines in the first quarter of 2006. The mission of MTA Bus is to provide safe, economical, and dependable public transportation to customers in New York City.

Operations

MTA Bus has the 14th largest bus fleet in the United States and Canada, serving nearly 388,000 riders daily and employing over 3,400 people. With a fleet of about 1,250 buses, the agency operates 44 local bus routes serving the Bronx, Brooklyn, and Queens and 35 express bus routes between Manhattan, the Bronx, Brooklyn, and Queens. MTA Bus’s round-the-clock service complements subway, train, and bus services provided by other MTA agencies.

Since assuming control of operations in 2004, MTA Bus has taken many steps to improve customer service. Capital funding has enabled retirement of overage and unreliable fleets and reduced the fleet average age to less than 7.54 years. Through evaluations of customer demand and operating constraints, MTA Bus has addressed a number of fundamental areas, making

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improvements in running times, crowding, service frequency, hours of service, and route structure. These efforts have increased average ridership from the first month of full consolidation (March 2007) to the most current data (November 2011) 12 percent for weekdays, 21 percent for Saturdays, and 30 percent for Sundays. A centralized Road Operations Unit, Training Center, and Command Center have been introduced to ensure consistent service. The agency also has instituted new maintenance practices, including scheduled operation inspections, heavy scheduled overhauls of undercarriage components, engine in-chassis adjustments, and other measures that have increased its mean distance between failures.

Projects Summary

MTA Bus inherited a substantial bus fleet and maintenance network in need of significant operating and capital improvements. The fleet consisted of 15 different bus models with an average age of over 13 years, and its eight depots varied in condition and age, with several built before the 1950s. In addition to regular operations and maintenance, MTA Bus continues the upgrading and integration of its vehicles and facilities. For further details, see the Projects Overview section below or access the MTA Capital Programs Dashboard at http://mta.info/capitaldashboard/CPDHome.html.

Statement of Justification

Prior to the creation of MTA Bus, private bus service along its routes was irregular, maintenance was substandard, vehicle reliability was poor, and passenger dissatisfaction was high. Today, MTA Bus provides uniform, integrated bus service to nearly 388,000 riders daily, many of whom have no other transit options. The agency’s 44 local bus routes serve the Bronx, Brooklyn, and Queens; its 35 express bus routes operate between Manhattan, the Bronx, Brooklyn, and Queens. MTA Bus’s round-the-clock service complements and is coordinated with subway, train, and bus services provided by other MTA agencies. MTA Bus is a vital link in regional transportation, an energy-efficient alternative to automobile travel, and a key contributor to the metropolitan area’s economy.

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Projects Overview

45 Standard CNG Buses This project purchases 45 40-foot Low Floor Compressed Natural Gas (“CNG”) buses to be operated from MTA Bus depots. These buses are designed to operate in revenue service for a minimum of 12 years and 500,000 miles and will meet Environmental Protection Administration (“EPA”) emission standards, as well as Americans with Disabilities Act (“ADA”) Standards. The purchase of these buses will provide increased reliability and passenger comfort, as well as replace over-aged buses that are being kept in service to meet demand. The expected completion date for this project is December 31, 2011.

79 Standard CNG Buses This project will purchase 79 40-foot Low Floor CNG buses to be operated from MTA Bus depots. These buses are designed to operate in Authority revenue service for a minimum of 12 years and 500,000 miles and will meet EPA emission standards, as well as ADA standards. The purchase of these buses will provide increased reliability and passenger comfort, as well as replace over-aged buses that are being kept in service to meet demand.

74 Standard CNG Buses This project will purchase 74 40-foot Low Floor CNG buses to be operated from Spring Creek and College Point depots. These buses are designed to operate in revenue service for a minimum of 12 years and 500,000 miles and will meet EPA emission standards, as well as ADA standards. The purchase of these buses will provide increased reliability and passenger comfort, as well as replace over-aged buses that are being kept in service to meet demand.

New Bus Washer at LaGuardia Depot The existing bus wash at this location is inadequate and is beyond its useful life. Under this project, two new bus washers will be designed and constructed with the latest energy and water savings features, including a reclamation system.

