Wednesday, May 21, 2003   10:00 AM

Eureka City Council Chambers
531 K Street, Eureka, Humboldt County, CA


A.              CALL TO ORDER

Chair Sears called the meeting to order at 10:00 am.


B.              ROLL CALL

Roll call was conducted with the following members present: Dave Hull, Allan Hemphill, Robert Simonson, Budge Campbell, Dave Ripple, and Leo Sears. Chairman Sears presiding.


Directors Absent: None


Also present: Douglas M Christy, Executive Director; and Dina Polkinghorne, Executive Assistant.


C.              CONSENT CALENDAR

Director Campbell requested that item C.1 be held for discussion.


Board Action: Upon motion by Director Hemphill, 2nd by Director Ripple, and carried (6-0); the Consent Calendar was approved with the removal of item C.1 for discussion.


D.              AGENDA APPROVAL

Executive Director Christy requested that the addition of an action item be added to Conduct of Business (F.1) in regards to the appropriation of funds. Chair Sears also requested to provide a report after Public Comment in regards to a Tourist Feasibility Report.


Board Action: Upon motion by Director Hemphill, 2nd by Director Ripple, and carried (6-0); the Agenda was approved as amended.


E.              PUBLIC COMMENT


                     Kaye Strickland

Suggested that the NCRA look to the Headwaters Fund as a match to the older ISTEA Funds. Ms. Strickland wished Executive Director well in his future endeavors.


Bill Burton

Mr. Burton commented that he was glad to see that Motor Car Operators West cleared some brush last month in the Eureka area and commended them for working on their own time. He reported that they would like to return in September. They have cleared the right of way space so they can operate from a power plant to Arcata and Samoa. They also discovered several landowners using railroad property. He also commented that there are some properties in Bracut that will revert to land owner control if they are not used within a three year period.


Bob Stromsted

Mr. Stromsted is a Vice President for the consulting firm, HNTB. He informed the board that HNTB is committed to working with Mr. Christy during the transition, providing whatever resources or help the NCRA needs. He wished Doug well.


William Bertain

Mr. Bertain, an attorney in Eureka had three suggestions for the NCRA


1.)    The NCRA approach the Humboldt County Board of Supervisors to get a loan or grant from the Headwaters Fund to provide the local share of the cost for the EIR.


2.)    NCRA work with the Harbor District and the Port of Oakland, to help develop relations with the Port of Oakland.


3.)    In regards to National Security, if the Port of Oakland should be damaged in a terrorist attack, the Port of Humboldt and the Railroad need to be ready to take on the burden.


Director Hull added that the Port of Humboldt is working with the Port of Oakland on rail service. The Port of Oakland deferred to the Port of Humboldt to manage this effort.


Chair Sears

Report on the Humboldt Bay Short Haul and Tourist and Excursion Feasibility Study 


Chair Sears commented on a recent presentation, Humboldt Bay Short Haul and Tourist and Excursion Feasibility Study, made to the Eureka City Council on May 20th, 2003. He stated that the study relied heavily on data from the State of California Tourist Agency. He cautioned the board to look at the presentation with a critical eye, as his understanding, from a recent North Coast Journal article, is that the State is over estimating travel projections.


Marcus Brown

Commentated that the consultant hired to present the study based his methodology on comparable data from other railroads and real life experience, not just the data from the State of California Tourist Agency, which he acknowledged was over-inflated.


C.1                Acceptance of the NCRA minutes dated April 16th, 2003


Director Campbell referred to item F.4 from the April 16th, 2003 minutes. He proposed a modification to the motion to read


“The board authorizes Executive Director Christy to seek outside professional services for funding support, according to NCRA Independent Contractor Policy, utilizing approximately $25,000 available from remaining Task Order 5 monies, $20,000 from the property fund, all of which shall not exceed $45,000.”


Director Ripple added that the date mentioned in item J.2 should be May 21st, 2003, not April 21st, 2003.


Board Action: Upon motion by Director Campbell, and 2nd by Director Hull, and carried

(5-0, Director Ripple abstaining) the board approved the minutes of the regular NCRA board meeting, dated April 16th, 2003, as amended.



F.               CONDUCT OF BUSINESS


1.a       Appropriation of Funds 


Mr. Christy requested that the board adjust the budget by reallocating funds to meet anticipated expenditures in the salary and benefits category and the services and supplies category. He explained that these categories will exceed their budgetary amounts before the end of the fiscal year for the following reasons: The current budget did not account for paying salaries to two Executive Directors for 7 months, and the Project Manager was supposed to have been paid out of project funds, which he was not because there were minimal billable projects. He suggested that the board make an appropriation of $100,000 of unreserved cash of which $75,000 be allocated to salary and benefits, and $25,000 to services and supplies.  


Board Action: Upon motion by Director Hull, 2nd by Director Hemphill, and carried (6-0) the board approved to appropriate $100,000 of unreserved/undesignated fund balance within the administrative fund to $75,000 for salary and benefits and $25,000 to services and supplies, per Sonoma County Auditor’s “Budgetary Adjustment Request Form”. 


