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MARYLAND TRANSPORTATION AUTHORITYAUTHORITY MEETINGTUESDAY, NOVEMBER 25,2008MEMBER CONFERENCE ROOM - POINT BREEZE

OPEN SESSIONMEMBERS IN ATTENDANCE: John D. Porcari, ChairBeverley Swaim-StaleyP. Jack Basso (via telephone)Rev. Dr. William C. Calhoun, Sr.Mary B. HalseyLouise P. HoblitzellRichard C. Mike Lewin (via telephone)Isaac H. Marks, Sr., EsquireMichael J. WhitsonWalter E. Woodford, Jr., P.E.STAFF IN ATTENDANCE: Ron Freeland, Executive SecretarySuhair AlkhatibTrish BishoffGreg BrownMarcus BrownRandy BrownDavid ChapinSandra Clifford, EsquirePatrick FlemingDave Ferrara

Beverly HillDoug HutchesonRichard JaramilloBob JordanGeoff KolbergSharon LechowiczSteve MartinGail MoranDennis SimpsonDeb SharplessCheryl Sparks

OTHERS IN ATTENDANCE: Jacquelyn Dixon, Department of LegislativeServicesDave Greenwood, GECPeter Kessenich, Financial Advisor, PublicFinancial Management (via telephone)

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OPEN SESSIONNOVEMBER 25,2008PAGE 2

Ed Regan, Wilbur Smith AssociatesKurt Krauss, PB Consult, Inc.George McMahon, Wilbur Smith AssociatesJacquelyn Sensechal, KCI TechnologiesPaul Shelton, McKennon, Shelton and Henn,LLPJamie Traudt, Davenport and Company (viatelephone)

Chairman Porcari called the meeting of the Maryland TransportationAuthority to order at 9:05 a.m.At 9:06 a.m., motion was made by Ms. Hoblitzell and seconded by Mr.Marks, with the unanimous approval of the members, to move into ClosedSession pursuant to Section 10-508(a) of the State Government Article of theAnnotated Code of Maryland to: (6) to consider the marketing of public securities(toll revenue secured TIFIA loan and GARVEE bonds - State Government Article10-508(a)(6); and (10) to discuss public security, if the public body determinesthat public discussion would constitute a risk to the public or to public security,including: (i) the deployment of fire and police services and staff; and (ii) thedevelopment and implementation of emergency plans(Rev. Dr. Calhoun arrived at the meeting at 9:10a.m.).(Mr. Whitson arrived at the meeting at 9:30 a.m.).

ACTION TAKEN DURING CLOSED SESSIONThe following action was taken during Closed Session:Toll Revenue StudyUpon motion by Ms. Hoblitzell and seconded by Mr. Marks, membersunanimously expressed their support of the revenue study.

At 10:25 a.m. motion was made by Mr. Whitson, seconded by Rev. Dr.Calhoun and unanimously approved, to move to Open Session.

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OPEN SESSIONNOVEMBER 25, 2008PAGE 3

RATIFICATION OF ACTION TAKEN DURING CLOSED SESSIONUpon motion by Mr. Whitson and seconded by Rev. Dr. Calhoun,members unanimously ratified the above action taken in Closed Session.

APPROVAL OF OPEN AND CLOSED MINUTESUpon motion by Mr. Marks and seconded by Mr. Whitson, the Open andClosed Session minutes of the October 22, 2008 meeting were unanimouslyapproved.The minutes of the September 25, 2008 meeting were unanimouslyapproved, with the following amendments:

Minutes are to reflect that Ms. Hoblitzell ended her telephoneconference attendance at 9:30 a.m. and participated in voting onlyon two approval items in the Closed Session of the Authority'sSeptember 25,2008 meeting; those being Resolution 08-11 andthe Operating Policy. Minutes are to reflect that Mr. Lewin abstained from voting on theUnderwriters Investment Banking Firm agenda item of theAuthority's September 25, 2008 meeting.

AUTHORITY RESOLUTION (RETIREMENTMr. Greg Brown presented Authority retirement resolutions for Thomas E.Arnold, Jr., Operations Training Supervisor for his 37-year career; SharonLechowicz, Bay Bridge Administrator, for her 31 years of career service; andBetty Parker, Assistant Toll Manager for her 33-year career of service.Ms. Lechowicz attended the meeting and thanked members and staff for

her opportunity to work with the Authority.Members and staffed thanked Ms Lechowicz for her dedicated years ofservice to the Authority.

