Board of Directors Regular Meeting of June 18, 2003

ACTION SUMMARY

The North Coast Railroad Authority Board of Directors took the following action:

F. Announcement of Action Taken During Closed Session

1.) By unanimous vote, the board approved the hiring of Rick Kennedy as Interim Executive Director.

2.) By unanimous vote, the board created a new position of Office Manager and promoted the Executive Assistant, Dina Polkinghorne, to this new position.

3.) By unanimous vote, the board approved to immediately begin recruitment of a permanent Executive Director

H.1 Election of Officers

Upon motion by Director Hemphill, 2^nd by Director Ripple, and carried (6-0), the board approved the election of John Woolley as Chair

H.2 Adoption of Preliminary 2003/2004 Agency Budget

Upon motion by Director Hemphill, 2^nd by Director Simonson, and carried (6-0), the board adopted the preliminary budget as shown with the addition of a notation under total expenses reflecting the operating expense deficit to be funded from reserves.

K Announcement From Closed Session

1.) By unanimous vote the Board extended the Stand-Still Agreement with NWPY to January 1st, 2004.

The Board has been meeting through its ad hoc operator committee with John Darling and representatives of NWPY for several months. Certain performance benchmarks were placed upon the NWPY for continued extension of the Standstill agreement. The NCRA Board is pleased to announce that significant progress has been achieved against these benchmarks paving the way for a successful south end service reopening strategy. Specifically, continued forward progress with aggregate producers and suppliers as potential shippers and strategic partners. Second, serious interests from both investors and the short line railroad industry in working with the NWPY to both restructure and recapitalize.

2.) By unanimous vote, the board approved a settlement with Boyle Engineering for $20,000.

H.5 Extension of the Consent Decree

Upon motion by Director Sears, 2^nd by Director Simonson, and carried (5-0, Hemphill absent), the board agreed, at the request of the state office of Attorney General, to extend the Consent Decree another two years to July 14, 2005.

H.6 Consideration of Healdsburg Properties Transfer Request from SMART

Upon motion by Director Ripple, 2^nd by Director Simonson, and carried (4-1), the board approved a transfer of the operating track rail facilities through Healdsburg to SMART.

I.1a Acceptance of Minutes, Finance Committee Meeting – June 4, 2003

Upon motion by Director Campbell, 2^nd by Director Simonson, and carried (3-0), the Finance Committee approved the Finance Committee Minutes of June 4, 2003, with the addition of an additional item in the recommendations to include “Maintain separate cost centers within the combined Property/Administration “Agency” Budget.”

L. Announcement of Next Meeting

The next Board Meeting of the North Coast Railroad Authority will be July 16th, 2003 at 10:00 am, Willits City Council Chambers, 111 East Commercial Street, Willits, Mendocino County County, CA.