A.               CALL TO ORDER

Chair Ripple called the meeting to order at 10:06 am.


B.               ROLL CALL

Directors Present: Chair David Ripple, Vice Chair Allan Hemphill, Leo Sears, Robert Simonson, John Woolley and Bruce Burton.

Directors Absent: Budge Campbell

Others Present: Executive Director Douglas M. Christy, Max Bridges, Legal Counsel Christopher Neary and Administrative Assistant Louise Evans.


C.               AGENDA APPROVAL

Executive Director Douglas Christy requested that the Quit Claim Lease for the Petaluma site be added to the Conduct of Business.


Director Woolley moved that the Quit Claim Lease be added to the agenda as item H.8; 2nd by Director Simonson.


None opposed, motion carried.


Director Simonson moved to approve agenda with modifications; 2nd by Director Hemphill.


None opposed, motion carried.


Director Budge Campbell arrived at 10:10 am.

Adjourned for Closed Session at 10:10 am


D.              CLOSED SESSION (1)

Conference with Labor Negotiator 

Agency Negotiator: Doug Christy/ Unrepresented Employee Max Bridges



Reconvened at 10:15 am

By unanimous vote, the Board approved the amendment to employment agreement of Max Bridges.


F.                MINUTES APPROVAL

Director Simonson requested a correction of the location of the Wigwag.  It should have noted Hollow Tree Road, not Ford Road.


Director Sears requested clarification of the action taken in Conduct of Business F.1. and should read, “…moved to accept the staff report and distribution of Audit…”


Director Woolley moved that the Regular Board Minutes of November 13, 2002 be approved with modification; 2nd by Director Burton.


None opposed, motion carried.


Director Hemphill moved to approve Finance Committee Minutes of November 18, 2002; 2nd by Director Burton.


6-approved, 1-abstained, motion carried.


G.              PUBLIC COMMENT

John Williams, Woodside Consultant Group: Opposed the extension of Standstill Agreement.


Mike Pechner: Opposed the extension of Standstill Agreement.


Judy Billingsley: Expressed appreciation for the Board of Directors and the work they are doing to re-open the Railroad.


Jim Quinn: Opposed the extension of Standstill Agreement.  The CTC delay doesn’t show any favor of NWP.


Dana Fuller: The Board of Director’s is responsible for the Railroad.




1.            Monthly Financial Update – Sonoma County

Eric Roeser explained the summary sheets.  The TCRP is restricted funding and Mr. Roeser will provide the Board with project specific information on TCRP funds in the future.


2.            Quarterly Financial/Debt Repayment Update

The majority of NCRA’s annual reoccurring revenues are from property, signal crossing maintenance funds and interest earned on cash balances.  Since operations were suspended in September 2001, no revenue has been generated.  Instead, costs have occurred as a result of required maintenance to protect public welfare and safety.  When the railroad resumes operation the FEMA/OES retention funds will be returned to the NCRA. Another example of a major revenue source is the interest earned on NCRA’s escrow account established during the purchase of the Willits to Healdsburg segment for the Southern Pacific (now Union Pacific).  Interest continues to accrue until the Union Pacific performs the required level of remediation at specific sites along the railroad.


NCRA’s strategy is to retire early those debts that carry high interest rates (6-10%) and have low probabilities of successful mitigation.  The NCRA would like to repay the high interest debts this fiscal year.


Financial Update, 4th Quarter notebooks were distributed to the Board of Directors.  The notebooks will be given to Caltrans and the CTC staff for comments prior to final submission to the CTC.


Remediation/Escrow account: The Railroad accepted surface easement to sites.  It belongs to the NCRA up to a certain point; it has nothing to do with FEMA money in the escrow account.  The money there is interest earned.


3.            Funding Update

NCRA funds are potentially at risk.  On January 10th the 2002/03 budget will be released from the Governor’s Office.  On January 17, 2003, in Sacramento, there will be a workshop on how funds will be allocated.  The CTC staff will try to meet with the Executive Director prior to the workshop and is working to get the NCRA on the January agenda of the CTC workshop.  The January Board of Directors meeting will primarily focus on funding strategies and moving forward in preparation for our presentation to CTC.


The Board of Directors discussed the willingness to participate in percentage of cutbacks and managing on less funds; the need of forming political alliances; and the NCRA is competing with the State, not the County for TCR funds.