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Fuel Capacity Improvement at Baisley Park, JFK, and LaGuardia Depots The existing fueling capacities at Baisley Park, JFK, and LaGuardia Depots are inadequate for the fleets they serve. Currently, Baisley Park and LaGuardia each have three 4,000 gallon tanks, and JFK has four 4,000 gallon tanks. This capacity dictates daily oil deliveries, and there is no redundancy for tank repair or spare capacity to cover supply disruption or market shortages. Under this project, new tanks will be added to provide adequate capacity to support the current fleet and projected growth. In addition, the tanks will have a reserve for at least three days to maintain service in case of any emergency or unforeseen circumstances that may prevent timely delivery or cause shortage in the supply.

In addition, this project will install new fueling lanes with dispensers, fire protection, service reels, MIDAS diagnostic systems, and lighting at LaGuardia Depot. This will allow for a lower queuing time and improve efficiency in servicing and fueling the current fleet.

Roof Ventilation at JFK Depot This project will replace approximately 132,500 square feet of roof. The existing roof has exceeded its useful life. The scope of the work includes asbestos abatement on the flashing and portions of the roofs, removal of existing roofing systems to the concrete deck, and installation of new roofing with a minimum warranty of twenty years. A new bulkhead and staircase will be installed to allow safe access to the roof. A new ventilation system is needed in the main building. The general specifications for the new ventilation system includes tempered air, required air changes, a building management system, and carbon monoxide, carbon dioxide, and temperature monitors to control the speed of the fans. The ventilation system includes electrical terminations to provide adequate power for the new HVAC system. All windows on the roof level will be abated and, where applicable, replaced.

Electric Service and Emergency Generators This project consists of two components. The first component involves the installation of a new electrical service sized to accommodate all the loads at JFK, LaGuardia, and Baisley Park. The second component involves the installation of an emergency generator at each of these locations and an additional three emergency generators at Far Rockaway, Eastchester, and Yonkers. The

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six emergency generators will provide the capability of maintaining these depots in full operation in case of power outages. The electrical service is considered adequate at these depots.

Fire Protection Systems At present, there is no automatic fire protection system at the JFK, LaGuardia, and Baisley Park Bus Depots. This project includes the design and construction of all code-required fire protection systems, including but not limited to fire alarm, sprinkler, and standpipe. All areas in the garages will be examined to provide adequate fire protection for their use. Deluge systems will be used over gasoline dispensers.

Depot Equipment at Spring Creek and College Point Depots The objective of this project is to replace over-age depot equipment for maintenance and facilities operations. The equipment to be replaced is past its useful life or beyond repair. Separate tasks awarded under this project include chassis washers and news steel doors at the Spring Creek and College Point Depots.

Purchase Service Vehicles and Depot Equipment The objective of this project is to replace over-age vehicles and depot equipment. This may include, but is not limited to snowfighters, service trucks, utility trucks, pickup trucks, cutaway vans, and street sweepers.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section VI. MTA Capital Construction Company

MTA Capital Construction Company A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

MTA Capital Construction Company 2 Broadway, New York, NY 10004

Contact: William Goldstein, Executive VP 2 Broadway, New York, New York 10004

Structure and Organization

The President of the MTA Capital Construction Company and senior management reporting to the President are listed below.

Dr. Michael Horodniceanu President, MTA Capital Construction

William Goldstein Ayala Malinovitz Evan M. Eisland Executive VP Chief of Staff Senior VP & General Counsel

Mike Kyriacou Eve Michel Jeannie Kwon VP, Chief Engineer VP, Development & Chief Architect Director, Communications & Strategic Initiatives

Shawn Kildare Uday Durg William Goodrich Senior VP & Program Executive, Senior VP & Program Executive, Senior VP & Program Executive, 7 Line Extension Lower Manhattan Second Avenue Subway

Alan Paskoff Tom Reed Senior VP & Program Executive, Acting Director of Security East Side Access

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Purpose and Mission

MTA Capital Construction Company (“MTACC”) was created as an MTA subsidiary in 2003. MTACC is responsible for administration of the planning, design, and construction of major MTA projects. Current projects include three major MTA system expansion projects (East Side Access, Second Avenue Subway, and extension of the No. 7 subway line); one Lower Manhattan Recovery Project (Fulton Street Transit Center); and the MTA-wide capital security projects. The other Lower Manhattan Recovery Project, the new South Ferry Terminal Station, was placed into customer service in March of 2009.

