special joint meeting of the boards of directors · contract no. k000818 with integrated design...

SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY

SPECIAL JOINT MEETING OF THE BOARDS OF DIRECTORS

Ross Chun, Chair of the Board of Directors of the San Joaquin Hills Transportation Corridor

Agency and Craig Young, Chair of the Board of Directors of the Foothill/Eastern Transportation Corridor Agency, hereby call the following special joint meeting of the Boards to be conducted

at the following time and location:

August 11, 2016 9:00 a.m.

Orange County Fire Authority

Regional Fire Operation and Training Center Board Room

1 Fire Authority Road Irvine, California 92602

AGENDA

I. CALL TO ORDER

INVOCATION

(Director Martinez)

PLEDGE OF ALLEGIANCE (Director Sachs)

ROLL CALL – SAN JOAQUIN HILLS BOARD OF DIRECTORS Chair Ross Chun City of Aliso Viejo Vice-Chair Melody Carruth City of Laguna Hills Director Lisa Bartlett County of Orange, 5th District Director Kerry Ferguson City of San Juan Capistrano Director Bert Hack City of Laguna Woods Director Fred Minagar City of Laguna Niguel Director Michele Martinez City of Santa Ana Director Gary Monahan City of Costa Mesa Director Scott Peotter City of Newport Beach Director Ed Sachs City of Mission Viejo Director Scott Schoeffel City of Dana Point Director Christina Shea City of Irvine Director Todd Spitzer County of Orange, 3rd District Director Kathy Ward City of San Clemente Director Ryan Chamberlain Caltrans, Ex-Officio Member

Special Joint Board of Directors Agenda August 11, 2016

ROLL CALL – FOOTHILL/EASTERN BOARD OF DIRECTORS Chair Craig Young City of Yorba Linda Vice Chair Lisa Bartlett County of Orange, 5th District Director Tony Beall City of Rancho Santa Margarita Director Kerry Ferguson City of San Juan Capistrano Director Lucille Kring City of Anaheim Director Michele Martinez City of Santa Ana Director Mark Murphy City of Orange Director Shawn Nelson County of Orange, 4th District Director Charles Puckett City of Tustin Director Ed Sachs City of Mission Viejo Director Joseph L. Muller City of Dana Point Director Christina Shea City of Irvine Director Todd Spitzer County of Orange, 3rd District Director Scott Voigts City of Lake Forest Director Kathy Ward City of San Clemente Director Ryan Chamberlain Caltrans, Ex-Officio Member

OATH OF OFFICE Chairman Chun will administer the Oath of Office to Fred Minagar, the new representative Director for the City of Laguna Niguel.

II. PUBLIC COMMENTS At this time, members of the public may address the Boards regarding any items within the subject matter jurisdiction of the Boards, but no action may be taken on off-agenda items unless authorized by law. Comments shall be limited to three (3) minutes per person and twenty (20) minutes for all comments.

III. CONSENT CALENDAR-SAN JOAQUIN HILLS (ITEMS 1-6) All matters listed under the Consent Calendar are considered routine and will be enacted by one vote. There will be no discussion of these items unless Board Members request specific items be removed from the Consent Calendar for separate action. 1. APPROVAL OF JOINT BOARD MINUTES (Martha M. Ochoa, Clerk of the Board) FILE NO.: 2016J-013

Approval of the June 9, 2016 Special Joint Meeting of the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Agency minutes.

ACTION: Approve minutes.


2. COMMITTEE REPORTS (Martha M. Ochoa, Clerk of the Board) FILE NO.: 2016J-001 ACTION: Receive and file. 3. QUARTERLY PROCUREMENT REPORT (Coleen Franco, Director, Contracts and Procurement) FILE NO.: 2016J-009

Per the procedures identified in the Contracts and Procurement Services Policies and Procedures Manual, adopted by the Boards of Directors in 2016, staff is providing a quarterly report of procurement activity for the 4th quarter of fiscal year 2016. The attachments to this report identify all requisitions and contract actions authorized between April 1 and June 30, 2016.

ACTION: Receive and file. 4. PACIFICA BUILDING BOARDROOM EXPANSION PROJECT – CONTRACT

AMENDMENT (Kurt Machtolf, Facilities Manager) FILE NO.: 2016J-052

To support conducting joint meetings of the Boards, the two Boards of Directors awarded a contract to Wright Construction Services to expand the boardroom dais. Staff has identified millwork and audio/visual improvements that fall outside the contracted scope of work, but would be beneficial to the Board members and staff in conducting the meetings. Staff is requesting the Boards’ approval for an amendment to the contract in the amount of $24,354 and to replenish the contingency.

ACTION: San Joaquin Hills Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No. K001095 with Wright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project.

2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the original contract value ($81,763) without further Board action. Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No. K001095 with Wright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project.

2. Authorize the CEO to execute additional amendments to this contract up to 5 percent

($4,088) of the original contract value ($81,763) without further Board action.


5. INVESTMENT REPORTS – AS OF MAY 31, 2016 (Daryn Martin, Manager of Treasury Operations) FILE NO.: 2016S-003 Enclosed are the monthly investment reports for the San Joaquin Hills Transportation

Corridor Agency (SJHTCA) as of May 31, 2016. As of May 31, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy.

ACTION: Receive and file. 6. INVESTMENT REPORTS – AS OF JUNE 30, 2016 (Daryn Martin, Manager of Treasury Operations) FILE NO.: 2016S-003 Enclosed are the quarterly investment reports for the San Joaquin Hills Transportation

Corridor Agency (SJHTCA) as of June 30, 2016. As of June 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy.

ACTION: Receive and file.

IV. CONSENT CALENDAR-FOOTHILL/EASTERN (ITEMS 1-4, 7-9) All matters listed under the Consent Calendar are considered routine and will be enacted by one vote. There will be no discussion of these items unless Board Members request specific items be removed from the Consent Calendar for separate action. 1. APPROVAL OF MINUTES (Martha M. Ochoa, Clerk of the Board) FILE NO.: 2016J-013

Approval of the June 9, 2016 Special Joint Meeting of the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Agency minutes.

ACTION: Approve minutes. 2. COMMITTEE REPORTS (Martha M. Ochoa, Clerk of the Board) FILE NO.: 2016J-001 ACTION: Receive and file.


3. QUARTERLY PROCUREMENT REPORT(Coleen Franco, Director, Contracts and Procurement)

FILE NO.: 2016J-009 Per the procedures identified in the Contracts and Procurement Services Policies and Procedures Manual, adopted by the Boards of Directors in 2016, staff is providing a quarterly report of procurement activity for the 4th quarter of fiscal year 2016. The attachments to this report identify all requisitions and contract actions authorized between April 1 and June 30, 2016.


4. PACIFICA BUILDING BOARDROOM EXPANSION PROJECT – CONTRACTAMENDMENT

(Kurt Machtolf, Facilities Manager) FILE NO.: 2016J-052



1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 toContract No. K001095 with Wright Construction Services in the amount of $12,177for the Pacifica Building Boardroom Expansion Project.

2. Authorize the CEO to execute additional amendments to this contract up to 5 percent($4,088) of the original contract value ($81,763) without further Board action.

Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 toContract No. K001095 with Wright Construction Services in the amount of $12,177for the Pacifica Building Boardroom Expansion Project.

2 Authorize the CEO to execute additional amendments to this contract up to 5 percent($4,088) of the original contract value ($81,763) without further Board action.

7. INVESTMENT REPORTS – AS OF MAY 31, 2016(Daryn Martin, Manager of Treasury Operations)

FILE NO.: 2016F-003 Enclosed are the monthly investment reports for the Foothill/Eastern Transportation Corridor Agency (F/ETCA) as of May 31, 2016. As of May 31, 2016, all indenture funds are invested in accordance with the permitted investment section of the


respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy.

ACTION: Receive and file. 8. INVESTMENT REPORTS – AS OF JUNE 30, 2016 (Daryn Martin, Manager of Treasury Operations) FILE NO.: 2016F-003 Enclosed are the quarterly investment reports for the Foothill/Eastern Transportation

Corridor Agency (F/ETCA) as of June 30, 2016. As of June 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy.

ACTION: Receive and file. 9. PACIFICA HVAC MODERNIZATION PROJECT; CONSTRUCTION

MANAGEMENT AND MECHANICAL ENGINEERING CONTRACT AMENDMENTS

(Kurt Machtolf, Facilities Manager) FILE NO.: 2016F-034

The Pacifica Building HVAC Modernization Project is experiencing unexpected delays in equipment manufacturer’s lead and delivery times and several items uncovered during the early stages of construction causing the original project completion date to be extended approximately two months. Amendments are needed for the design and construction management contracts with, Integrated Design Services Group (IDS) and APSI Construction Management, respectively, to accommodate the extended schedule.

ACTION: Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 6 to

Contract No. K000818 with Integrated Design Services Group (IDS) for an amount not-to-exceed $10,000 for services through November, 2016.

2. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 2 to Contract No. K001025 with APSI Construction Management in an amount not-to-exceed $28,000 for services through November, 2016.

V. JOINT BOARD BUSINESS (ITEMS 10-12)

10. 241/91 GENERAL PURPOSE CONNECTOR QUEUING ENFORCEMENT PROJECT

(Dave Lowe, Chief Engineer)


FILE NO.: 2016F-032 Additional signing and striping improvements are proposed to educate drivers on which lanes to be in and deter drivers from crossing the solid white line to bypass the peak period queue from the northbound 241 to the eastbound 91 and thereby reducing traffic flow in westbound lanes. Staff has worked with Caltrans and CHP to develop this plan to address concerns expressed by customers.


1. Authorize the Chief Executive Officer (CEO) to execute Task Order 001 to Contract No. K001057 with Chrisp Company for signage and striping improvements in a not-to-exceed amount of $36,866.

2. Authorize the CEO to execute additional changes to this contract within 10 percent

(or $3,687) of the authorized expenditure without further Board action. 11. ANNUAL INVESTMENT PORTFOLIO REVIEW (Howard Mallen, Director of Finance) FILE NO.: 2016J-047

The Agencies' investment advisory firm, Chandler Asset Management, will present the San Joaquin Hills and Foothill Eastern investment portfolio results for the year ended June 30, 2016.

ACTION: Receive and file 12. LOCAL GOVERNMENT INVESTMENT POOLS (Howard Mallen, Director of Finance) FILE NO. 2016J-049

Staff recommends the Board of Directors approve the resolutions opening accounts at both the Local Agency Investment Fund and the Orange County Investment Pool for each Agency in order to provide additional alternatives for short-term investing.


1. Approve Resolution S2016-06 of the Board of Directors of the San Joaquin Hills

Transportation Corridor Agency (“SJHTCA”) which is required by the Treasurer-Tax Collector of the County of Orange to enable the SJHTCA to utilize the Orange County Investment Pool (“OCIP”) as an investment option for the SJHTCA non-indenture investment portfolio.

2. Approve Resolution S2016-07 of the Board of Directors of the SJHTCA which is required by the California State Treasurer’s Office to enable the SJHTCA to utilize the Local Agency Investment Fund (“LAIF”) as an investment option for the SJHTCA non-indenture investment portfolio.



1. Approve Resolution F2016-06 of the Board of Directors of the Foothill/Eastern Transportation Corridor Agency (“F/ETCA”) which is required by the Treasurer-Tax Collector of the County of Orange to enable the F/ETCA to utilize the OCIP as an investment option for the F/ETCA non-indenture investment portfolio.

2. Approve Resolution F2016-07 of the Board of Directors of the F/ETCA which is required by the California State Treasurer’s Office to enable the F/ETCA to utilize LAIF as an investment option for the F/ETCA non-indenture investment portfolio.

CHIEF EXECUTIVE OFFICER’S REPORT (Michael A. Kraman, Chief Executive Officer) • Traffic & Revenue Updates

DIRECTOR’S REPORTS AND NEW BUSINESS

(Chair Ross Chun) (Chair Craig Young)

VI. JOINT CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION

(Subdivisions (a) and (d)(1) of Government Code Section 54956.9)

• Robert Cohen, et al. v. Foothill/Eastern Transportation Corridor Agency et al., United States District Court, Central District of California, Case No. SACV15-1698 DDP (DFMx)

• Penny Borsuk, et al., v. Transportation Corridor Agencies, et al., United States District Court, Central District of California, Case No. 8:16-cv-00262 AG (JCGx)

VII. ADJOURNMENT The next regularly scheduled meeting of the San Joaquin Hills Board of Directors will be held September 8, 2016 at 9:00 a.m. The next regularly scheduled meeting of the Foothill/Eastern Board of Directors will be held September 8, 2016 at 9:00 a.m.

SPECIAL JOINT MEETING OF THE BOARDS OF DIRECTORS

SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY

MINUTES

June 9, 2016

I. CALL TO ORDER The meeting was called to order at 9:00 a.m.

INVOCATION (Chair Young)

PLEDGE OF ALLEGIANCE (5th Marine Regiment)

ROLL CALL – SAN JOAQUIN HILLS BOARD OF DIRECTORS Chair Ross Chun City of Aliso Viejo Vice-Chair Melody Carruth City of Laguna Hills Director Lisa Bartlett County of Orange, 5th District Director Kerry Ferguson City of San Juan Capistrano Director Bert Hack City of Laguna Woods Director Laurie Davies City of Laguna Niguel Director Michele Martinez City of Santa Ana Director Scott Peotter City of Newport Beach Director Ed Sachs City of Mission Viejo Director Scott Schoeffel City of Dana Point Director Christina Shea City of Irvine Director Todd Spitzer County of Orange, 3rd District Director Kathy Ward City of San Clemente Alternate Jim Righeimer City of Costa Mesa (Arrived immediately prior to Item 14) Lisa Ramsey Caltrans, Ex-Officio Member

ROLL CALL – FOOTHILL/EASTERN BOARD OF DIRECTORS Chair Craig Young City of Yorba Linda Vice Chair Lisa Bartlett County of Orange, 5th District Director Kerry Ferguson City of San Juan Capistrano Director Lucille Kring City of Anaheim Director Michele Martinez City of Santa Ana Director Mark Murphy City of Orange Director Charles Puckett City of Tustin Director Ed Sachs City of Mission Viejo Director Joseph L. Muller City of Dana Point Director Christina Shea City of Irvine Director Todd Spitzer County of Orange, 3rd District Director Scott Voigts City of Lake Forest Director Kathy Ward City of San Clemente

REVISED

08/31/16

Special Joint Board of Directors Minutes June 9, 2016

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Alternate Denis Bilodeau County of Orange, 4th District Director Lisa Ramsey Caltrans, Ex-Officio Member

ABSENT:

Director Tony Beall City of Rancho Santa Margarita II. PUBLIC COMMENTS

There were no public comments. III. PRESENTATIONS (ITEM 1) 1. DANA POINT 5TH MARINE REGIMENT SUPPORT GROUP PRESENTATION (Barbie Daly, Manager, Government & Legislative Affairs) FILE NO. 2016J-044

The Dana Point 5th Marine Regiment Support Group will make a presentation in recognition of the Transportation Corridor Agencies’ continued support of their mission to provide support and outreach for the benefit of our Wounded, Families of our Fallen, and active duty Marines, Sailors and Families of the 5th Marine Regiment at Camp Pendleton and Wounded Warrior Battalion West.