4.            Approval of Headquarters move to Ukiah and Associated Lease

Director Hemphill moved to authorize the execution of the lease for a temporary office suite in Ukiah; 2nd by Director Burton.


None opposed, motion carried.


5.            Authority to Advertise for Administrative Assistant

Director Sears moved to approve the job description and authorize the advertising and hiring process to begin; 2nd by Director Simonson.


The Board of Directors discussed the necessity of Property Management experience needed for the position.


None opposed, motion carried.


6.            Approval of Property Management Policy

Director Hemphill moved to approve the Property Management Policy and new lease rates; 2nd by Director Simonson.


Vote taken, 7-0, unanimously approved.


7.            Finalize 2003 Board Meeting Dates/Venue

Director Burton moved that the Board of Director’s meetings remain the third Wednesday of each month, rotating to different cities in the three counties, with the exception of January’s meeting; 2nd by Director Simonson.


The Board of Directors will continue to meet on the third Wednesday of each month, with the exception of January’s meeting, which will be held on Jan 14th, at 9 am, in Willits, CA.  The meeting locations will be varied held at two different cities in the Counties of Humboldt, Mendocino and Sonoma


None opposed, motion carried.


8.            Petaluma Quit Claim

Petaluma Depot Project: the City of Petaluma wants to restore the depot and freight station.  One of the conditions is that the city needs to provide temporary facilities for the operator until permanent relocation is made.  They want direction from the Board to execute a Quit Claim so money can be allocated to start refurbishing the inside of the depot and surrounding buildings.


Director Sears moved to accept Counsel Neary’s recommendation to authorize the staff to bring back an MOU and quit claim for Board consideration at the January 2003 Regular Board Meeting; 2nd by Director Hemphill.


None opposed, motion carried.


I.                 LIASON REPORTS


1.             Northwestern Pacific Railroad Authority (NWPRA)

2.             Sonoma-Marin Area Rail Transit Commission (SMART)


J.                COMMITTEE REPORTS


1.             Property Management Committee – Directors Sears, Campbell and Simonson

Nothing to report.


2.             Finance Committee – Directors Simonson, Burton and Campbell

The Finance Committee met and discussed repaying the full amount due the Q-Fund.


3.             Passenger – Director Hemphill

1.             Relocation of remaining cars/equipment to Cloverdale for security.

2.             The Orient Express wants the title and wants to pay the NCRA for passenger cars.  An escrow account will not be necessary if the RRDEC loan is repaid.


K.              STAFF REPORTS


1.            Executive Director Douglas M. Christy

NCRA contracted with two individuals to remove Crossing Arms for public safety, beginning at the south end.  The NWPY will be conducting a full inspection of property, i.e., trees down and flooding conditions.  A full report will be available by the next meeting.


Tom Slivka mowed along the railroad from Petaluma to Cloverdale.  The NCRA appreciates the support of those who are helping.


2.            Max H. Bridges

Thanked the Board for the opportunity to work with them and will continue to assist in any way, only a phone call away.


3.            General Counsel Christopher J. Neary

The EPIC served the NCRA with a public records request of all documents related to the TCRP program, which indicates an interest in our progress in that arena.



Chair Ripple expressed his pleasure of working with Max Bridges and thanked him for all his hard work.


Director Hemphill stated that the closing of Georgia Pacific had nothing to do with the lack of rail service.


Director Burton stated that the City of Willits would pursue the project of restoration to the Willits Depot.

Adjourned for closed session at 12:38 pm

M.            CLOSED SESSION (2)


1.             Conference with Legal Counsel – Existing Litigation

Government code Section 54956.9 (a)

Mass Electric vs. Railways et al., Mendocino Superior Court Case #85230


2.             Conference with Legal Counsel – Anticipated Litigation

Significant Exposure to litigation pursuant to Government Code 54596.9 (b)


Reconvened at 2:14 pm


1.             The Board met with Legal Counsel and provided direction concerning Mass Electric vs. Railways.


2.             The Board approved an extension of the Standstill Agreement with Northwestern Pacific Railways Company, LLC and Northwestern California Railway Engineering Corp. for a period of 90-days, all other terms of the Standstill Agreement will remain the same.  Vote taken, 6-0, 1 absent.





Regular Board Meeting – January 14, 2003 9:00 am (PST)

            Willits City Council Chambers, 111 East Commercial Street, Willits, Mendocino Co, CA


P.                ADJOURNMENT at 2:15 pm