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Upon motion by Ms. Hoblitzell and seconded by Rev. Dr. Calhoun, andunanimously approved, the retirement resolutions for Thomas E. Arnold, Jr.,Sharon Lechowicz and Betty Parker, will be appropriately framed and be a part ofthe official meeting minutes of the Authority's November 25, 2008 meeting.

DYNAMIC TOLLINGMr. Ed Regan, consultant from Wilbur Smith Associates, reviewed the tollapproach on the selection of pre-set variable tolling versus dynamic pricing tollingfor the two new open road toll facilities currently under construction; those beingthe ICC (Intercounty Connector) and 1-95ETL (Express Toll Lanes). Memberapproval is requested in establishing a toll pricing approach.The optimum toll pricing approach for the ICC is pre-set variable pricing.The ETL project can use pre-set variable or dynamic pricing. With pre-set tolling,toll rates are established for each fixed time interval and vary based on time ofday and possibly direction of traffic. Dynamic pricing is a structure in which tollrates are adjusted almost continuously based on changes in traffic or speedconditions.Upon motion by Mr. Woodford and seconded by Mr:-Marks, membersunanimously approved pre-set pricing on the 1-95ETLs and the ICC projects.

TRAFFIC/REVENUE UPDATEMr. Randy Brown provided members with an analysis of the revenue andtraffic data for fiscal year 2009. September 2008 revenue declined by 8.97percent compared to September 2007. Toll revenue for fiscal year 2009 declined5.67 percent from the same period in 2008. Ms Sharpless distributed a revenuechart through October 2009 which indicates a decline in revenue from the sameperiod in 2008. A calculation on the loss of tolls vs. traffic/revenue will bepresented to the Finance Committee at their December 11, 2008 Finance

Committee meeting.This item was presented for information only.

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APPROVAL - FINAL CONSOLIDATED TRANSPORTATION PLAN (CTP)Mr. Simpson presented the Final FY 2009 to FY 2014 ConsolidatedTransportation Plan (CTP) to members for approval. The CTP wasrecommended for approval by the Capital and Finance Committees at theirrespective meetings. The Final CTP reflects no increase in the six-year CTPother than rolled-over unspent funds from FY 2008. The FY 2008 expendituresin the Final CTP are $59.3 million less than the Draft CTP with $54.3 millionrolled over within the six-year CTP period and $5 million rolled over to beyond FY2014.During the presentation, Ms. Hoblitzell recommended that the total cost ofsystem preservation be noted on the Final CTP.Upon motion by Mr. Woodford and seconded by Rev. Dr. Calhoun, theFinal CTP was unanimously approved, with the amended language to includesystem preservation.

APPROVAL - RESOLUTION 08-12 - RESOLUTION APPROVING THE FINALGARVEE BOND STRUCTURE AND FINANCING TERMS AND FINALOFFICIAL STATEMENT

Ms. Clifford presented Resolution 08-12 - a Resolution Approvinq theFinal Official Statement for the Maryland Transportation Authority Grant andRevenue Application Bonds, Series 008; Authorizing the Execution of a BondPurchase Agreement; Provid ing for the Authentication and. Delivery of SuchBonds; and Certain Other Matters. Resolution 08-12 was presented andapproved by the Finance Committee at their November 13, 2008 meeting.In order to facilitate the December 11, 2008 GARVEE bond sale in theamount of $435 million, this proposed Resolution would approve the drafttransitional documents and bond structure and delegate authority to theExecutive Secretary to finalize the documents.Upon motion by Ms. Hoblitzell and seconded by Mr. Marks, with theconcurrence of the Chairman, members unanimously approved Resolution 08-12- A Resolution Approving the Final Official Statement for the MarylandTransportation Authority Grant and Revenue Application Bonds, Series 008;Authorizing the Execution of a Bond Purchase Agreement; Providing for theAuthentication and Delivery of Such Bonds; and Certain Other Matters.

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OPEN SESSIONNOVEMBER 25, 2008PAGE 6 .APPROVAL - RESOLUTION 08-13 - RESOLUTION REGARDING TIFIALOAN AGREEMENT