Presentation by Captain Joseph A. Mayhugh with the 5th Marine Regiment and Terry A. Rifkin, President-CEO of the Dana Point 5th Marine Regiment Support Group. IV. CONSENT CALENDAR-SAN JOAQUIN HILLS (ITEMS 2-6) ACTIONS: Approve Consent Calendar Items 2-6. MOTION: Ferguson SECOND: Martinez VOTE: Unanimous

Alternate Righeimer was not present to vote on this item. Correction requested by Director Ward to the May 12, 2016 San Joaquin Hills Transportation Corridor Agency regular minutes, page 3, second to last paragraph. 2. APPROVAL OF MINUTES (Martha M. Ochoa, Clerk of the Board) FILE NO. 2016S-001

Approval of the May 12, 2016 San Joaquin Hills Transportation Corridor Agency regular minutes.

ACTION: Approve minutes.


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3. COMMITTEE REPORTS (Martha M. Ochoa, Clerk of the Board) FILE NO. 2016J-001 ACTION: Receive and file. 4. INVESTMENT REPORTS – AS OF APRIL 30, 2016 (Daryn Martin, Manager of Treasury Operations) FILE NO. 2016S-003 Enclosed are the monthly investment reports for the San Joaquin Hills

Transportation Corridor Agency (SJHTCA) as of April 30, 2016. As of April 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy.

ACTION: Receive and file. 5. TOLL EVASION ENFORCEMENT RECOVERY SERVICES (Stephen Lee, Credit Collections Specialist) FILE NO. 2016J-043

Contract K000673 with Judgment Recovery Assistance, LLC (JRA) provides enforcement services for civil judgments awarded to the Agencies, as allowed under the California Vehicle Code. These services are necessary to support toll compliance against egregious violators. JRA has performed adequately under the terms of the existing contract and staff is recommending Board authorization to exercise the second of two one-year options.


Authorize the Chief Executive Officer (CEO) to execute the second year of two one-year extension options for Contract K000763 to Judgment Recovery Assistance, LLC (JRA) for a not-to-exceed amount of $54,000 for JRA.

6. TOLL FACILITIES MAINTENANCE SERVICES CONTRACTS WITH THE

COUNTY OF ORANGE (Dave Lowe, Acting Chief Engineer) FILE NO. 2016J-033

Per the cooperative agreement with the State of California, the SJHTCA and F/ETCA are the entities responsible for the maintenance of the toll-related improvements as part of the toll collection operations. The Agencies have recently entered into on-call signing and striping contracts that will be the primary contracts for these types of repairs. In order to provide the additional forces for other work, staff recommends renewing the toll facilities road maintenance services contracts with the County of Orange Public Works Division. Approval for funding a three-year contract with the County of Orange would continue to


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provide TCA staff with the capability to accomplish as-needed work in a timely and cost effective manner.


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1. Authorize the acting chief executive officer (CEO) to execute Contract No. K001106 to the County of Orange in the amount of $90,000 for a term extending from July 1, 2016 through June 30, 2019 for toll facilities maintenance services

2. Authorize the acting CEO to execute additional changes to this contract within 10 percent ($9,000) of the authorized expenditure without further Board action.

V. CONSENT CALENDAR-FOOTHILL/EASTERN (ITEMS 7 -13) ACTIONS: Approve Consent Calendar Items 7-13. MOTION: Kring SECOND: Shea VOTE: Unanimous Director Spitzer did not participate due to the Levine Act. 7. APPROVAL OF MINUTES (Martha M. Ochoa, Clerk of the Board) FILE NO. 2016F-001

Approval of the May 12, 2016 Foothill/Eastern Transportation Agency regular meeting minutes.

ACTION: Approve minutes. 8. COMMITTEE REPORTS (Martha M. Ochoa, Clerk of the Board) FILE NO. 2016J-001 ACTION: Receive and file. 9. INVESTMENT REPORTS – AS OF APRIL 30, 2016 (Daryn Martin, Manager of Treasury Operations) FILE NO.: 2016F-003 Enclosed are the monthly investment reports for the Foothill/Eastern Transportation

Corridor Agency (F/ETCA) as of April 30, 2016. As of April 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy.



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10. TOLL EVASION ENFORCEMENT RECOVERY SERVICES (Stephen Lee, Credit Collections Specialist) FILE NO. 2016J-043

Contract K000673 with Judgment Recovery Assistance, LLC (JRA) provides enforcement services for civil judgments awarded to the Agencies, as allowed under the California Vehicle Code. These services are necessary to support toll compliance against egregious violators. JRA has performed adequately under the terms of the existing contract and staff is recommending Board authorization to exercise the second of two one-year options.

ACTION: Foothill/Eastern Transportation Corridor Agency Recommendation: Authorize the Chief Executive Officer (CEO) to execute the second year of two one-year extension options for Contract K000763 to Judgment Recovery Assistance, LLC (JRA) for a not-to-exceed amount of $36,000 for JRA.

11. TOLL FACILITIES MAINTENANCE SERVICES CONTRACTS WITH THE

COUNTY OF ORANGE (Dave Lowe, Acting Chief Engineer) FILE NO. 2016J-033

Per the cooperative agreement with the State of California, the SJHTCA and F/ETCA are the entities responsible for the maintenance of the toll-related improvements as part of the toll collection operations. The Agencies have recently entered into on-call signing and striping contracts that will be the primary contracts for these types of repairs. In order to provide the additional forces for other work, staff recommends renewing the toll facilities road maintenance services contracts with the County of Orange Public Works Division. Approval for funding a three-year contract with the County of Orange would continue to provide TCA staff with the capability to accomplish as-needed work in a timely and cost effective manner.


1. Authorize the acting chief executive officer (CEO) to execute Contract No. K001107 to the County of Orange in the amount of $180,000 for a term extending from July 1, 2016 through June 30, 2019 for toll facilities maintenance services.

2. Authorize the acting CEO to execute additional changes to this contract within 10 percent ($18,000) of the authorized expenditure without further Board action.

12. PSOMAS TASK ORDER-002; PREPARATION OF RESOURCE

MANAGEMENT PLAN (Valarie McFall, Chief Environmental Planning Officer) FILE NO. 2016F-030 In May of this year, the Board awarded a contract with Psomas to provide on-call

biological consulting services for the Agency. The on-call contract will be used to provide staff support for various tasks, including, but not limited to, mitigation site


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assessments, habitat assessments, biological analyses, document reviews, construction oversight, surveys and document preparation, restoration and resource management plans. Consistent with the services identified in the on-call contract, staff recommends the issuance of Task Order-002 to Psomas (Contract No. K001109) to prepare a resource management plan for an approximate 670-acre property that the Agency is currently in negotiations to acquire as permanent open space.


1. Authorize the chief executive officer (CEO) to execute Task Order-002 for an amount not-to-exceed $42,990.

2. Authorize the CEO to execute additional changes this task order within five percent ($2,149) of the above task order amount without further Board of Directors’ action.

13. UPPER CHIQUITA CANYON CONSERVATION AREA PATROL SERVICES (Doug Feremenga, Principal Environmental Analyst) FILE NO. 2016F-026

The use of patrol services at UCCA are required to minimize public trespassing; thereby, allowing the Agency to manage the conservation area for the preservation and protection of existing wildlife values. Despite the Agency posting no trespassing signs on the property, unauthorized activities such as hiking, bicycling and equestrian uses continue. To effectively deter trespassing at UCCA, staff is proposing an extension of the MEU contract by one year in order to continue a two-pronged approach that started in 2015 utilizing a private patrol company and the Orange County Sheriff’s MEU. Staff recommends the Board authorize the CEO to execute a one-year contract extension with the Orange County Sheriffs Mounted Enforcement Unit for the UCCA patrol services through June 30, 2017. Funding for the above contract in the amount of $182,050 is included in the proposed FY 2017 Environmental Planning Department budget.


1. Authorize the chief executive officer (CEO) to amend Contract K001024 with the Orange County Sheriff’s Mounted Enforcement Unit for patrol services within the Upper Chiquita Canyon Conservation Area for an amount not-to-exceed $182,050 through June 30, 2017.

2. Authorize the CEO to make additional changes deemed necessary and execute

future amendments within five percent ($9,103) of the above contract value without further action by the Board of Directors.


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VI. JOINT BOARD BUSINESS (ITEMS 14-22) 14. SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY FISCAL

YEAR 2017 ANNUAL BUDGET (Amy Potter, Chief Financial Officer) FILE NO. 2016S-008 ACTION: San Joaquin Hills Transportation Corridor Agency Recommendation:

Approve Resolution No. S2016-05 entitled “A Resolution of the Board of Directors of the San Joaquin Hills Transportation Corridor Agency Approving the Budget for Fiscal Year 2017” in the amount of $139,583,087.

MOTION: Davies SECOND: Schoeffel VOTE: Unanimous 15. FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY FISCAL

YEAR 2017 ANNUAL BUDGET (Amy Potter, Chief Financial Officer) FILE NO. 2016F-027 ACTION: Foothill/Eastern Transportation Corridor Agency Recommendation:

Approve Resolution No. F2016-05 entitled “A Resolution of the Board of Directors of the Foothill/Eastern Transportation Corridor Agency Approving the Budget for Fiscal Year 2017” in the amount of $199,029,444.

MOTION: Muller SECOND: Bartlett

VOTE: Passed OPPOSED: Ferguson, Ward

16. RESOLUTION ADOPTING THE SAN JOAQUIN HILLS BOARD OF

DIRECTORS REGULAR MEETING SCHEDULE FOR THE PERIOD OF AUGUST 2016 THROUGH AUGUST 2017.

(Martha M. Ochoa, Clerk of the Board) FILE NO. 2016S-007

The Joint Exercise of Powers Agreement requires that the time and place of regular meetings of the Board of Directors shall be determined by resolution adopted by the Board. At the October 8, 2015 Board of Directors meeting, the Board approved the concept for the convening of simultaneous monthly Board meetings of the San Joaquin Hills and the Foothill/Eastern Transportation Corridor Agencies. The regular meetings of the Boards shall be held on the second Thursday of each month with a start time of 9:00 a.m.


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Given there are instances when additional meeting dates and/or adjusted start times are needed to conduct the regular business of the Board, the attached resolution identifies and adopts a full schedule of meeting dates and start times of regular Board of Director meetings for the period of August 2016 through August 2017.

ACTION: San Joaquin Hills Transportation Corridor Agency Recommendation: Adopt Resolution No. S2016-03, which identifies the schedule of regular meetings and start times for the San Joaquin Hills Transportation Corridor Agency to be held at the offices of the Agency located at 125 Pacifica, Irvine, CA 92616, for the period of August 2016 through August 2017.

MOTION: Peotter SECOND: Carruth VOTE: Unanimous 17. RESOLUTION ADOPTING THE FOOTHILL/EASTERN BOARD OF

DIRECTORS REGULAR MEETING SCHEDULE FOR THE PERIOD OF AUGUST 2016 THROUGH AUGUST 2017.

(Martha M. Ochoa, Clerk of the Board) FILE NO. 2016F-029

The Joint Exercise of Powers Agreement requires that the time and place of regular meetings of the Board of Directors shall be determined by resolution adopted by the Board. At the October 8, 2015 Board of Directors meeting, the Board approved the concept for the convening of simultaneous monthly Board meetings of the Foothill/Eastern and the San Joaquin Hills Transportation Corridor Agencies. The regular meetings of the Boards shall be held on the second Thursday of each month with a start time of 9:00 a.m. Given there are instances when additional meeting dates and/or adjusted start times are needed to conduct the regular business of the Board, the attached resolution identifies and adopts a full schedule of meeting dates and start times of regular Board of Director meetings for the period of August 2016 through August 2017.


Adopt Resolution No. F2016-03, which identifies the schedule of regular meetings and start times for the Foothill/Eastern Transportation Corridor Agency to be held at the offices of the Agency located at 125 Pacifica, Irvine, CA 92618, for the period of August 2016 through August 2017.

MOTION: Martinez SECOND: Kring VOTE: Unanimous


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18. MARKETING SERVICES CONTRACT (Lisa Ganz, Manager, Marketing and Communications) FILE NO. 2016J-040

Marketing and paid advertising are integral components to the Agencies’ communications operations efforts. Marketing is needed to inform drivers how to use and how to pay, as well as for education and awareness of the value of The Toll Roads. An RFP was issued to procure Marketing Services to assist the Agencies with specialized strategic planning, creative and design services, advertising production, planning and procurement of media, account management and administration. Eight responsive proposals were received, four firms were interviewed and DB&M Media was determined to be the best qualified proposer.

ACTION:

San Joaquin Hills Transportation Corridor Agency Recommendation: Approve Contract No. K001076 for Marketing Services with DB&M Media for a three-year term from July 2016 through June 2019 plus two one-year option terms. The first year contract value is $650,000. Funding authorization for future contract years will be presented to the Board for approval annually.

Foothill/Eastern Transportation Corridor Agency Recommendation: Approve Contract No. K001076 for Marketing Services with DB&M Media for a three-year term from July 2016 through June 2019 plus two one-year option terms. The first year contract value is $650,000. Funding authorization for future contract years will be presented to the Board for approval annually.

SJHTCA F/ETCA MOTION: Davies MOTION: Voigts SECOND: Shea SECOND: Ferguson VOTE: Unanimous VOTE: Unanimous 19. STRATEGIC PLANNING CONSULTING AND ADVOCACY SERVICES (Mike Chesney, Chief Strategy Officer) FILE NO. 2016F-028

Engagement of experienced strategic planning support services in FY17 with strong regional knowledge is recommended to support the agency’s initiative to improve mobility in South Orange County to support regional mobility. Staff recommends the approval of five (5) amendments with:

1. Richard Katz Consulting, Inc. 2. Latimer Partners, LLC. 3. Packard Government Affairs 4. Barrios and Associates, LLC/Communications Lab 5. Kit Cole Consulting


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And three (3) task orders with:

6. Venture Strategic Inc. 7. Sharon Browning and Associates 8. Fehr and Peers, Inc.

These task orders and contract amendments will provide staff with continued strategic consulting and outreach services for the long-range strategic planning efforts that benefit mobility in the South Orange County area and the broader Southern California region.


