Wednesday, May 10, 2006 ~11:00 a.m.

Ukiah City Council Chambers ~ 300 Seminary Avenue

Mendocino County

                                                Minutes – Approved June 14, 2006

A.         CALL TO ORDER


            Vice Chairman Wagenet called the meeting to order at 11:25 a.m.


 B.       ROLL CALL


            Directors Present:  Directors Simonson, Kelley, Ollivier, Wagenet, LaVallee, Woolley

            Directors Absent: Chairman Hemphill

            Also Present:  Executive Director Mitch Stogner, Legal Counsel Christopher Neary and Recording Secretary Heather Newell.




            One item added to agenda under H –Conduct of Business – City of Ukiah Easement Agreement for Signal Crossing at Hospital Drive and Perkins Street.


            Motion to approve agenda after addition of H.2 made by Director Kelley, seconded by Director LaVallee, and carried unanimously (6-0).




            No matters from the Board





             1.        Approval of Minutes – April 2006

             2.        Approval of Financial Statements – April 2006


            Motion to approve Consent Calendar made by Director Ollivier seconded by Director Kelley, carried unanimously (6-0).




            Mike Pechner – Friends of the NWP- He thanked Wes Chesbro, Mitch Stogner and the Board for    the hard work and dedication in getting funds allocated by the CTC.  Mr. Pechner also emphasized the need to take care of weed abatement along the ROW before fire season.  


            Don Edmiston Fairfield -  He said that it is important to look at the Schellville drainage issue and he said that he hopes the preliminary engineering can address that issue. 


            John Diamonte – He said that it is important to coordinate with SMART as progress to reopen the line continues.




                Dave Anderson – HNTB


            Mitch Stogner introduced Dave Anderson, NCRA Project Engineer, and summarized the process for using the funds that have been allocated by the CTC. 


            Dave Anderson updated the Board on the work that will be completed with the funds that CTC allocated. 


            Director Woolley asked if Caltrans has raised any issues surrounding the NCRA Policy and Procedures. He also asked whether. If NCRA would be able to retroactively apply the Indirect Cost Reimbursement Plan once the plan is approved by Caltrans.  Mitch Stogner said that Caltrans had just finished an audit of NCRA’s Policy and Procedure manual and that the Indirect Cost Reimbursement Plan will be negotiated once Caltrans review is complete.


            Mr. Stogner explained that the initial indication from FEMA was that NCRA does not qualify for      disaster assistance funding for damage caused by the New Year’s storm because the railroad is        not currently operational.  He said that NCRA has a 60 –day right of appeal and that NCRA      would exercise its appeal right.


            Vice Chair Wagenet said that there was significant health and safety issues in Mendocino County    related to the storms especially surrounding the Baker Creek incident.  




            1.         Approval of MOU – City of Ukiah - Ukiah Depot Property


            Mitch Stogner said that NCRA and City of Ukiah staff have tentatively agreed to an MOU   involving the City of Ukiah, MTA and the NCRA, in regards to the future development of the Ukiah Depot. The MOU establishes the responsibilities of each of the parties in development of the Ukiah Depot site with the City of Ukiah taking the lead on development of the Master Plan for the entire site. 


            Legal Counsel said that the MOU has not been approved by the Ukiah City Council and   that there may be additional changes, which he will review with the Board if they prove substantive.


            Director Simonson said that the Property Committee recommends adoption of the MOU  with the City of Ukiah. 


            Motion to approve the MOU made by Director Kelley seconded my Director Simonson, carried unanimously (6-0).


            H.2 – Easement Agreement between City of Ukiah and NCRA – Traffic Signals at Perkins Street and Hospital Drive. 


            Legal Counsel said that the NCRA Property Committee has approved the agreement with consideration of a $2000.00 one time fee.  Motion to approve the easement agreement with amended consideration made by Director Kelley, seconded by LaVallee, and carried unanimously (6-0).





            1.         Property Committee Meeting – Director Simonson


                        Director Simonson said that there are no further items left for discussion.


            2.         Operator Committee Meeting – Chairman Hemphill


                        Vice Chair Wagenet said that the Operator Committee reviewed proposals from three teams interested in servicing as NCRA’s rail operator.  He said interviews were held during an all-day session in Cloverdale on April 18, and that the Board would be reporting out of Closed Session on this item.




1.                  Executive Director Mitch Stogner


            a)  CTC Update


            Executive Director Mitch Stogner said that this issue was covered under Presentations.


            b)  FEMA/OES


            Mr. Stogner said the FEMA/OES issue was discussed previously and asked if there were any questions.


            Director LaVallee asked if the withholding of funds from the 05-06 storms was only because NCRA is a non-operating railroad.  He said that the Baker Creek situation is a public safety issue and NCRA should be eligible for funds. 


            Executive Director Stogner said that FEMA has two standards: 1.  You must be an    operating facility; 2. The damages must have been caused by the storm, and must be a threat to health, safety, or adjoining private property.


2.         Legal Counsel Chris Neary


            No report


The Board adjourned into Closed Session at 11:55 a.m.




            1.         Conference with Legal Counsel-Existing Litigation

                                Government Code Section 54956.9  (1 case)


                                NCRA vs. Jerico Products, Sonoma County Superior Court # SCV235961 and related case Jerico Products vs. Smart, U.S. District Case # 05-00210.


                2.             Conference with Legal Counsel—Anticipated Litigation

                                Significant Exposure to Litigation (1 case)

                                Government Code Section  54956.9(b)


                3.             Conference with Real Estate Negotiators; Government Code 54956.8

                                Property:  NWP line

                                Agency Negotiators:  NCRA Operator Committee comprised of Allan Hemphill, Hal Wagenet, and Robert Simonson

                                Negotiating Parties:  NCRA and respondents to the NCRA Request for Proposals for Operator chosen by the Operator Committee on April 10, 2006 for the “Short List”:  NWP, Inc;  Sierra Railroad Company;  and North Bay & Pacific Railroad Co. Inc.

                                Under Negotiation: Terms of Operating Agreement transferring leasehold in portions of the NWP line to a potential operator, including price, terms


Chairman Hemphill arrives at 12:15 p.m.




The Board reconvened into open session at 2:20


            Legal Counsel reported that the Board met with Counsel, received information, and gave direction on two items:


            Actions taken:  The Board approved a settlement agreement with Jerico.


            Chairman Hemphill said that the Board has reviewed the proposals and determined to commence negotiations with two of the respondents; Sierra Railroad and NWP,Inc.  He also said the Board directed the negotiating committee to commence the negotiation immediately and report back to the full board at the June meeting.




            June 14, 2006

                Healdsburg City Council Chambers

                401 Grove Street

                Healdsburg – Sonoma County




The meeting was adjourned to the Finance Committee meeting at 2:25 p.m.