Operations

MTACC coordinates major construction projects from design through completion. The company has a core staff who work with other professionals at the MTA agencies as well as the nation's leading construction consulting firms.

Projects Summary

MTACC is currently supervising three major system expansion projects and one Lower Manhattan Recovery project. The three expansion projects are: (1) The East Side Access project, a 3.5-mile commuter rail connection between MTA Long Island Rail Road’s Main and Port Washington lines in Queens to a new terminal beneath Grand Central Terminal; (2) The Second Avenue Subway Line, which will run nearly 8.5 miles along the length of Manhattan’s East Side from 125th Street to Hanover Square in Lower Manhattan; and (3) The Number 7 Line Extension, extending the subway from Times Square on West 41st Street to a new terminal at West 34th Street and Eleventh Avenue near the Javits Convention Center. The Lower Manhattan Recovery Project is construction of the Fulton Street Transit Center. For further details, see the Projects Overview section below or access the MTA Capital Programs Dashboard at http://mta.info/capitaldashboard/CPDHome.html.

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Statement of Justification

MTA Capital Construction provides an essential service to the nation’s largest transit system and to the city and public it serves. It coordinates the many operations and phases required to complete major capital construction projects on an enormous scale in a safe and timely manner. Its oversight functions ensure the design, engineering, and fiscal integrity of projects that are vital to the regional economy and that will benefit New York City for decades to come.

Projects Overview

East Side Access

The East Side Access project consists of construction of a 3.5-mile commuter rail connection between MTA Long Island Rail Road’s Main and Port Washington lines in Queens to a new terminal being constructed beneath Grand Central Terminal. The new connection will increase MTA Long Island Rail Road’s capacity into Manhattan, dramatically shorten travel time for Long Island and eastern Queens commuters traveling to the east side of Manhattan, and provide for a new commuter rail station in Sunnyside, Queens.

Second Avenue Subway

This project is the first major expansion of the New York City subway system in over 50 years. When fully completed, the Second Avenue Subway will provide customers with a new service running some 8.5 miles along the length of Manhattan’s East Side, generally under Second Avenue, from 125th Street in Harlem to Hanover Square in Lower Manhattan. This new line will also connect at 63rd Street with the existing N/R Line, which runs south through Manhattan and into Brooklyn. The project is being carried out in four phases. Phase One, includes tunnels from 105th Street and Second Avenue to 63rd Street and Third Avenue, with new stations along Second Avenue at 96th, 86th, and 72nd

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Streets, as well as new entrances to, and newly opened portions of, the existing Lexington Avenue/63rd Street Station. Phase Two will extend the line north from 96th Street to 125th Street. Phase Three will extend the line south to Houston Street. Phase Four will extend the new subway line south to Hanover Square.

No. 7 Subway Line Extension

MTA and the City are jointly working on the redevelopment of the Hudson Yards area of Manhattan (the “Hudson Yards Area”), which extends generally from West 28th Street on the south, Eighth Avenue on the east, West 43rd Street on the north, and the Hudson River Park on the west. As a part of the redevelopment, the No. 7 subway line is being extended from its current terminal near Times Square on West 41st Street between Seventh and Eighth Avenues to a new terminal at West 34th Street and Eleventh Avenue. The extension will provide a transit link to the Javits Convention Center and is expected to help transform the surrounding manufacturing and industrial neighborhood into a mixed-use community. The scope of the project also includes the construction of subway tail tracks extending to West 25th Street and Eleventh Avenue to permit the storage of subway trains, which will enhance operational reliability.