1. Authorize the Chief Executive Officer (CEO) to execute Task Order No. 2 for Contract No. K000983 with Venture Strategic, Inc. (Irvine, CA) for a not-to-exceed amount of $1,800,000 for services through June 30, 2017.

2. Authorize the CEO to execute Amendment No. 05 for Contract No. K000859 with Richard Katz Consulting, Inc. (Studio City, CA) for a not-to-exceed amount of $93,600 for services through June 30, 2017.

3. Authorize the CEO to execute Amendment No. 06 for Contract No. K000775 with Latimer Partners, LLC (Santa Monica, CA) for a not-to-exceed amount of $63,600 for services through June 30, 2017.

4. Authorize the CEO to execute Amendment No. 13 for Contract No. K000062 with Packard Government Affairs (Carlsbad, CA) for a not-to-exceed amount of $60,000 for services through June 30, 2017.

5. Authorize the CEO to execute Amendment No. 20 for Contract No. K000057 with Barrios and Associates, LLC/Communications Lab (Orange, CA) for a not-to-exceed amount of $217,000 for services through June 30, 2017.

6. Authorize the CEO to execute Task Order No. 02 for Contract No. K001009 with Sharon Browning and Associates (Pacific Palisades, CA) for a not-to-exceed amount of $24,000 for services through June 30, 2017.

7. Authorize the CEO to execute Amendment No. 01 for Contract No. K001090 with Kit Cole Consulting (Glendale, CA) for a not-to-exceed amount of $72,000 for services through June 30, 2017.

8. Authorize the CEO to execute Task Order No. 04 for Contract No. K001054 with Fehr & Peers (Anaheim, CA) for a not-to-exceed amount of $120,000 for services through June 30, 2017.


Page 13

MOTION: Sachs SECOND: Voigts VOTE: Unanimous Director Kring recused herself from this item. 20. STATE/FEDERAL LEGISLATIVE ADVOCACY SERVICES (Barbie Daly, Manager, Government & Legislative Affairs) FILE NO. 2016J-042

State and federal legislative advocacy and consulting services are necessary due to the many legislative and regulatory issues associated with planning, financing and building infrastructure and the continued operation of the existing toll roads. The Transportation Corridor Agency’s (TCA) primary legislative objective is to build relationships and monitor legislation and regulations that could impact the agencies’ ability to operate The Toll Roads efficiently or advance its projects. TCA has contracted with firms for legislative advocacy services since 1987. Robert Naylor Advocacy represents the Agencies in Sacramento while Akin Gump Strauss Hauer and Feld, LLP (Akin Gump) provides legislative advocacy services in Washington D.C. The legislative and regulatory processes are complicated and oftentimes political requiring unique expertise to navigate the system.

ACTION:

San Joaquin Hills Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 4 to Contract No. K000872 with Robert Naylor Advocacy for an amount not-to-exceed $15,000 for services through June 30, 2017.

2. Authorize the chief executive officer (CEO) to execute Amendment No. 5 to Contract No. K000655 with Akin Gump Strauss Hauer and Feld, LLP in an amount not-to-exceed $24,000 for services.


1. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 4 to Contract No. K000872 with Robert Naylor Advocacy for an amount not-to-exceed $48,600 for services through June 30, 2017.

2. Authorize the chief executive officer (CEO) to execute Amendment No. 5 to Contract No. K000655 with Akin Gump Strauss Hauer and Feld, LLP in an amount not-to-exceed $396,000 for services and $25,000 for expenses.

SJHTCA F/ETCA MOTION: Bartlett MOTION: Bartlett SECOND: Sachs SECOND: Sachs VOTE: Unanimous VOTE: Passed


Page 14

OPPOSED: Bilodeau 21. CONTRACTS AND PROCUREMENT SERVICES POLICIES AND

PROCEDURES MANUAL (CAPS MANUAL) REVISIONS (Coleen Franco, Manager, Contracts and Procurement) FILE NO. 2016J-023

After discussing at multiple meetings, the Joint Procurement Ad Hoc Committee determined that several revisions to the CAPS Manual should be brought forward to the full Boards of Directors for consideration. These revisions include (1) placing a combined Agency cap on Routine Business Expense authorized contracts of $300,000; (2) communications shall be conducted in a manner consistent with the “Relationships with Contractors” paragraph in Appendix F to the Agencies Administrative Code, Code of Conduct; and (3) procurement evaluation team participants will be required to sign a Confidentiality Agreement and disclose any financial interest or other potential conflict relating a proposer and its team. In addition to these revisions, the Agencies’ legal counsel has recommended several additional CAPS Manual updates (attached) after performing a full legal review to ensure proper reference and representation of legal requirements. The CAPS Manual has been revised periodically to adapt to a changing operational environment and ensure compliance with current laws and regulations. The basic policy to ensure competition, protect public funds, and conduct business in a sound and ethical manner has remained constant.


Approve the recommendations of the Joint Procurement Ad Hoc Committee and adopt the revised CAPS Manual, dated June 9, 2016.


Approve the recommendations of the Joint Procurement Ad Hoc Committee and adopt the revised CAPS Manual, dated June 9, 2016.

SJHTCA F/ETCA MOTION: Davies MOTION: Kring SECOND: Ward SECOND: Voigts VOTE: Unanimous VOTE: Unanimous 22. REVISED AMENDED AND RESTATED ADMINISTRATIVE CODE OF THE

SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY AND THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY

(Michael A. Kraman, Chief Executive Officer) FILE NO. 2016J-031

In order to update the administrative procedures and policies for the Transportation Corridor Agencies, staff has worked with the Joint Strategy Planning Ad Hoc Committee and General Counsel to modify and revise the


Page 15

Administrative Codes for the San Joaquin Hills Transportation Corridor Agency and the Foothill/Eastern Transportation Corridor Agency. These documents remain consistent with each Agencies’ Joint Powers Authority Agreement while incorporating current legal requirements as well as recent policy direction by the Agencies’ Board of Directors.

ACTION:


Approve the Amended and Restated Administrative Code of the San Joaquin Hills Transportation Corridor Agency, dated June 2016.


Approve the Amended and Restated Administrative Code of the Foothill/Eastern Transportation Corridor Agency, dated June 2016.

SJHTCA F/ETCA MOTION: Hack MOTION: Murphy SECOND: Sachs SECOND: Voigts VOTE: Unanimous VOTE: Unanimous

LEADERSHIP ELECTIONS – CHAIR & VICE CHAIR

(Chair Ross Chun) (Chair Craig Young)

Motion by Vice-Chair Carruth and second by Director Shea the San Joaquin Hills Transportation Corridor Agency Board unanimously voted to re-elect Chair Ross Chun and Vice-Chair Melody Carruth. Motion by Vice-Chair Bartlett and second by Director Shea, the Foothill/Eastern Transportation Corridor Agency Board unanimously voted to re-elect Chair Craig Young and Vice-Chair Lisa Bartlett. CHIEF EXECUTIVE OFFICER’S REPORT

(Michael A. Kraman, Chief Executive Officer) • June 20, 2016 – Get Moving Orange County Public Forum • Traffic & Revenue Updates

o SJHTCA – Year over year transactions up 7.2 percent o SJHTCA – Year over year revenue up 11.0 percent o F/ETCA - Year over year transactions up 8.4 percent o F/ETCA - Year over year revenue up 12.1 percent


Page 16

DIRECTOR’S REPORTS AND NEW BUSINESS (Chair Ross Chun) (Chair Craig Young)

Director Davies shared with the Boards that this will be her last meeting at TCA. Councilmember Minagar will be representing the city but she will serve as the Alternate. Director Sachs thanked Ms. Potter and Mr. Kraman on the follow up to his question on the budget dollar comparison and made the information available for all Directors. Chair Young thanked the Directors for their work on the committee meetings. VII. JOINT CLOSED SESSION

CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION

(Subdivisions (a) and (d)(1) of Government Code Section 54956.9)

• Robert Cohen, et al. v. Foothill/Eastern Transportation Corridor Agency et al., United States District Court, Central District of California, Case No. SACV15-1698 DDP (DFMx)

• Penny Borsuk, et al., v. Transportation Corridor Agencies, et al., United States District Court, Central District of California, Case No. 8:16-cv-00262 AG (JCGx)

• Ebrahim Mahda v. Transportation Corridor Agencies, United States District Court, Central District of California, Case No. 8:16-cv-00940 AG (KESx)

• Todd Quarles, et al. v. San Joaquin Hills Transportation Corridor Agency,

et al., United States District Court, Central District of California, Case No. 2:16-cv-3712 RGK(AFMx)

REPORTABLE ACTION: While in closed session the Boards of both Agencies voted unanimously to reject the claims of Todd Quarles and Todd Carpenter which were presented to the Agencies on May 6, 2016. VIII. ADJOURNMENT The next regularly scheduled meeting of the San Joaquin Hills Board of Directors will be held August 11, 2016 at 9:00 a.m. The next regularly scheduled meeting of the Foothill/Eastern Board of Directors will be held August 11, 2016 at 9:00 a.m.

FOOTHILL/EASTERN 241/91 EXPRESS CONNECTOR AD HOC COMMITTEE REPORT DATE: August 11, 2016 TO: Members of the Foothill/Eastern Board of Directors FROM: Mike Chesney, Chief Strategy Officer SUBJECT: 241/91 Express Connector Ad Hoc Committee – July 19, 2016 Present: Todd Spitzer (Chair), Ed Sachs (Vice Chair), Kelley Jimenez (Alternate for

Lisa Bartlett), Christina Shea, Craig Young Absent: Chuck Puckett Committee Discussion

1. DRAFT STRATEGIC TIMELINE REVIEW (Mike Chesney, Chief Strategy Officer)

Staff reviewed the Draft Strategic Timeline with the Committee to highlight some of the milestone events and meetings that are anticipated to occur on this project.

2. DRAFT TRAFFIC AND REVENUE (T&R) UPDATES

(Amy Potter, Chief Financial Officer and Steve Abendschein, Stantec)

Staff presented an update of the draft traffic and revenue study for the project. There was also discussion regarding the draft finance concept as it related to the results of the draft traffic and revenue study.

3. AUGUST 2016 BOARD ACTION ITEMS:

(Mike Chesney, Chief Strategy Officer) a. 241/91 General Purpose Connector Queuing Enforcement Project

(Dave Lowe, Chief Engineer) Staff provided an overview of this project. The Committee requested additional information be researched before this item is presented to the Board of Directors Meeting.

Foothill/Eastern 241/91 Express Connector Ad Hoc Committee Meeting August 11, 2016 Page 2 of 2

b. Final 241/91 Express Connector Engineering Design Contract

(Juliet Su, Corridor Design Manager) Staff provided an overview of this final design contract. The Committee had discussion and recommended deferring the recommendation to award the contract until the September 2016 Board of Directors Meeting.

c. Project Approval/Environmental Document (PA/ED) Contract Amendment (Juliet Su, Corridor Design Manager) Staff provided an overview of this contract amendment.

4. FUTURE MEETINGS

(Mike Chesney, Chief Strategy Officer) Staff provided an update on the scheduling of future meetings for the F/E 241/91 Express Connector Ad Hoc Committee. The following are the next scheduled meetings for the Committee or where the project will be presented:

• OCTA – State Route 91 Advisory Committee Meeting Friday, August 5, 2016 from 9:00 a.m. – 10:00 a.m. NOTE: THIS MEETING HAS SINCE BEEN CANCELLED

• TCA – F/E 241/91 Express Connector Ad Hoc Committee Meeting

Thursday, August 11, 2016 from 12:00 p.m. – 1:30 p.m. at the Orange County Fire Authority (OCFA) facilities immediately following the August 2016 Board of Directors Meeting

• TCA – F/E 241/91 Express Connector Ad Hoc Committee Meeting

Wednesday, September 21, 2016 from 2:30 p.m. – 4:00 p.m.

JOINT CAPITAL PROJECTS & PROGRAMS COMMITTEE REPORT DATE: August 11, 2016 TO: Members of Board of Directors FROM: David Lowe, Chief Engineer SUBJECT: Joint Capital Projects & Programs Committee – July 21, 2016

Present: Ross Chun, Laurie Davies (Vice-Chair), Kelley Jimenez, Mark Murphy, Christina Shea, Todd Spitzer, Scott Voigts, Craig Young

Absent: Chuck Puckett, Lisa Bartlett, Melody Carruth Committee Discussion

1. 241/91 Queue Jumping Correction

Staff presented an overview of a proposed project to implement signing and striping improvement to better deter drivers from queue-jumping in the northbound 241 approach to eastbound 91 during evening peak hours. Motion: Scott Voigts Second: Christina Shea Vote: Passed Opposed: Todd Spitzer Opposed to including Communication Portion: Mark Murphy

2. 241/91 Express Connector Final Engineering Staff presented an overview of the scope of work and procurement process for the proposed final engineering design contract for the 241/91 Express Connector project. To ensure timely delivery of the project, staff has proposed that this contract run parallel with the environmental process and finance plan. This item was continued to September. Kelley Jimenez didn’t participate on this item.

3. Oso Bridge and Gap Closure Project Update Staff presented an overview of the status of the project. The environmental document has been completed by the County of Orange and the Project Report has been approved by Caltrans. Final engineering work is underway with plans to be complete in Spring 2017.

JOINT FINANCE & INVESTMENT COMMITTEE REPORT

DATE: August 11, 2016 TO: Members of Board of Directors FROM: Amy Potter, Chief Financial Officer SUBJECT: Joint Finance and Investment Committee – July 27, 2016 Present: Ross Chun (Chair), Lisa Bartlett (Vice-Chair), Tony Beall, Bert Hack, Lucille

Kring, Scott Peotter, Craig Young Absent: Melody Carruth, Scott Schoeffel Committee Discussion

1. Annual Investment Portfolio Review The Agencies’ investment advisory firm, Chandler Asset Management (“Chandler”), provided an economic update and reviewed the investment performance of each Agency. Chandler also discussed the Securities and Exchange Commission Money Market Reform Act.