1.b       Quarterly Update to the CTC


Mr. Christy presented the board with the CTC Quarterly Update


Board Action: Upon motion by Director Hemphill, 2nd by Director Hull, and carried (6-0), the board approved the Quarterly Update presentation to the CTC.


2.                Approval of MOU Regarding the Petaluma Depot Site Buildings and Freight Facilities


(Director Ripple removed himself from the discussion, stating a conflict of interest)

The board was given a revised version of the MOU they received in their board packets.


There was a lengthy discussion regarding a reversion clause in the scenario if SMART II is not in existence. It was pointed out by John Darling of NWPY that this is a question of occupancy of some buildings and nothing more. The easement issue is between the NWPRA and the developer - the NCRA is not included.


Board Action: Upon motion by Director Hemphill, 2nd by Director Campbell, and carried (5-0), the board approved the MOU as presented with the following modifications; change the wording in the last paragraph on page 2 to read “NCRA or it’s operator” instead of “NWPY’s”, and, include a reversion clause if SMART is not in existence.




3.            Approval of the Alternate Project Resolution


Board Action: Upon motion by Director Hull, 2nd by Director Hemphill, and carried (6-0), the board approved the Alternate Project Resolution with the following minor clerical change; remove the word “to” on line 28.


                                                                                    Adjourned for a break at 11:45 am

                                                                                    Reconvened at 11:54 am


4.      Discussion on NWPRA Dissolution


Mr. Christy reported that the NWPRA approved an MOU at their last meeting.


Director Hemphill reported that there were a number of legal and financial issues that staff Counsel, and the Ad Hoc Committee, will be looking into.


Mr. Christy stated that the Ad Hoc Committee has made the NWPRA aware of the NCRA’s concerns, and they acknowledged this at their last meeting.


Director Ripple stated that the intent is to consummate the transfer over to SMART in June. Any particular issues with the dissolution of NWPRA will be dealt with at that time.


Mr. Christy confirmed that any assets will go to SMART, but those assets have yet to be determined and negotiations have yet to take place.


Director Campbell stated that he is opposed to the idea of relinquishing control of Willits to Healdsburg.





1.         Finance Committee Report & Minutes Approval


No Report


Director Campbell stated that the paragraph under Item 1, sentence 4 should read, “Director Campbell stated that if the two budgets are combined, separate cost centers should still be maintained.”


Committee Action: Upon motion by Director Hemphill, 2nd by Director Campbell, and carried (3-0), the minutes of the May 9th, 2003 Finance Committee were accepted as amended.


2.                Property Committee


Director Simonson reported that the Property Committee met on May 16th, 2003 and approved the extension of the lease at Talmage Road for an additional six months. The committee recommended that Director Sears look into the property acquisition proposals along the A & MR.


The Roots of Motive Power made a formal request to the NCRA for a donation of NCRA equipment to their organization. The committee directed staff to create a memo asserting that the equipment has no residual value or use for the railroad or monetary value for the NCRA, and further state approval for the donation of equipment to Roots of Motive Power, a non-profit



In regards to the Property Management function of the NCRA, the committee recommended that Ms. Polkinghorne take over the administrative operations of property management and directed staff to come up with a salary structure that could resolve the property management and office infrastructure issues.


3.                Passenger Committee Report


Mr. Christy reported that the sale of cars to the Orient Express has been finalized and the revenue will be used to pay down debt.


Director Hemphill reported that staff, as directed by the board at the last meeting, hired someone to inspect the cars in the Willits yard and secure them, and that the cars have since been secured.


4.         NWPRA Ad Hoc Committee Report


No Report



H.              STAFF REPORTS




                                                            Adjourned for a break at 12:20 pm

                                                            Reconvened and entered into closed session at 12:30 pm


J.               CLOSED SESSION


1.         Conference with Legal Counsel – Existing Litigation

Government Code Section 54956.9 (a)

Boyle Engineering vs. NCRA, Sonoma County Case


2.            Conference with Legal Counsel – Anticipate Litigation

            Significant exposure to litigation pursuant to Government Code 54596.9 (two cases)


3.            Conference with Legal Counsel – Anticipated Litigation

      Initiation of litigation pursuant to Government Code Section 54596.9 (one case)


4.            Public Employment:

                        Title: Executive Director




1.)    Item J.1 - The Board conferred with Council and gave direction.


2.)    Item J.2 - The Board conferred with Council and gave direction.


3.)    Item J.3 - By unanimous vote the Board extended the Stand-Still Agreement with NWPY to June 30th, 2003. In addition, the board created an Ad Hoc Committee to work with the operator.


4.)    Item J.4 - By unanimous vote, the board created an Executive Committee and directed the

committee to recruit and hire an interim Executive Director.


5.)    Item J.4 – The board approved Executive Director Christy’s request for vacation from June

23rd, 2003 to July 03, 2003.  









Regular Board Meeting – June 18th, 2003 – 9:30 am

Healdsburg, City Council Chambers, 401 Grove Street

Healdsburg, Sonoma County, CA 


N.              ADJOURNMENT

2:20 pm