Lower Manhattan Recovery Projects: Fulton Street Transit Center

The Fulton Street Transit Center, a centerpiece of the plan to improve mobility in Lower Manhattan, will greatly facilitate connections between 11 subway lines that serve the Fulton Street/Broadway-Nassau complex in Lower Manhattan and nearby stations, will link MTA New York City Transit facilities with Port Authority PATH train services, and will provide access to the redeveloped World Trade Center site and World Financial Center ferry services. The goal of the Fulton Street Transit Center project is to improve circulation and reduce crowding by reconfiguring the current maze of tunnels and stairways that now connect subway lines that were built years apart (between 1905 and 1932) by separate entities.

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Lower Manhattan Recovery Projects: South Ferry Terminal Station.

The new South Ferry Terminal was placed into customer service in March of 2009. The completed South Ferry station is at the southern end of the No. 1 subway line and replaced a deficient station with a full-length, two-track terminal station with three station entrances, ADA accessibility, and a new free transfer between the No. 1 and R subway lines.

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MTA Subsidiary Public Benefit Corporations Report 2011 Section VII. First Mutual Transportation Assurance Company

First Mutual Transportation Assurance Company A Subsidiary of the Metropolitan Transportation Authority

Legal Name, Address, and Contact Information

First Mutual Transportation Assurance Company 347 Madison Avenue, New York, NY 10017

Contact: Laureen Coyne, President 347 Madison Avenue, New York, NY 10017

Structure and Organization

The company is a captive insurance company administered by MTA’s Department of Risk and Insurance Management, with the management assistance of Marsh Management Services, Inc.

Purpose and Mission

First Mutual Transportation Assurance Corporation (“FMTAC”), established in 1997 as a captive insurance company, was created to address the insurance needs of the MTA and its agencies and subsidiaries.

The mission of FMTAC is to engage in the business of acting as a pure captive insurance company under Section 7005 of the Insurance Law and Section 1266 subdivision 5 of the Public Authorities Law of the State of New York. FMTAC’s mission is to continue,

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develop, and improve the insurance and risk management needs as required by the MTA. FMTAC was established to maximize the flexibility and effectiveness of the MTA’s insurance program.

FMTAC is licensed in New York State as both a direct insurer and as a reinsurer. When FMTAC is a direct insurer, it may reinsure all or a portion of its potential liabilities with commercial reinsurers. FMTAC retains independent entities to handle the claims administration process. FMTAC may deposit certain of its assets in trust with third parties in order to secure its insurance or reinsurance obligations under some of the insurance policies

Operations

The MTA agencies and subsidiaries maintain insurance coverage through MTA’s captive insurance company subsidiary, FMTAC, and through the commercial marketplace. MTA Risk & Insurance Management, which also serves as the staff of FMTAC, sets the insurance premiums for the MTA agencies and subsidiaries at levels that are expected to be sufficient to purchase the commercial insurance or reinsurance, or permit FMTAC to pay the claims and costs for claims administration. Since its creation, FMTAC, with funding from the MTA agencies and subsidiaries, has assumed greater responsibility for the direct insurance and reinsurance risk of those agencies and subsidiaries.

Projects Summary

As the main provider of MTA insurance needs, the projects undertaken by First Mutual Transportation Assurance Company parallel the operations and capital construction projects of the MTA and its other subsidiaries. For further details, see the Projects Overview sections for each subsidiary in this report or access the MTA Capital Programs Dashboard at http://mta.info/capitaldashboard/CPDHome.html.

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Statement of Justification Statement of Justification

As the operator of North America’s largest transit system, with broad public responsibilities, extensive properties and capital stock, as well as many of the nation’s largest, ongoing constructions projects, the MTA has unique insurance needs that would be difficult to fulfill through the market alone. As such, First Mutual Transportation Assurance Company provides a service that is essential to MTA operations and capital projects, to the public the MTA serves, and to the entire regional economy.