2. California Local Agency Investment Fund (LAIF) and Orange County Investment Pool (OCIP) Staff discussed the California Local Agency Investment Fund (LAIF) and Orange County Investment Pool (OCIP) with the committee. These local government investment pools (“LGIPs”) were previously discussed with the committee at the April 2016 committee meeting as potential opportunities to be considered along with other authorized investment options when evaluating short-term investing needs. The committee requested that these LGIPs be brought back to the committee in July 2016 with the expectation of the committee recommending the LGIPs be approved by the Boards of Directors at the August 2016 Joint Boards of Directors meeting. The LAIF and OCIP funds are approved investments under the Agencies’ Investment Policies for non-indenture funds, however, these LGIPs require a board resolution to open accounts and utilize the investment pools. Staff requested that the committee approve the following recommendations and forward them to the Boards of Directors for consideration.

San Joaquin Hills Transportation Corridor Agency Recommendation: 1. Approve Resolution S2016-06 of the Board of Directors of the San Joaquin Hills


2. Approve Resolution S2016-07 of the Board of Directors of the SJHTCA which is

required by the California State Treasurer’s Office to enable the SJHTCA to utilize the Local Agency Investment Fund (“LAIF”) as an investment option for the SJHTCA non-indenture investment portfolio.

Foothill/Eastern Transportation Corridor Agency Recommendation: 1. Approve Resolution F2016-06 of the Board of Directors of the Foothill/Eastern

Transportation Corridor Agency (“F/ETCA”) which is required by the Treasurer-Tax Collector of the County of Orange to enable the F/ETCA to utilize the OCIP as an investment option for the F/ETCA non-indenture investment portfolio.

2. Approve Resolution F2016-07 of the Board of Directors of the F/ETCA which is

required by the California State Treasurer’s Office to enable the F/ETCA to utilize LAIF as an investment option for the F/ETCA non-indenture investment portfolio.

Motion: Scott Peotter Second: Lisa Bartlett Vote: Unanimous Craig Young was not present for this vote.

3. Monthly Traffic and Revenue Reporting

Staff discussed the improvements to the Monthly Traffic and Revenue Reporting that will be rolled out in the coming months, including the presentation of data showing the maturity of past months’ transactions that were still considered processable when originally reported.

JOINT COMMUNICATIONS AND MARKETING COMMITTEE REPORT DATE: August 11, 2016 TO: Members of Boards of Directors FROM: Lisa Telles, Chief Communications Officer SUBJECT: Joint Communications and Marketing Committee – July 28, 2016 Present: Christina Shea (Chair), Laurie Davies (Vice Chair), Ross Chun, Lucille

Kring, Chuck Puckett, Ed Sachs Absent: Tony Beall, Melody Carruth, Gary Monahan, Mark Murphy, Craig Young Committee Discussion

1. Marketing Services: Introductions to DB&M Media and FY17 Marketing Plan

(Lisa Ganz, Marketing and Communications Manager)

Staff introduced the Agencies’ new marketing firm, DB&M Media and gave an overview of how marketing and paid media supports the overall communication plan to meet the Agencies’ goals and initiatives as well as a summary on the progress made since the contract commenced on July 1st.

DB&M Media presented an overview of their agency, staffing and strategic

marketing plan, including creative and paid media to reach our defined audiences for the first year of the 3-year contract. Two creative concepts will be produced this year (“Calmmute” and SighAlert”), with the campaign kick-off starting September 1st. The multi-media plan includes radio, traffic sponsorships, digital, bus and TV advertising. The TV advertising will start after the busy Olympic and election periods.

FOOTHILL/EASTERN MOBILITY AD HOC COMMITTEE REPORT DATE: August 11, 2016 TO: Members of Board of Directors FROM: Mike Chesney, Chief Strategy Officer SUBJECT: Foothill/Eastern Mobility Ad Hoc Committee – August 3, 2016 Present: Kathy Ward (Chair), Ed Sachs (Vice Chair), Lisa Bartlett, Chuck Puckett,

Scott Voigts Absent: Todd Spitzer, Craig Young Committee Discussion

1. JUNE 20, 2016 PUBLIC FORUM UPDATE (Mike Chesney, Chief Strategy Officer / Jeff Corless, Venture Strategic)

Staff and consultants provided a recap summary and update on the initial public forum event held on June 20, 2016. The Committee was also briefed on the initial planning for the upcoming second, follow-up public forum scheduled for Monday, September 26, 2016.

2. JUNE 22, 2016 CITIES/ELECTEDS MOBILITY WORKSHOP UPDATE

(Mike Chesney, Chief Strategy Officer / Jeff Corless, Venture Strategic) Staff and consultants provided a recap summary and update on the Cities/Electeds Mobility Workshop held on June 22, 2016.

3. AUGUST 25, 2016 CITIES/ELECTEDS MOBILITY WORKSHOP PREVIEW

(Mike Chesney, Chief Strategy Officer / Jeff Corless, Venture Strategic)

Staff and consultants provided a preview briefing of the upcoming Cities/Electeds Mobility Workshop that will be held on August 25, 2016.

125 Pacifica, Irvine, CA 92618 949/754-3400 FAX 949/754-3467

DATE: August 11, 2016 TO: San Joaquin Hills Transportation Corridor Agency Board of Directors

Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Coleen Franco, Director, Contracts and Procurement SUBJECT: Quarterly Procurement Report STAFF RECOMMENDATION: San Joaquin Hills Transportation Corridor Agency Recommendation: Receive and File Foothill/Eastern Transportation Corridor Agency Recommendation: Receive and File BACKGROUND: The Foothill/Eastern Transportation Corridor Agency (F/ETCA) and San Joaquin Hills Transportation Corridor Agency (SJHTCA) contract with various consultants, contractors and vendors for the purchase and provision of various goods and services for the continued development and operation of The Toll Roads. The Contracts and Procurement Services Policy and Procedures Manual (CAPS Manual) provides for the execution or extension of certain contracts by the chief executive officer (CEO) without further Board action. The Joint Procurement Ad Hoc Committee reviewed the Agencies’ policies and procedures and recommended staff provide an expanded report of the procurement activities. The Boards of Directors approved a revision to the CAPS Manual in June 2014, requiring a quarterly report of all procurement activity. DISCUSSION: The CAPS Manual requires the submission of a quarterly report to the Boards of Directors, identifying all requisitions for the expenditure of funds greater than $2,500. The Agencies utilize an electronic reporting and approval system as part of our overall financial software system. Information for requisitions is entered in one of two modules, either the contract management

Quarterly Procurement Report File No. 2016J-009 August 11, 2016 Page 2

module or the purchase order module for electronic approval. In both cases, requests and documents are approved per the Boards adopted delegation of authority contained in the CAPS Manual. Attached are reports that provide a recap of the requisitions approved in the past quarter, beginning April 1, 2016 through June 30, 2016. The attached reports identify the agency with financial responsibility for the action as either, FE for the Foothill/Eastern Transportation Corridor Agency, SJ for the San Joaquin Hills Transportation Agency or JNT for those actions that involve both Agencies. Separate columns are provided to identify the financial commitment of each Agency for each action. Authorizations for each action are also identified. All actions are approved based on the delegation of authority identified in the CAPS Manual. ATTACHMENTS:

1 Quarterly Procurement Report Activity Summary

Reflects activity of both Agencies and identifies the number and value of actions taken by department and by approval type.

2 New Contracts Approved Identifies new contracts authorized and processed through the contract management module.

3 Amendments Approved Identifies all approved amendments or change orders to existing contracts, also processed through the contract management module.

4 Purchase Requisitions Approved Lists the requisitions processed and approved through the purchase order module. These may include small agreements, purchase orders or other payment requests not involving any contract.

BUDGET: All requisitions authorized have been within the Agencies’ approved annual budgets or the appropriate budget transfers have been executed per Board approved policy. CONCLUSION: Per the procedures identified in the Contracts and Procurement Services Policies and Procedures Manual, adopted by the Boards of Directors in 2016, staff is providing a quarterly report of procurement activity for the 4th quarter of fiscal year 2016. The attachments to this report identify all requisitions and contract actions authorized between April 1 and June 30, 2016.

Quarterly Procurement ReportActivity SummaryFY16 4th Quarter

File No. 2016J-009Attachment 1

Page 1 of 1

AuthorizationType Board Authorized CEO Authorized ETM Authorized Routine Business Expense

Total Requisitions

Issued

% by Dept

Total Value of Requisitions

Issued

% by Dept

Department # Issued Value # Issued Value # Issued Value # Issued ValueAdministration/Human Resources (ADM/HR) 0 -$ 1 5,012.71$ 1 1,920.00$ 2 25,790.80$ 4 3.7% 32,723.51$ 0.6%

Communications & Marketing (CM) 4 1,416,491.00$ 1 4,500.00$ 4 12,420.00$ 1 30,000.00$ 10 9.3% 1,463,411.00$ 24.7%Contracts & Procurement (CPD) 0 -$ 0 -$ 0 -$ 0 -$ 0 0.0% -$ 0.0%Engineering/ROW (EGR/ROW) 16 1,850,498.99$ 3 24,856.99$ 0 -$ 0 -$ 19 17.6% 1,875,355.98$ 31.7%Environmental (ENV) 8 158,569.95$ 0 -$ 0 -$ 0 -$ 8 7.4% 158,569.95$ 2.7%Facilities (FAC) 4 163,525.00$ 0 -$ 1 660.00$ 15 162,904.66$ 20 18.5% 327,089.66$ 5.5%Finance (FIN) 1 390,000.00$ 0 -$ 0 -$ 0 -$ 1 0.9% 390,000.00$ 6.6%Information Technology (IT) 0 -$ 2 42,110.80$ 4 19,808.65$ 4 41,143.89$ 10 9.3% 103,063.34$ 1.7%Strategic Planning (SP) 6 523,000.00$ 2 45,000.00$ 5 26,185.71$ 0 -$ 13 12.0% 594,185.71$ 10.0%Toll Operations (TO) 4 751,108.85$ 3 63,286.40$ 7 45,868.50$ 9 111,635.55$ 23 21.3% 971,899.30$ 16.4%

43 5,253,193.79$ 12 184,766.90$ 22 106,862.86$ 31 371,474.90$ 108 5,916,298.45$ % by Authorization Type 39.8% 88.8% 11.1% 3.1% 20.4% 1.8% 28.7% 6.3%

Definition of Authorization CategoriesBoard Authorized (BRD) Requisitions that are approved based on an action by a Board, including those funded from contingency authorizations or within existing authorized value. CEO Authorized (CEO)ETM Authorized (ETM) Requisitions under CEO authority, <= $10,000 per Agency, as delegated to ETMs.Routine Business Expense (RBE) Requisitions for goods or services, <= $100,000 per Agency, <= 12 month term and <=$300,000 over the life of the contract.

Requisitions of <= $25,000 per Agency, with a unique scope of work (per CAPS Manual).

0.0%10.0%20.0%30.0%40.0%50.0%60.0%70.0%80.0%90.0%

Board CEO ETM RBE

39.8%

11.1%

20.4% 28.7%

88.8%

3.1% 1.8% 6.3%

FY16 - 4th Quarter Procurement Activity

# Value

New Contracts ApprovedFile No. 2016J-009

Attachment 2

Page 1 of 3

Agency Contract No. Vendor Name Contract Title Approval Type

Date Approved Dept F/ETCA Value SJHTCA Value Total Value Contract End

Date Notes

JNT K001028 Global Agility Solutions, LLC Image Review Services BRD 06/14/16 TO 328,000.00 161,000.00 $ 489,000.00 06/30/18Contractor to provide license plate image review services. Best value selection from 6 proposals received.

JNT K001032 Experian QAS Nondisclosure Agreement ETM 5/27/2016 TO $ - $ - $ - 6/30/2021

The Agency subscribes to a software license which auto-corrects the account addresses for new enrollments. Vendor offers an add-on to this software which would allow the Agency to "clean" old and mismatched addresses currently in our database. Vendor has offered to demonstrate this "cleaning" process. A sample of Agency database will be required for this demonstration. An NDA agreement has been executed to protect both parties. No procurement required.

JNT K001055 Jacobs Engineering Group Traffic Engineering Consulting Services On-Call BRD 05/09/16 EGR/ROW $ - $ - $ - 07/08/18

Consultant is pre-qualified to provide On-Call Traffic Engineering Consulting Services on a task order basis. Task orders will be issued for projects as needs arise and will be brought to the Boards for authorization. Four consultants were prequalified from 12 submittals received.

JNT K001065 Corridor Management Group CMG A Joint Venture

Design/Program Management and Specialty Services BRD 04/25/16 EGR/ROW $ - $ - $ - 04/19/21

Consultant to provide design/program management, tolling and specialty services on a task order basis. Task orders will be issued for projects as needs arise and will be brought to the Boards for authorization. Qualifications based selection from three proposals received.

JNT K001076 DB & M Media, Inc. Marketing & Advertising Services BRD 06/10/16 CM $ 650,000.00 $ 650,000.00 $ 1,300,000.00 06/30/19Consultant to provide marketing and advertising services. Best value selection from 8 proposals received.

JNT K001080 Public Financial Management Financial Advisory Services BRD 04/06/16 FIN $ 248,181.83 $ 141,818.17 $ 390,000.00 03/09/19 Consultant to provide financial advisory services. Best value selection from 4 proposals received.

FE K001085 County of Orange Oso Bridge Project Cooperative Agreement BRD 04/06/16 EGR/ROW $ 100,000.00 $ - $ 100,000.00 03/31/17

Agreement defines the project roles and responsibilities of the Agency and the County of Orange (“County”) in the Oso Bridge Project and provides funds for the County to participate in development of the required environmental documentation and project report. The County will also provide oversight and review of the plan, specifications and estimate phase of the project. No procurement required.

JNT K001086 San Diego Zoo Global San Diego Zoo Rewards Program ETM 04/23/16 CM $ - $ - $ - 02/28/17

Agency patron rewards program using San Diego Zoo discount coupons. No procurement required.

FE K001095 Wright Construction Services Boardroom Remodel Project BRD 04/28/16 FAC $ 81,762.50 $ 81,762.50 $ 163,525.00 07/31/16

Contractor to deliver a fully functionally remodeled boardroom to accommodate joint Board meetings. Contractor was the lowest responsive and responsible bidder of two bids received.

FE K001096 Door Service and Repair, Inc. Preventive Maintenance for Building Doors RBE 05/03/16 FAC $ 1,826.00 $ - $ 1,826.00 03/31/17

Vendor to provide preventative maintenance on glass herculite doors at Pacifica and maintenance on rolling steel door system at Tomato Springs South. Contractor was the lowest responsive and responsible bidder of four bids received.