Ms. Clifford presented Resolution 08-13 - A Resolution Approving theIssuance by the Maryland Transportation Authority of One or More Series of ItsSpecial Obligation Revenue Bonds, TIFIA Series for the Purpose of Financingthe Acquisition, Construction and Equipping of the Intercounty Connector Project;Approving the Preliminary Bond Structure and Financing Terms; Approving theDraft Supplemental Trust Agreement; Approving the Execution and Delivery ofthe Loan Agreement and Compliance Agreement; and Certain Others MattersPertaining to the TI FIA Bonds. Member approval is requested to facilitate theupcoming TIFIA Series and is the next step in the TIFIA loan process.During the discussion, members requested the need for a financialreporting method to be presented to the Finance Committee.Upon motion by Ms. Hoblitzell and seconded by Mr. Marks, Resolution 08-13 - A Resolution Approving the Issuance by the Maryland TransportationAuthority of One or More Series of Its Special Obligation Revenue Bonds, TIFIASeries for the Purpose of Financing the Acquisition, Construction and Equippingof the Intercounty Connector Project Approving the Preliminary Bond Structureand Financing Terms; Approving the Draft Supplemental Trust Agreement;Approving the Execution and Delivery of the Loan Agreement and ComplianceAgreement; and Certain Others Matters Pertaining to the TIFIA Bonds.

was unanimously approved, with the concurrence of the Chairman.

APPROVAL - SOLE SOURCE CONTRACT - UPGRADE FOR JOHN F.KENNEDY MEMORIAL HIGHWAY TRUCK WEIGH STATIONMs Hill requested member approval to award a sale source contract toCardinal Scale Manufacturing Company to upgrade the current components andancillary devices of the John F. Kennedy Memorial Highway Weigh Station. Aninspection by Authority staff revealed that critical components were obsolete andupgrades were required. This contract will also require approval from the Board

of Public Works.Upon motion by Rev. Dr. Calhoun and seconded by Ms. Halsey, membersunanimously approved the sole source contract to Cardinal Scale ManufacturingCompany in the amount of $109,950.46.

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OPEN SESSIONNOVEMBER 25,2008PAGE 7

ElL (EXPRESS TOLL LANES) PRESENTATIONMr. Kolberg briefed members on delay scenarios for the 1-95 Express Tolllanes (ETl). The Authority recently prepared a draft ConsolidatedTransportation Program (CTP) describing the schedule for the 1-95 ETls projectbeing completed by 2016. The CTP description also suggests that the Authoritywill work to deliver the project earlier if possible, and will implement partialopening of the ETls where possible from a construction and MOT standpointwith a "goal of accelerating the completion of the project to FY 2014. Both the2016 and 2014 schedule scenario was reviewed.This presentation was provided at the request of the members for theirinformation.

REPORT OF COUNSELMs. Clifford presented the Report of Counsel to members for theirinformation. .'

LEGISLATIVE UPDATEMs. Moran provided information to the members on three departmentalbills proposed by the Authority for the 2009 legislative session:

State Retirement and Pension System - Line of Duty Death BenefitsMaryland Transportation Authority EmployeesThis bill amends Section 2, Chapter 519, Acts of 2008 (House Bill 725) toextend line of duty benefits for eligible family members of employees of theMaryland Transportation Authority retroactively to January 1, 2007. This willprovide enhanced survivor benefits to the family of Authority MaintenanceTechnician, Greg Bauer, who was killed in the line of duty April 2007. The

provisions of the 2008 bill cover all family members of State employees killed inthe line of duty after July 1, 2008. All Authority employees are covered underthese provisions.

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Vehicle Laws - Maryland Transportation Authority - SpeedMonitoring SystemsThis bill would allow the Authority to use speed monitoring cameras onany of its facilities and require a 30-day warning period before issuing anycitations. The Authority must post a conspicuous sign, in conformance withnational standards, at a reasonable distance before the surveillance areas,warning drivers of the possible use of speed cameras. No citation can be issuedunless a driver is exceeding the posted speed limit by 10 mph or more.' Apenalty for a violation cannot exceed $75.

Vehicle Laws - Maryland Transportation Authority - SpecialProvisions for Vehicular Crossings .This bill provides that vehicular traffic cannot cross doublewhite lines that designate vehicular traffic lanes on either a tunnel or bridge underthe Authority's jurisdiction. It would give the Transportation Authority Police thelegal ability to cite persons crossing double white lines, when those drivers aredirected not to do so; and would also help clarify the Authority's ability to restricttrucks and slow moving vehicles to the right lane of both its tunnels and bridges.This bill is a safety measure, which also gives law enforcementgreater powers to control traffic behavior on vehicle crossings and expands

current law that provides these benefits only for Authority tunnels.Upon motion by Rev. Dr. Calhoun and seconded by Mr. Marks, themeeting of the Maryland Transportation Authority was adjourned, by generalconsensus at 10:55 a.m.The next meeting of the Maryland Transportation Authority will be held onThursday, December 18, 2008 at 9:00 a.m. in the conference room of theMaryland Transportation Authority Police Headquarters Building located at 4330Broening Highway. A holiday lunch will follow the meeting at the Police Building.y

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