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Attachment A: MTA Subsidiaries’ Organizational Charts

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The Long Island Rail Road Company

Helena Williams President

Joseph Calderone William Norwich VP, Market Development & Public Chief of Staff Affairs

Mark Young Michael Fyffe VP, Management & Finance and Director, Diversity Management Chief Financial Officer

Neil Yellin Albert C. Cosenza Senior VP, Administration/Chief Executive VP Safety Officer

Richard Gans Michael Gelormino VP, General Counsel & Secretary Senior VP, Operations

John Coulter Raymond Kenny VP, East Side Access & Special Senior VP, Transportation & Projects Infrastructure Planning

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Metro-North Commuter Railroad Company

Howard Permut President

Donna Evans Robert Lieblong Chief of Staff Senior VP, Operations

Wendy Wark Director, Employee Seth Cummins Relations & Diversity/EEO General Counsel Officer

Anne Kirsch Robert MacLagger Chief Safety / Security VP, Planning Officer

D. Kim Porcelain Raymond Burney VP, Finance & Information Senior VP, Administration Systems

Randall Fleischer Susan Doering Senior Director, Business Senior Director, Customer Development, Facilities & Service & Stations Marketing

Timothy McCarthy Senior Director, Capital Programs

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Staten Island Railroad Operating Authority

Thomas Prendergast President

Stepfone Montgomery VP & Chief Officer

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Metropolitan Suburban Bus Authority

Darryl Irick President

Henry Sullivan Thomas Del Sorbo Chief Officer, Executive VP Maintenance Support

George Menduina Derrick Lawson Acting Chief Officer, Chief Officer, CMF Facilities

Stephan Vidal John Provetto VP & Chief Officer, Safety & Chief Security Officer Operations Performance

Norman Silverman Elizabeth Cooney VP, Operations Planning VP & General Counsel

John Hein, Sr. Robert Picarelli Executive VP, Regional Chief Officer, Internal Studies & Operations Bus Operations Improvement

Collette Ericsson James Harding Chief Officer, VP, Intergovernmental & Environmental Community Relations Sustainability

Joseph D'Auria Heidi Lemanski Chief Officer, Chief of Staff Transportation

Craig Cipriano Chief Officer, Stategic Development

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MTA Bus Company

Darryl Irick President

Henry Sullivan Thomas Del Sorbo Chief Officer, Executive VP Maintenance Support

George Menduina Derrick Lawson Acting Chief Officer, Chief Officer, CMF Facilities

Stephan Vidal John Provetto VP & Chief Officer, Safety & Chief Security Officer Operations Performance

Norman Silverman Elizabeth Cooney VP, Operations Planning VP & General Counsel

John Hein, Sr. Robert Picarelli Executive VP, Regional Chief Officer, Internal Studies & Operations Bus Operations Improvement

Collette Ericsson James Harding Chief Officer, VP, Intergovernmental & Environmental Community Relations Sustainability

Joseph D'Auria Heidi Lemanski Chief Officer, Chief of Staff Transportation

Craig Cipriano Chief Officer, Stategic Development

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MTA Capital Construction Company

Dr. Michael Horodniceanu President

Evan M. Eisland William Goldstein Senior VP & General Counsel Executive VP

Jeannie Kwon Ayala Malinovitz Director, Communications & Chief of Staff Strategic Initiatives

Eve Michel Mike Kyriacou VP, Development & VP, Chief Engineer Chief Architect

Shawn Kildare Uday Durg Senior VP & Program Executive, Senior VP & Program Executive, 7 Line Extension Lower Manhattan

William Goodrich Alan Paskoff Senior VP & Program Executive, Senior VP & Program Executive, Second Avenue Subway East Side Access

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First Mutual Transportation Assurance Company

Laureen Coyne President

Phyllis Rachmuth Patrick Kane Vice President & Vice President Secretary

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Attachment B: MTA Subsidiaries’ By-Laws

47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96

Attachment C: MTA Subsidiaries’

Certificates of Incorporation

97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 114 115 116 117 118 119 120 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 137 138 139 140 141 142 143 144 145 146 147 148 149 150 151 152 153 154 155 156 157 158