JNT K001098 Ken Porter Auctions Auction Firm for Surplus Disposal RBE 04/06/16 FAC $ - $ - $ - 03/31/17

Vendor to perform auction services of surplus vehicles and other equipment on behalf of the Agency. Best value selection from 3 proposals received.


Attachment 2

Page 2 of 3



Date Notes

JNT K001100 Corodata Shredding, Inc. Shredding Services ETM 04/18/16 ADM/HR $ 1,215.12 $ 704.88 $ 1,920.00 01/31/17 Vendor to provide shredding services. Best value selection from three quotes received.

JNT K001105 Sea World LLC Sea World Promotion ETM 05/18/16 CM $ - $ - $ - 12/31/16Agency patron rewards program using Sea World discount coupons. No procurement required.

SJ K001106 County of Orange Road and Sign Maintenance Services BRD 06/13/16 EGR/ROW $ - $ 30,000.00 $ 30,000.00 06/30/19

County to provide road and sign maintenance services. This contract is sole sourced to the County in order to provide Agency staff with additional resources. The county has the resources, experience, parts warehousing and 24/7 crews to respond quick to urgent repairs.

FE K001107 County of Orange Road and Sign Maintenance Services BRD 06/13/16 EGR/ROW $ 60,000.00 $ - $ 60,000.00 06/30/19

County to provide road and sign maintenance services. This contract is sole sourced to the County in order to provide Agency staff with additional resources. The county has the resources, experience, parts warehousing and 24/7 crews to respond quick to urgent repairs.

FE K001109 Psomas On-Call Biological Support Services BRD 05/19/16 ENV $ - $ - $ - 06/30/21

Consultant will provide On-Call Biological Support Services on a task order basis. Task orders will be issued for projects as needs arise and will be brought to the Boards for authorization. Qualifications based selection from eight proposals received.

FE K001110 Land IQ, LLC On-Call Biological Support Services BRD 05/19/16 ENV $ - $ - $ - 06/30/21

Consultant will provide On-Call Biological Support Services on a task order basis. Task orders will be issued for projects as needs arise and will be brought to the Boards for authorization. Qualifications based selection from eight proposals received.

JNT K001111 Verint Americas Inc. Surveillance System Software RBE 05/12/16 TO $ 5,149.36 $ 2,423.23 $ 7,572.59 06/30/17

Vendor to provide Verint Gold software maintenance. Vendor was the lowest responsive and responsible bidder of two quotes received.

FE K001112 Global Geo Engineering, Inc. Geotechnical Engineering Services - Pacifica HVAC ETM 05/03/16 FAC $ 660.00 $ - $ 660.00 06/30/16

Consultant to provide construction observation and testing services for earth excavation and concrete pad installation for outdoor condenser units for new 1st floor computer room equipment. This contract is sole sourced due to the low cost; competitive bidding is not in the best interest of the Agency.

JNT K001114 RMI International, Inc. Irvine Ranch Security Services CEO 05/12/16 TO $ 6,510.34 $ 6,776.06 $ 13,286.40 06/09/16

Contractor to provide armed security services at Irvine Ranch. This contract is sole sourced due to the immediate need to provide security services to ensure the safety and security of personnel and facilities at Irvine Ranch. Contract will not be extended.

JNT K001116 TransCore, LP National Pass Program MOU CEO 05/17/16 TO $ - $ - $ - 06/30/18

Consultant to open an Agency fleet toll account including its transponders utilizing Agency tag IDs and registered vehicle license plates. Consultant to aggregate and manage electronic toll usage on behalf of its National Pass clients. No procurement required.

FE K001117 Eagle Aerial Imaging Topographic Contours for Long Range Planning CEO 06/16/16 EGR/ROW $ 9,857.00 $ - $ 9,857.00 07/29/16

Vendor to provide 2015 2' D-Topo/Contour maps for analysis of alternatives and R/W impacts for long range planning. This contract is sole sourced as vendor is the only company that uses "off the shelf" aerial imagery to produce topographic contour maps of the area requested and to the desired accuracy.


Attachment 2

Page 3 of 3



Date Notes

JNT K001118 Adventures in Advertising Promotional Products for Outreach Events RBE 06/29/16 CM $ 21,700.00 $ 8,300.00 $ 30,000.00 04/30/17

Vendor to provide promotional products for outreach events. Best value selection from seven quotes received.

Amendments ApprovedFile No. 2016J-009

Attachment 3

Page 1 of 4

Agency Contract No. Vendor Name Contract Title Doc.

ApprovedApproval

TypeDate

Approved Dept F/ETCA Value SJHTCA Value Total Value Contract End Date Notes

FE K000057 Barrios and Associates, LLC Community Outreach A20 BRD 06/16/16 SP 217,000.00 - $ 217,000.00 06/30/17 Amendment No. 20 extends the contract term through

6/30/17.

FE K000062 Packard Government Affairs Legislative Advocacy A13 BRD 06/16/16 SP 60,000.00 - $ 60,000.00 06/30/17 Amendment No. 13 extends the contract term through

6/30/17

FE K000063 Pyro Comm Systems, Inc.Fire Alarm & Suppression System Inspections - Pacifica

A-3 RBE 06/27/16 FAC 470.00 - $ 470.00 12/31/16

Amendment No. A -3 extends the contract term through 12/31/16 (six month extension). These monitoring services will be included in the Fire Alarm System Maintenance Repair RFP scheduled for award no later than December 31, 2016. Services initially implemented in 2001.

JNT K000115 Experian QAS Quick Address Pro Web Software License A13 RBE 04/01/16 TO 9,520.00 4,480.00 $ 14,000.00 04/30/17

Amendment No. 13 extends the contract term through 4/30/17. Vendor does not utilize resellers for this proprietary software. Software initially implemented in 2004.

FE K000182 ASSI Security Security & Card Access Equipment Maintenance A11 RBE 05/26/16 IT 7,850.00 - $ 7,850.00 04/30/17

Amendment No. 11 extends the contract term through 4/30/17. A change in vendor would require a new security system as vendor is the only authorized provider of maintenance services. Services were initially implemented in 2000.

FE K000183 ASSI Security Security & Card Access Equipment Monitoring A10 RBE 05/26/16 IT 360.00 - $ 360.00 04/30/17

Amendment No. 10 extends the contract term through 4/30/17. A change in vendor would require a new security system as vendor is the only authorized provider of monitoring services. Services were initially implemented in 2000.

JNT K000219 Four Js Development Tools, Inc.

Software License - BDL Runtime Development A10 RBE 06/07/16 TO 1,290.24 725.76 $ 2,016.00 07/31/17

Amendment No. 10 extends the contract term through 7/31/17. Vendor does not utilize resellers for this proprietary software. Software initially implemented in 2006.

JNT K000307 SunGard Public Sector, Inc. Annual Support and Maintenance A9 RBE 06/14/16 IT 14,559.47 9,706.31 $ 24,265.78 06/30/17

Amendment No. 9 extends the contract term through 6/30/17. This is a proprietary software component required to maintain the Agencies'' financial accounting software system Software was initially implemented in 2007.

SJ K000364 Pyro Comm Systems, Inc. Fire Alarm System Monitoring - Catalina View A-3 RBE 06/27/16 FAC - 425.00 $ 425.00 12/31/16

Amendment No. A -3 extends the contract term through 12/31/16 (six month extension). These monitoring services will be included in the Fire Alarm System Maintenance Repair RFP scheduled for award no later than December 31, 2016. Services initially implemented in 2001.

JNT K000465 AMP Mechanical, Inc. HVAC Maintenance A7 RBE 06/27/16 FAC 26,240.00 - $ 26,240.00 06/30/17

Amendment No. 7 extends contract the term through 6/30/17. Contractor was awarded the current Pacifica HVAC Modernization Project through a competitive procurement, which upon completion, will include a one-year warranty on labor and equipment for all newly installed HVAC systems. Maintenance and repair services will still be required for regular replacement of filters and motor belts. One service provider is in the best interest of the Agencies. Services initially implemented in 2009.

JNT K000668 SunGard Public Sector, Inc. MKS Annual Support A5 ETM 04/27/16 IT 231.76 119.39 $ 351.15 04/30/17

Amendment No. 5 extends the contract term through 4/30/17. This proprietary software component is required to maintain the Agencies' financial account software system. Support initially implemented in 2011.

JNT K000694 HDR Engineering, Inc. All Electric Tolling Civil Engineering A5 BRD 05/12/16 EGR/ROW 86,707.00 69,305.00 $ 156,012.00 06/30/17

Amendment No. 5 extends the contract term through 6/30/17 and expands scope to include Phase 2 sign enhancements.

JNT K000749 TransCore, LPAET Toll Collection and Revenue Management System

A8 BRD 05/13/16 TO (344,895.04) (147,812.16) $ (492,707.20) 06/30/25Amendment No. 8 reduces the maintenance price per the Contract terms due to vendor's lease expiration of the Bake facility, effective June 1, 2016


Attachment 3

Page 2 of 4


ApprovedApproval

TypeDate


JNT K000763 Judgment Recovery Assistance

Toll Evasion Enforcement Recovery Services A2 BRD 06/28/16 TO (12,258.75) 25,583.75 $ 13,325.00 06/30/17

Amendment No. 2 extends the contract term through 6/30/16. This action is the second of two one-year options.

FE K000775 Latimer Partners, LLC Professional Services A6 BRD 06/29/16 SP 56,400.00 - $ 56,400.00 06/30/17 Amendment No. 6 extends the contract term through 6/30/17.

FE K000818 IDS Group, Inc. Pacifica Building HVAC Engineering Consultant A5 BRD 06/09/16 FAC - - $ - 12/31/16 Amendment No. 5 extends the contract term through

12/31/16 to allow for project completion.

JNT K000823 Civic Resource Group International, Inc.

Digital, Interactive and Website Services A2 BRD 04/06/16 CM 12,550.00 5,445.00 $ 17,995.00 06/30/16 Amendment No. A2 provides additional funding for

website development.

JNT K000823 Civic Resource Group International

Digital, Interactive and Website Services A3 BRD 05/24/16 CM 49,248.00 49,248.00 $ 98,496.00 06/30/17 Amendment No. A3 extends the contract term through

6/30/17 and authorizes option year one of two.

JNT K000827 Level 3 Communications LLC IRN Internet Connection A-5 RBE 04/15/16 IT 5,476.68 3,191.43 $ 8,668.11 12/24/16

Amendment No. A -5 extends the contract term through 12/24/16. Extending this contract for 11 months will allow the Agency to package all internet connections with redundancy and failover requirements in a single procurement, with an anticipated award of December 2016. Services initially implemented in 2013.

JNT K000858 QuestMark Information Management, Inc.

Printing and Mail House Services A4 BRD 05/16/16 TO 362,948.25 378,542.80 $ 741,491.05 06/30/17

Amendment No. 4 extends the contract term through 6/30/17 to align with onboarding of a new CSC contractor.

FE K000859 Richard Katz Consulting, Inc. Professional Services A5 BRD 06/16/16 SP 93,600.00 - $ 93,600.00 06/14/17 Amendment No. 5 extends the contract term through

6/14/17.

FE K000869 Crown Fence Company SR 241 Fence Improvement Project A-3 BRD 04/23/16 ENV (166,470.03) - $ (166,470.03) 06/30/16 Amendment No. A -3 reduces the contract value due

to reduced fence length and other factors.

JNT K000899 Technology Unlimited, Inc. Check Scanner A2 RBE 06/30/16 TO 1,428.00 672.00 $ 2,100.00 03/30/17 Amendment No. 2 provides for a check scanning station, hardware and AQ2 software.

JNT K000907 Skyline Pest Control Pest Control Services A4 RBE 05/03/16 FAC 235.00 - $ 235.00 01/31/17 Amendment No. 4 provides for extra services to treat and remove bees.

SJ K000936 5 Bars, LLC SR 73 Cell Towers A5 BRD 06/13/16 EGR/ROW - - $ - 12/31/16 Amendment No. 5 extends the contract term through 12/31/16 to allow for project completion.

JNT K000955 Integrated Power and Lighting, Inc. As-Needed Electrical Repairs A2 RBE 06/15/16 FAC - 2,500.00 $ 2,500.00 06/30/17 Amendment No. 2 extends the contract term through

6/30/17. Year 2 of 2 option years.

JNT K000956 Dunbar Armored, Inc. Armored Transport Services A2 ETM 04/01/16 TO 2,120.70 1,689.30 $ 3,810.00 06/30/17 Amendment No. 2 extends the contract term through 6/30/17. Year 2 of 2 option years.

JNT K000974 Ware Disposal, Inc. Waste Disposal Services A4 RBE 04/01/16 FAC 125.00 - $ 125.00 11/30/16Amendment No. 4 increases funding for extra services to pickup two refrigerators at Tomato Springs southbound toll plaza.

JNT K000974 Ware Disposal, Inc. Waste Disposal Services A5 RBE 05/10/16 FAC 695.00 - $ 695.00 11/30/16Amendment No. 5 increases funding for extra services to haul a 40 yard roll-off bin from Tomato Springs southbound toll plaza.

JNT K000984 Red Hawk Fire and Security

Fire Alarm & Suppression System Inspections A3 RBE 05/25/16 FAC 2,959.15 238.35 $ 3,197.50 12/31/16

Amendment No. 3 extends the contract term through 12/31/16. Services to be reprocured via an Industry Review and subsequent RFP no later than 12/31/16. Services initially implemented in 2010.

FE K000998 AMP Mechanical, Inc. Pacifica HVAC Modernization Project A1 BRD 04/28/16 FAC - - $ - 12/31/16 Amendment No. 1 extends the contract term through

12/31/16 to allow for project completion.

JNT K001006 UPS Protection, Inc. UPS Preventative Maintenance A1 RBE 05/12/16 FAC 14,518.76 3,295.40 $ 17,814.16 06/30/17 Amendment No. 2 extends the contract term through


JNT K001008 Global Power Group, Inc. Generator Maintenance A3 RBE 06/01/16 FAC 24,051.00 9,000.00 $ 33,051.00 06/30/17 Amendment No. 3 extends the contract term through 6/30/17. Year 1 of 2 option years.

FE K001009 Sharon M. Browning Issues Mgmt & Consensus Planning Consultant Svcs. A2 BRD 06/29/16 SP 24,000.00 - $ 24,000.00 05/14/18 Amendment No. 2 extends the contract term through

5/14/18.

JNT K001011 AMP Mechanical, Inc.Toll Plaza HVAC Maintenance and Repair Services

A1 RBE 06/27/16 FAC 34,200.00 18,000.00 $ 52,200.00 06/30/17 Amendment No.1 extends the contract term through 6/30/17. Year 1 of 2 option years.

JNT K001014 H & H Elevator Services Elevator Maintenance and Repair Services A1 RBE 06/15/16 FAC 19,654.00 4,472.00 $ 24,126.00 06/30/17 Amendment No.1 extends the contract term through


FE K001024 County of OrangeUpper Chiquita Canyon Conservation Area Patrol Services

A1 BRD 06/30/16 ENV 182,050.00 - $ 182,050.00 06/30/17 Amendment No.1 extends the contract term through 6/30/17.


Attachment 3

Page 3 of 4


ApprovedApproval

TypeDate


FE K001025 APSI Construction Management

CM Services HVAC Modernization Project - Pacifica

A1 BRD 05/31/16 FAC - - $ - 12/31/16 Amendment No. 1 extends the contract term through 12/31/16 to allow for project completion.

FE K001034 Arellano Associates SR 241/91 Express Lanes Connector Public Outreach A1 BRD 04/06/16 CM - - $ - 12/31/18

Amendment No. 1 adds additional employees, corresponding rates and classifications to the commercial terms.

JNT K001041 Smart Source As-Needed Printing Services A10 RBE 04/01/16 TO 4,424.81 1,636.58 $ 6,061.39 06/30/16

Amendment No. 10 provides for #10 Window Envelopes - Patron Notice. Multiple firms were qualified under a competitive procurement for printing services in June 2015. When materials are required, a request for quote is submitted to all qualified firms and selected based on cost and ability to meet requirements.

JNT K001041 Smart Source As-Needed Printing Services A11 RBE 04/29/16 TO 906.66 335.34 $ 1,242.00 06/30/16

Amendment No. 11 provides for #9 Regular Envelopes. Multiple firms were qualified under a competitive procurement for printing services in June 2015. When materials are required, a request for quote is submitted to all qualified firms and selected based on cost and ability to meet requirements.

JNT K001041 Smart Source As-Needed Printing Services A12 RBE 06/28/16 TO 10,288.62 3,805.38 $ 14,094.00 06/30/16

Amendment No. 12 provides for 6x9 Tyvek Envelopes. Multiple firms were qualified under a competitive procurement for printing services in June 2015. When materials are required, a request for quote is submitted to all qualified firms and selected based on cost and ability to meet requirements.

JNT K001045 IBI Group Toll Plaza Facilities Reuse Study A3 BRD 06/27/16 EGR/ROW - - $ - 06/30/16

Amendment No. 3 adds additional employees, corresponding rates and classifications to the commercial terms.

JNT K001046 Dataskill, Inc. IBM DB2 Software Support A1 RBE 06/29/16 TO 41,029.60 23,079.15 $ 64,108.75 07/31/17 Amendment No. 1 extends the contract term through 7/31/17. Year 1 of 2 option years.

JNT K001049 AECOM Technical Services, Inc.

Engineering Design Consulting Services On-Call A3 CEO 05/23/16 EGR/ROW 14,999.99 - $ 14,999.99 07/08/18

Amendment No. 3 provides for Task Order TO-002 for the 241-91 Express Connector Traffic Operations Analysis.

JNT K001049 AECOM Technical Services, Inc.

Engineering Design Consulting Services On-Call A4 CEO 06/28/16 EGR/ROW - - $ - 06/30/16 Amendment No. 4 extends Task Order TO-002

through 6/30/16.

JNT K001051 T.Y. Lin International Engineering Design Consulting Services On-Call A4 BRD 04/07/16 EGR/ROW - - $ - 07/08/18 Amendment No. 4 adds a new classification and

hourly rate to the commercial terms.

JNT K001051 T.Y. Lin International Engineering Design Consulting Services On-Call A5 BRD 04/14/16 EGR/ROW - - $ - 07/08/18

Amendment No. 5 augments Task Order TO-001 to revise scope and add classification for field monitoring.

JNT K001051 T.Y. Lin International Engineering Design Consulting Services On-Call A6 BRD 05/03/16 EGR/ROW - - $ - 07/08/18 Amendment No. 6 revises commercial terms to allow

submittal of invoice on the 25th day of each month.

JNT K001054 Fehr and Peers Traffic Engineering Consulting Services On-Call A4 BRD 06/29/16 EGR/ROW 120,000.00 - $ 120,000.00 07/08/18

Amendment No. 4 authorizes Task Order No. 4 to provide support and consulting services for the on-going efforts in developing mobility solutions for South Orange County region.

JNT K001065Corridor Management Group CMG A Joint Venture

Design/Program Management and Specialty Services

A-1 BRD 05/05/16 EGR/ROW 49,999.99 35,000.00 $ 84,999.99 04/25/21

Amendment No. A -1 authorizes Task Order No. 001; right of way engineering and acquisition support services by performing due diligence for land acquisition and transfers.



A-2 BRD 05/05/16 EGR/ROW 197,351.00 98,270.00 $ 295,621.00 06/30/17Amendment No. A -2 authorizes Task Order No.002; development of the RFP for the long-term customer service center operations.



A-3 BRD 05/12/16 EGR/ROW 125,316.00 - $ 125,316.00 06/30/18

Amendment No. A -3 authorizes Task Order No. 003; perform construction quality control and inspection services including grading, drainage, roadway, and structures.


Attachment 3

Page 4 of 4


ApprovedApproval

TypeDate




A-4 BRD 06/02/16 EGR/ROW 683,900.00 194,650.00 $ 878,550.00 06/30/17

Amendment No. A -4 authorizes Task Order No. 004; perform real property services including appraisals, title reports, surveying and plotting of easements, as well as the funding of escrow costs, and other real property tasks needed to assist Agency staff with the acquisition and conveyance of mitigation properties.

JNT K001082 Decton Corporate Services Temporary Employee Services A-1 RBE 05/05/16 ADM/HR 16,450.00 8,550.00 $ 25,000.00 11/29/16 Amendment No. A -1 adds funding to the contract for

the continued use of non-CSC temporary employees.

JNT K001089 Culligan of Santa Ana Filtered Water System for Customer Service A1 RBE 06/13/16 ADM/HR 482.23 308.57 $ 790.80 06/30/17

Amendment No. 1 extends the contract term through 6/30/17. This is a low cost item; competitive bidding is not in the best interest of the Agency.

FE K001090 Kit Cole Consulting Strategic Planning Support Services A1 BRD 06/20/16 SP 72,000.00 - $ 72,000.00 06/30/17 Amendment No. 1 extends the contract term through

6/30/17.

JNT K001097 Netxperts, Inc. Cisco Smartnet Renewal A1 RBE 06/27/16 TO 299.76 141.06 $ 440.82 04/15/17 Amendment No. 1 adds two firewalls to the existing support agreement.

JNT K001098 Ken Porter Auctions Auction Firm for Surplus Disposal A1 RBE 05/03/16 FAC - - $ - 03/31/17 Amendment No. 1 authorizes the disposal of two

Facilities vans and two trailers.

FE K001109 Psomas On-Call Biological Support Services A-1 BRD 06/30/16 ENV 39,999.99 - $ 39,999.99 06/30/17 Amendment No. A -1 authorizes Task Order No. 001;

assessment of the Agency's mitigation sites.

FE K001109 Psomas On-Call Biological Support Services A-2 BRD 06/30/16 ENV 42,990.00 - $ 42,990.00 06/30/17

Amendment No. A -2 authorizes Task Order No. 002; resource management plan (RMP) for an approximate 670-acre mitigation property in Silverado Canyon

FE K001110 Land IQ, LLC On-Call Biological Support Services A1 BRD 06/30/16 ENV - - $ - 06/30/21

Amendment No. 1 revises the contract insurance provisions to include electronic data liability insurance coverage and removes valuable papers liability insurance coverage.

FE K001110 Land IQ, LLC On-Call Biological Support Services A-1 BRD 06/14/16 ENV 59,999.99 - $ 59,999.99 06/30/17 Amendment No. A -1 authorizes Task Order No. 001;

on-call biological activities. $ 2,267,302.83 $ 804,603.41 $ 3,071,906.24

Purchase Requisitions ApprovedFile No. 2016J-009

Attachment 4

Page 1 of 2

Agency PO No Vendor Name Approval Type

Date Approved Dept F/ETCA Value SJHTCA Value Total Value Notes

JNT P000652 iContact, LLC ETM 04/06/16 CM 5,306.40 2,613.60 $ 7,920.00 Annual subscription renewal to continue monthly Rewards Program email notifications, the Environmental e-newsletter and e-viewsletter and any unplanned email notifications such as road closures.

JNT P000653 King Office Services ETM 04/06/16 TO 2,971.94 1,398.56 $ 4,370.50 Moving services to relocate TransCore's local office and maintenance facility located at 21084 Bake Parkway, Lake Forest, to the Tomato Springs Southbound mainline plaza. Received 3 quotes.

JNT P000654 International Bridge Tunnel Turnpike Association CEO 04/13/16 TO 25,000.00 25,000.00 $ 50,000.00

National interoperability Study and Testing Contribution to pooled funds for development and testing in support of IBTTA efforts to achieve a national electronic toll collection protocol.

JNT P000655 Welcome Express, Inc. ETM 04/29/16 CM 3,015.00 1,485.00 $ 4,500.00 Welcome Express new home owner welcome kits.

JNT P000656 Coastline Micro, Inc. ETM 05/04/16 TO 9,910.73 4,663.88 $ 14,574.61 Purchase of 1 HP Proliant DL380 G9 8SFF CTO Server. Received 3 quotes.

JNT P000657 Office and Ergonomic Solutions CEO 05/11/16 ADM/HR 3,308.39 1,704.32 $ 5,012.71 Desk and chair for Executive Assistant to the CEO. Received 3 quotes.

JNT P000658 Chase Paymentech ETM 06/24/16 TO 3,335.53 3,471.67 $ 6,807.20

Purchase 8 Ingencio Card terminals with external pin pads. Terminals and pin pads have to be setup and programmed by the card processor, Chase Paymentech. There are hardware suppliers that offer the terminals and Pin pads but their price doesn't include the setup and programming. Once Chase programs the equipment it has to be integrated into our back office system by BRiC. BRiC has integrated the Ingencio terminals for other toll agencies and we can save development time and cost by leveraging their experience and the interface code they produced for the other agencies.

FE P000659 Dana Point 5th Marine Regiment Support ETM 05/13/16 SP 3,500.00 - $ 3,500.00 Annual sponsorship outreach event benefiting the Fighting Fifth

Marines and Wounded Warriors.

JNT P000660 Government Technology Solutions, Inc. ETM 05/24/16 IT 6,600.00 3,400.00 $ 10,000.00 MS Terminal Server (Remote Desktop) Licensing for 100 users. Received 3 quotes.

JNT P000661 Sigmanet, Inc. ETM 05/27/16 IT 4,667.85 2,404.65 $ 7,072.50 Cisco SMARTnet License. Received 3 quotes.JNT P000662 GHA Technologies, Inc. ETM 06/08/16 TO 1,538.81 724.14 $ 2,262.95 Firewalls and Security License. Received 3 quotes.

JNT P000663 Option Technologies International, LLC CEO 06/20/16 IT 17,920.85 9,231.95 $ 27,152.80 Wireless voting solution hardware and software for joint board meetings. Received 3 quotes.

JNT P000664 Southern California Media Group CEO 06/24/16 CM 3,015.00 1,485.00 $ 4,500.00

WHERE magazine; full page map and information on The Toll Roads and One-Time-Toll payments to reach the tourist/visitor audience. This is the only publication distributed to targeted hotels, concierges and visitor and convention bureaus.

JNT P000665 BreezeIt, Inc. ETM 06/27/16 IT 1,574.10 810.90 $ 2,385.00 Support for Workstation Patch Management. Received 3 quotes.JNT P000666 Coastline Micro, Inc. CEO 06/28/16 IT 9,872.28 5,085.72 $ 14,958.00 HP Proliant DL380 Server - Upgrade VM Host. Received 3 quotes.

FE P000667 24 Carrots, LLC ETM 06/29/16 SP 2,685.71 - $ 2,685.71 Catering services for luncheon held on Friday, June 10th in honor of ASM and Chairman of the Transportation Committee, Jim Frazier. Received 3 quotes.

JNT P000668 Southern California Association of Governors ETM 06/29/16 SP 6,000.00 4,000.00 $ 10,000.00

Continued membership in the Southern California Association of Governments allows Agencies to continue to be part of a major regional body whose purpose is to identify and address important regional issues and represent a unified vision and voice in Sacramento and Washington, DC.

Purchase Requisitions ApprovedFile No. 2016J-009

Attachment 4

Page 2 of 2

Agency PO No Vendor Name Approval Type

Date Approved Dept F/ETCA Value SJHTCA Value Total Value Notes

FE P000669 South Orange County Economic Coalition ETM 06/29/16 SP 5,000.00 - $ 5,000.00

The South Orange County Economic Coalition is the premier advocacy and business development organization in South Orange County. Coalition sponsorships include advocacy for initiatives and projects they endorse and support as part of their mission to include informational/education booths and staffing with the goal of expanding public awareness at key community events.

FE P000670 Orange County Business Council/Economic Development Forum ETM 06/29/16 SP 5,000.00 - $ 5,000.00

The 2016 Economic Development Forum provides industries most affected by the rise of the sharing economy a better understanding of how residents, local government, and traditional and non-traditional businesses can work together moving forward. The event features OCBCs Dr. Wallace Walrod, who will provide a snapshot of the sharing economy locally, as well as panelists from UBER, LYFT, WeWork and Airbnb. Sponsorship of this event includes a table for ten guests, company logo recognition on event materials, event signs and slides and company booth.

JNT P000671 Vology, Inc. ETM 06/29/16 TO 9,549.40 4,493.84 $ 14,043.24 Replacement of network switches. Received 3 quotes.

FE P000672 Orange County Business Council/OC Moves CEO 06/30/16 SP 20,000.00 - $ 20,000.00

Annual membership; OC Moves supports collaboration of business leaders, public agencies and elected officials dedicated to improving regional transportation infrastructure in Orange County. It educates, researches and convenes effort to ensure strategic implementation of critical state, federal and private investment.

FE P000673 Orange County Business Council CEO 06/30/16 SP 25,000.00 - $ 25,000.00

Annual membership; OCBC provides a proactive forum for businesses, government and academia to join together to serve business interests so that the region's vibrant economy will continue to expand. They provide leading research, a high profile advocacy program and events focusing on four core initiatives: infrastructure, workforce development, workforce housing and economic development.

$ 174,771.99 $ 71,973.23 $ 246,745.22

X SAN JOAQUIN HILLS BOARD OF DIRECTORS File No. 2016J-052 X FOOTHILL/EASTERN BOARD OF DIRECTORS BOARD MEETING DATE: August 11, 2016 SUBJECT: Pacifica Building Boardroom Expansion Project – Contract Amendment STAFF RECOMMENDATION: San Joaquin Hills Transportation Corridor Agency Recommendation: 1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No. K001095 with

Wright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project. 2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the original

contract value ($81,763) without further Board action. Foothill/Eastern Transportation Corridor Agency Recommendation: 1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No. K001095 with

Wright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project. 2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the original

contract value ($81,763) without further Board action.

SUMMARY: To support conducting joint meetings of the Boards, the two Boards of Directors awarded a contract to Wright Construction Services to expand the boardroom dais. Staff has identified millwork and audio/visual improvements that fall outside the contracted scope of work, but would be beneficial to the Board members and staff in conducting the meetings. Staff is requesting the Boards’ approval for an amendment to the contract in the amount of $24,354 and to replenish the contingency. CONTRACTOR/CONSULTANT: Wright Construction Services BUDGET: SJH: $12,177 F/E: $12,177 REPORT WRITTEN BY: Kurt Machtolf, Facilities Manager (949) 790-7726 REVIEWED BY: SUBMITTED BY:



Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Kurt Machtolf, Facilities Manager SUBJECT: Pacifica Building Boardroom Expansion Project – Contract Amendment STAFF RECOMMENDATION:

San Joaquin Hills Transportation Corridor Agency Recommendation: 1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No.

K001095 with Wright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project.

2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of

the original contract value ($81,763) without further Board action. Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No.


2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the original contract value ($81,763) without further Board action.

BACKGROUND: To improve the efficiency of conducting the monthly business of the Foothill/Eastern Transportation Corridor Agency and San Joaquin Hills Transportation Corridor Agency (collectively, TCA), the two Boards of Directors approved the concept of convening joint monthly Board Meetings. The two Boards of Directors also directed staff to develop plans and obtain bids to modify the TCA boardroom and expand the dais to accommodate the Joint Board Meetings. Wright Construction was subsequently awarded the construction contract for the project.

Boardroom Project – Contract Amendment File No. 2016J-052 Page 2 of 2

DISCUSSION The project, with its original scope of work, is currently in progress and on target to be completed by the September 7th deadline. However, additional change order costs for dais millwork features and audio visual options to further improve the boardroom is outside of the original scope of work and will exceed the project contingency and require authorization for a contract change order. The further improvement items include an additional graphics work station with audio visual controls, an additional ceiling mounted 50” flat screen monitor, dais USB charger outlets, and millwork adjustments to the sharp edge of the dais desk top. The initial project contingency covered Change Order No. 1 for additional millwork. Change Order No. 2 is funded by the remaining contingency and this additional request. The replenishment of the project contingency is also requested to address conditions that may be uncovered since this work involves modifying an existing facility. The costs for the additional work will be shared equally between the Agencies. BUDGET: Funding for this contract amendment and the additional contingency funds are included in the FY17 budget. CONCLUSION: To support conducting joint meetings of the Boards, the two Boards of Directors awarded a contract to Wright Construction Services to expand the Agencies’ boardroom dais. Staff has identified millwork and audio/visual improvements that fall outside the contracted scope of work but would be beneficial to the Board members and staff in conducting the meetings. Staff is requesting the Boards’ approval for an amendment to the contract in the amount of $24,354 and to replenish the project contingency.

PROCUREMENT SUMMARY REPORT File No. 2016J-052 Contract #: K001095 Change Order #: 2 Title: Boardroom Expansion Project Contractor: Wright Construction Services, Irvine, CA Subcontractors: Sturgill Associates, Glendale, CA Image Works, Chino Hills, CA Three-Wire Electric, Inc., Menifee, CA Moen Woodworks, Inc., San Clemente, CA Procurement Process Type: Negotiated Amendment Award Criteria: Additional Work Price: Not-to-Exceed $24,354 Notes: Staff identified the need for additional dais millwork features and audio-visual options to further improve TCA’s boardroom. This additional work is outside the contract’s original scope of work, exceeds the project contingency, and requires an additional change order for additional funding. These items include an additional graphics work station with audio visual controls, an additional ceiling mounted 50” flat screen monitor, protective low return walls at the ends of the dais, USB charger outlets, and millwork adjustments to the sharp edge of the dais desk top. The total cost of this extra work is $24,354. The costs will be shared equally between the Agencies. Contract No. K001095 Compensation:

F/ETCA SJHTCA TOTAL DESCRIPTION Original NTE Amount $81,762.50 $81,762.50 $163,525.00 Change Order No. 1 $18,670.97 $18,670.97 $37,341.94 Millwork & TV Monitors Current NTE Amount $100,433.47 $100,433.47 $200,866.94 Proposed Change Order No. 2 $12,177.00 $12,177.00 $24,354.00 Additional Millwork &

Audio/Visual Options Revised NTE Amount $112,610.47 $112,610.47 $225,220.94


DATE: August 11, 2016 TO: San Joaquin Hills Transportation Corridor Agency Board of Directors FROM: Daryn Martin, Manager of Treasury Operations SUBJECT: Investment Reports – May 31, 2016 STAFF RECOMMENDATION: Receive and file. BACKGROUND: The San Joaquin Hills Transportation Corridor Agency (SJHTCA) issues a monthly report to the Board of Directors detailing the types of investments in the portfolio, the dollar amount invested in each category, the rate of interest in each category, the total portfolio yield, and the transactions for the month. DISCUSSION: Compliance Enclosed are the investment reports for the SJHTCA for the month ended May 31, 2016. These investment reports reflect only assets held by the Trustee (Bank of New York-Mellon), which include the 1997 and 2014 indenture accounts and four non-indenture accounts. As of May 31, 2016, all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy. Portfolio Update Since April 30, 2016, the book value of the portfolio increased by approximately $14.9 million to $366.2 million. The increase in May is primarily due to toll revenue transfers of $13.6 million, development impact fees of $2.1 million and interest earnings of $0.1 million. The increase is partially offset by toll operations related expenses of $0.7 million and planning, environmental and construction related expense of $0.2 million.

SJH Investment Reports File No. 2016S-003 August 11, 2016 Page 2

In November 2014, the Agency refinanced the 1993 Bonds and a portion of the 1997 Bonds. In association with the 2014 refinancing, the agency invested $155.6 million in Treasury Securities—State and Local Government Series, also known as SLGS, at a zero percent interest rate. SLGS are special purpose securities that are issued to state and local government entities, upon their request, to assist the agency to comply with federal tax laws and Internal Revenue Service arbitrage regulations when the entity has cash proceeds to invest from their issuance of tax exempt bonds. As the agency experienced such favorable conditions at the time of the refinancing, the purchase of SLGS was needed to comply with yield restrictions and tax arbitrage rebate requirements. This report focuses exclusively on the earnings generated by the Agency’s investment portfolio and does not reflect the positive financial impacts resulting from the savings generated by the bond refundings. The weighted average maturity of the SJHTCA portfolio, exclusive of the SLGS mentioned above, is 1.2 years. The weighted average book yield, also exclusive of the SLGS, increased 3 basis points to 0.69 percent as of May 31, 2016 from 0.66 percent at April 30, 2016. The market value of the portfolio is materially equal to the book value at May 31, 2016, while the market value including accrued interest is $0.4 million or 0.1 percent higher than the book value at May 31, 2016. Market values reported herein have been obtained by Chandler Asset Management from Interactive Data Corporation. These market values are compared for reasonableness with the market values provided by the Trustee. Credit Update To maintain safety, adherence to an investment policy strategy of purchasing only top-rated securities and diversification of security types and maturities is required. As shown in Exhibit 2, approximately 88 percent of the entire portfolio is invested in U.S. Treasuries, Agency bonds and Supranationals that are generally rated AA+ by Standard and Poor’s and Aaa by Moody’s. The remainder of the portfolio is primarily invested in money market investments and medium-term corporate notes, all rated in one of the three highest rating categories by at least two nationally recognized statistical rating agencies, and short-term commercial paper rated at least “A-1/P-1”, the highest rating by the two rating agencies noted above. Economic Update The Federal Open Market Committee (FOMC) voted unanimously to keep the fed funds rate unchanged at a range of 0.25 percent to 0.50 percent at the June 14-15 meeting. The FOMC made some minor changes to their economic projections. For 2016, they revised their GDP and inflation forecasts but their median fed funds rate projection was unchanged at 0.9 percent, which still implies two rate hikes before year-end. Looking further ahead, the FOMC’s median


fed funds rate projection for 2018 is now just 2.4 percent, down from the 3.0 percent median projection in March. Nonfarm payrolls rose just 38,000 in May, much lower than the consensus forecast of 160,000. In addition, March and April payrolls were revised down by a combined total of 59,000. The unemployment rate declined to 4.7 percent from 5.0 percent. However, the participation rate declined to 62.6 percent in May from 62.8 percent in April. On a year-over-year basis, wages were up 2.5 percent in May. On a trailing three-month basis, payrolls increased by an average of 116,000 per month, compared to 200,000 on a trailing twelve-month basis. The Consumer Price Index (CPI) was up just 1.0 percent year-over-year in May, vs. 1.1 percent in April. Core CPI (CPI less food and energy) was up 2.2 percent year-over-year in May, vs. 2.1 percent in April. The Personal Consumption Expenditures (PCE) index was up 1.1 percent year-over-year in April, vs. up 0.8 percent in March. Core PCE (excluding food and energy) was unchanged in April, up 1.6 percent year-over-year. Although Core CPI is trending above 2.0 percent, the FOMC's primary inflation gauge is PCE which remains below the Fed's 2.0 percent target. Total housing starts slipped 0.3 percent on a month-over-month basis in May, but were up 9.5 percent on a year-over-year basis. Month-over-month, single-family starts rose 0.3 percent in May while multi-family starts declined 1.2 percent. However, year-over-year, single-family starts were up 10.1 percent in May and multi-family starts were up 8.4 percent. According to the Case-Shiller 20-City home price index, home prices were up 5.4 percent year-over-year in March, unchanged from February. Market participants are forecasting a modest rebound in GDP growth to 2.5 percent in the second quarter of 2016. Exhibits

1. Portfolio Summary By Sector

This report provides a summary of the SJHTCA total portfolio value by asset sector on a book value basis (historical cost adjusted for the cumulative amortization of premium/discount recorded to date), a market value basis (fair value based on quoted market prices) and a market value plus accrued interest basis. Also included in this report are both book and market yield returns along with the percentage held within each sector based upon market value plus accrued interest.


2. Asset Sector Distribution Graphs – Market Value including Accrued Interest The pie charts are representations of the percentage of each asset sector in the portfolio based upon the market value plus accrued interest. The investment policy specifies percentage limitations on certain asset categories. At May 31, 2016, the Agency holdings were all below the maximum percentage limits.

3. Holdings Report – Total Portfolio

This report provides a detailed description and the associated ratings of each fixed income security held in the SJHTCA portfolio at May 31, 2016. This report includes all Agency security holdings including money market funds and cash. The report also includes an unrealized gain/loss position, average maturity and duration for each security. All of the Agency’s investments were rated at or above the minimum rating required per the Agency’s investment policy and debt agreements.

4. Transaction Ledger This schedule details the SJHTCA investment transactions during the month.

5. Investment Definitions This is a list of common terminology used to describe the agency’s investment portfolio. Staff has provided this glossary to assist the Board in their review of the agency’s investment practices.

BUDGET: N/A CONCLUSION: Enclosed are the monthly investment reports for the San Joaquin Hills Transportation Corridor Agency (SJHTCA) as of May 31, 2016. As of May 31, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy. Attachments

Portfolio Summary By SectorAs of 5/31/2016

San Joaquin Hills Total Portfolio Exhibit #1

Sector Book Value Book Yield Market Value Accrued Interest Market Value Plus Accrued Market Yield % Held

Money Market Fund FI $16,118,786.11 0.01% $16,118,786.11 $0.00 $16,118,786.11 0.01% 4.40 %

Commercial Paper $6,391,379.11 0.75% $6,391,379.11 $0.00 $6,391,379.11 0.75% 1.74 %

US Treasury $82,840,579.60 0.56% $82,828,786.40 $113,427.97 $82,942,214.37 0.57% 22.63 %

Agency $62,865,454.05 0.79% $62,871,563.87 $151,953.78 $63,023,517.65 0.82% 17.19 %

Supranational $2,126,377.49 0.89% $2,128,072.35 $7,359.33 $2,135,431.68 0.74% 0.58 %

US Corporate $20,991,637.18 1.38% $21,009,131.32 $104,807.09 $21,113,938.41 1.34% 5.76 %

Total Portfolio Excluding SLGS $191,334,213.54 0.69 % $191,347,719.16 $377,548.17 $191,725,267.33 0.70 % 52.31 %

US Treas SLGS $174,822,258.00 0.00% $174,822,258.00 $0.00 $174,822,258.00 0.00% 47.69 %

Total Portfolio $366,156,471.54 0.36 % $366,169,977.16 $377,548.17 $366,547,525.33 0.36 % 100.00 %

Page 1

Sector Distribution - Market Value Including Accrued Interest Exhibit #2San Joaquin Hills Total Portfolio

San Joaquin Hills Total Portfolio

May 31, 2016

$366,547,525.33

April 30, 2016

$351,736,344.98

Page 1

Holdings ReportAs of 5/31/16


CUSIP Security Description Par Value/UnitsPurchase Date

Book YieldCost Value

Book ValueMkt PriceMkt YTM

Market ValueAccrued Int.

% of Port.Gain/Loss (1)

Moody/S&P Fitch

MaturityDuration

MONEY MARKET FUND FI

26200X845 Dreyfus Funds Inst'l Reserve Treasury #6541

16,118,786.11 Various0.01 %

16,118,786.1116,118,786.11

1.000.01 %

16,118,786.110.00

4.40 %0.00

Aaa / AAANR

0.000.00

Total Money Market Fund FI 16,118,786.11 0.01 %16,118,786.1116,118,786.11 0.01 %

16,118,786.110.00

4.40 %0.00

Aaa / AAANR

0.000.00

COMMERCIAL PAPER

89233GFF8 Toyota Motor Credit Discount CP0.489% Due 6/15/2016

1,000,000.00 03/24/20160.49 %

998,893.33999,813.33

99.980.49 %

999,813.330.00

0.27 %0.00

P-1 / A-1+F-1

0.040.04

06538BGF4 Bank of Tokyo Mitsubishi NY Discount CP0.748% Due 7/15/2016

2,700,000.00 Various0.76 %

2,690,127.782,697,531.11

99.910.76 %

2,697,531.110.00

0.74 %0.00

P-1 / A-1F-1

0.120.12

21687AHC0 Rabobank Nederland NV NY Discount CP0.83% Due 8/12/2016

1,700,000.00 12/22/20150.85 %

1,690,867.691,697,178.00

99.830.85 %

1,697,178.000.00

0.46 %0.00

P-1 / A-1NR

0.200.20

89233GKH8 Toyota Motor Credit Discount CP0.82% Due 10/17/2016

1,000,000.00 03/24/20160.83 %

995,285.00996,856.67

99.690.83 %

996,856.670.00

0.27 %0.00

P-1 / A-1+F-1

0.380.38

Total Commercial Paper 6,400,000.00 0.75 %6,375,173.806,391,379.11 0.75 %

6,391,379.110.00

1.74 %0.00

Aaa / AA+AA

0.170.17

US TREASURY

912796JB6 US Treasury Bill0.23% Due 7/14/2016

5,030,000.00 05/17/20160.23 %

5,028,204.085,028,645.18

99.970.23 %

5,028,645.180.00

1.37 %0.00

P-1 / A-1+F-1+

0.120.12


2,030,000.00 05/18/20160.24 %

2,029,249.492,029,433.83

99.970.24 %

2,029,433.830.00

0.55 %0.00

P-1 / A-1+F-1+

0.120.12


26,625,000.00 Various0.31 %

26,597,153.3226,615,359.30

99.970.31 %

26,615,359.300.00

7.26 %0.00

P-1 / A-1+F-1+

0.120.12


10,900,000.00 Various0.23 %

10,895,248.4010,897,102.07

99.970.23 %

10,897,102.070.00

2.97 %0.00

P-1 / A-1+F-1+

0.120.12

912828D64 US Treasury Note0.5% Due 8/31/2016

710,000.00 09/24/20150.35 %

711,000.82710,265.45

100.030.38 %

710,209.45897.15

0.19 %(56.00)

Aaa / AA+AAA

0.250.25


225,000.00 09/24/20150.35 %

225,317.16225,084.12

100.030.38 %

225,066.38284.31

0.06 %(17.74)

Aaa / AA+AAA

0.250.25


75,000.00 09/24/20150.35 %

75,105.7275,028.04

100.030.38 %

75,022.1394.77

0.02 %(5.91)

Aaa / AA+AAA

0.250.25

912828F47 US Treasury Note0.5% Due 9/30/2016

870,000.00 09/24/20150.37 %

871,124.40870,366.42

100.010.46 %

870,113.97736.89

0.24 %(252.45)

Aaa / AA+AAA

0.330.33


225,000.00 09/24/20150.37 %

225,290.79225,094.76

100.010.46 %

225,029.48190.57

0.06 %(65.28)

Aaa / AA+AAA

0.330.33


75,000.00 09/24/20150.37 %

75,096.9375,031.59

100.010.46 %

75,009.8363.52

0.02 %(21.76)

Aaa / AA+AAA

0.330.33

(1) Gain/Loss values are unrealized; however, if the security is held to maturity it will not result in a gain or loss on the security. Page 1








Moody/S&P Fitch

MaturityDuration

US TREASURY


55,000.00 09/24/20150.37 %

55,071.0855,023.16

100.010.46 %

55,007.2146.58

0.02 %(15.95)

Aaa / AA+AAA

0.330.33

912828WA4 US Treasury Note0.625% Due 10/15/2016

1,500,000.00 12/09/20150.72 %

1,498,833.151,499,486.20

100.040.52 %

1,500,571.501,203.89

0.41 %1,085.30

Aaa / AA+AAA

0.380.37

912828RU6 US Treasury Note0.875% Due 11/30/2016

380,000.00 06/25/20150.52 %

381,916.12380,668.48

100.160.56 %

380,593.569.08

0.10 %(74.92)

Aaa / AA+AAA

0.500.50

912828A91 US Treasury Note0.75% Due 1/15/2017

1,010,000.00 09/24/20150.48 %

1,013,514.711,011,675.46

100.090.61 %

1,010,906.982,871.85

0.28 %(768.48)

Aaa / AA+AAA

0.630.62

912828SC5 US Treasury Note0.875% Due 1/31/2017

380,000.00 06/19/20150.51 %

382,212.99380,920.14

100.160.64 %

380,593.941,114.42

0.10 %(326.20)

Aaa / AA+AAA

0.670.66

912828B74 US Treasury Note0.625% Due 2/15/2017

1,150,000.00 02/27/20150.62 %

1,150,003.851,150,000.15

99.980.66 %

1,149,753.902,112.81

0.31 %(246.25)

Aaa / AA+AAA

0.710.70


1,010,000.00 09/24/20150.50 %

1,011,699.871,010,865.20

99.980.66 %

1,009,783.861,855.60

0.28 %(1,081.34)

Aaa / AA+AAA

0.710.70

912828J35 US Treasury Note0.5% Due 2/28/2017

380,000.00 06/25/20150.60 %

379,362.99379,715.54

99.870.67 %

379,513.60480.16

0.10 %(201.94)

Aaa / AA+AAA

0.750.75

912828K66 US Treasury Note0.5% Due 4/30/2017

5,000,000.00 Various0.60 %

4,991,462.064,995,656.81

99.810.71 %

4,990,280.002,173.91

1.36 %(5,376.81)

Aaa / AA+AAA

0.920.91

912828SY7 US Treasury Note0.625% Due 5/31/2017

380,000.00 06/16/20150.69 %

379,526.27379,757.45

99.890.74 %

379,569.466.49

0.10 %(187.99)

Aaa / AA+AAA

1.000.99


650,000.00 09/23/20150.63 %

649,976.79649,986.64

99.890.74 %

649,263.5511.10

0.18 %(723.09)

Aaa / AA+AAA

1.000.99


225,000.00 09/23/20150.63 %

224,991.96224,995.37

99.890.74 %

224,745.083.84

0.06 %(250.29)

Aaa / AA+AAA

1.000.99


75,000.00 09/23/20150.63 %

74,997.3274,998.46

99.890.74 %

74,915.031.28

0.02 %(83.43)

Aaa / AA+AAA

1.000.99


55,000.00 09/23/20150.63 %

54,998.0454,998.87

99.890.74 %

54,937.690.94

0.01 %(61.18)

Aaa / AA+AAA

1.000.99

912828TB6 US Treasury Note0.75% Due 6/30/2017

1,000,000.00 05/04/20150.68 %

1,001,487.731,000,748.02

99.990.76 %

999,922.003,152.47

0.27 %(826.02)

Aaa / AA+AAA

1.081.07

912828TG5 US Treasury Note0.5% Due 7/31/2017

1,005,000.00 09/24/20150.64 %

1,002,373.101,003,340.08

99.680.78 %

1,001,741.791,684.21

0.27 %(1,598.29)

Aaa / AA+AAA

1.171.16

912828TM2 US Treasury Note0.625% Due 8/31/2017

1,000,000.00 05/04/20150.75 %

997,190.85998,483.39

99.820.77 %

998,164.001,579.48

0.27 %(319.39)

Aaa / AA+AAA

1.251.24


1,000,000.00 09/24/20150.66 %

999,417.42999,622.02

99.820.77 %

998,164.001,579.47

0.27 %(1,458.02)

Aaa / AA+AAA

1.251.24

912828TW0 US Treasury Note0.75% Due 10/31/2017

1,700,000.00 04/23/20150.75 %

1,700,138.511,700,076.60

99.920.81 %

1,698,606.001,108.70

0.46 %(1,470.60)

Aaa / AA+AAA

1.421.40

912828UA6 US Treasury Note0.625% Due 11/30/2017

380,000.00 06/25/20150.89 %

377,581.74378,503.35

99.710.82 %

378,916.246.49

0.10 %412.89

Aaa / AA+AAA

1.501.49









Moody/S&P Fitch

MaturityDuration

US TREASURY

912828UE8 US Treasury Note0.75% Due 12/31/2017

710,000.00 09/24/20150.76 %

709,891.45709,924.25

99.890.82 %

709,195.572,238.26

0.19 %(728.68)

Aaa / AA+AAA

1.591.56


225,000.00 09/24/20150.76 %

224,965.60224,976.00

99.890.82 %

224,745.08709.31

0.06 %(230.92)

Aaa / AA+AAA

1.591.56


75,000.00 09/24/20150.76 %

74,988.5374,992.00

99.890.82 %

74,915.03236.44

0.02 %(76.97)

Aaa / AA+AAA

1.591.56

912828UJ7 US Treasury Note0.875% Due 1/31/2018

380,000.00 06/25/20150.95 %

379,259.09379,522.40

100.060.84 %

380,222.681,114.42

0.10 %700.28

Aaa / AA+AAA

1.671.65


1,010,000.00 09/23/20150.83 %

1,010,950.251,010,674.29

100.060.84 %

1,010,591.862,962.02

0.28 %(82.43)

Aaa / AA+AAA

1.671.65

912828UR9 US Treasury Note0.75% Due 2/28/2018

3,000,000.00 12/09/20151.07 %

2,979,150.682,983,585.96

99.820.86 %

2,994,492.005,686.14

0.82 %10,906.04

Aaa / AA+AAA

1.751.73


65,000.00 12/15/20151.09 %

64,522.8764,621.12

99.820.86 %

64,880.66123.20

0.02 %259.54

Aaa / AA+AAA

1.751.73

912828UU2 US Treasury Note0.75% Due 3/31/2018

380,000.00 06/25/20151.02 %

377,180.96378,122.72

99.800.86 %

379,228.22482.79

0.10 %1,105.50

Aaa / AA+AAA

1.831.81


710,000.00 09/23/20150.89 %

707,506.28708,179.19

99.800.86 %

708,557.99902.05

0.19 %378.80

Aaa / AA+AAA

1.831.81


225,000.00 09/23/20150.89 %

224,209.74224,422.98

99.800.86 %

224,543.03285.86

0.06 %120.05

Aaa / AA+AAA

1.831.81


75,000.00 09/23/20150.89 %

74,736.5874,807.66

99.800.86 %

74,847.6895.29

0.02 %40.02

Aaa / AA+AAA

1.831.81

912828XA3 US Treasury Note1% Due 5/15/2018

380,000.00 06/17/20151.09 %

379,036.43379,346.91

100.220.89 %

380,831.44175.54

0.10 %1,484.53

Aaa / AA+AAA

1.961.93

912828VE7 US Treasury Note1% Due 5/31/2018

175,000.00 09/25/20150.99 %

175,055.27175,041.80

100.220.89 %

175,389.734.78

0.05 %347.93

Aaa / AA+AAA

2.001.98


55,000.00 09/25/20150.99 %

55,017.3755,013.14

100.220.89 %

55,122.491.50

0.02 %109.35

Aaa / AA+AAA

2.001.98

912828VK3 US Treasury Note1.375% Due 6/30/2018

380,000.00 06/25/20151.10 %

383,118.46382,163.96

100.960.91 %

383,666.242,196.22

0.11 %1,502.28

Aaa / AA+AAA

2.082.04


380,000.00 06/25/20151.26 %

379,823.15379,871.08

100.720.96 %

382,731.4412.98

0.10 %2,860.36

Aaa / AA+AAA

2.502.46


230,000.00 09/23/20151.06 %

231,339.44231,055.34

100.720.96 %

231,653.247.86

0.06 %597.90

Aaa / AA+AAA

2.502.46

912828SD3 US Treasury Note1.25% Due 1/31/2019

270,000.00 01/29/20161.00 %

271,983.72271,765.72

100.710.98 %

271,929.961,131.18

0.07 %164.24

Aaa / AA+AAA

2.672.61

912828UB4 US Treasury Note1% Due 11/30/2019

280,000.00 02/01/20161.20 %

277,868.12278,047.89

99.561.13 %

278,775.007.65

0.08 %727.11

Aaa / AA+AAA

3.503.43

912828VA5 US Treasury Note1.125% Due 4/30/2020

280,000.00 02/01/20161.27 %

278,327.51278,455.00

99.641.22 %

278,982.76271.25

0.08 %527.76

Aaa / AA+AAA

3.923.82









Moody/S&P Fitch

MaturityDuration

US TREASURY


225,000.00 05/27/20161.22 %

224,227.32224,227.84

99.641.22 %

224,182.58217.97

0.06 %(45.26)

Aaa / AA+AAA

3.923.82

912828G87 US Treasury Note2.125% Due 12/31/2021

7,022,000.00 Various1.45 %

7,280,936.847,275,620.15

103.421.48 %

7,262,285.8362,720.55

2.00 %(13,334.32)

Aaa / AA+AAA

5.595.22

912828N30 US Treasury Note2.125% Due 12/31/2022

960,000.00 05/17/20161.54 %

995,403.84995,210.05

103.131.62 %

990,074.888,574.73

0.27 %(5,135.17)

Aaa / AA+AAA

6.596.08

Total US Treasury 82,592,000.00 0.56 %82,819,047.1682,840,579.60 0.57 %

82,828,786.40113,427.97

22.63 %(11,793.20)

Aaa / AAAAaa

1.081.04

US TREAS SLGS

S353475$0 US Treasury SLGSDue 1/15/2027

117,956,370.00 11/06/20140.00 %

117,956,370.00117,956,370.00

100.000.00 %

117,956,370.000.00

32.18 %0.00

Aaa / AA+AAA

10.6310.63


27,393,548.00 11/06/20140.00 %

27,393,548.0027,393,548.00

100.000.00 %

27,393,548.000.00

7.47 %0.00

Aaa / AA+AAA

10.6310.63


10,206,673.00 11/06/20140.00 %

10,206,673.0010,206,673.00

100.000.00 %

10,206,673.000.00

2.78 %0.00

Aaa / AA+AAA

10.6310.63


14,182,640.00 12/30/20150.00 %

14,182,640.0014,182,640.00

100.000.00 %

14,182,640.000.00

3.87 %0.00

Aaa / AA+AAA

10.6310.63


5,083,027.00 01/21/20160.00 %

5,083,027.005,083,027.00

100.000.00 %

5,083,027.000.00

1.39 %0.00

Aaa / AA+AAA

10.6310.63

Total US Treas SLGS 174,822,258.00 N/A174,822,258.00174,822,258.00 0.00 %

174,822,258.000.00

47.69 %0.00

Aaa / AA+Aaa

10.6310.63

AGENCY

313384XP9 FHLB Discount Note0.27% Due 6/1/2016

300,000.00 10/09/20150.27 %

299,469.00300,000.00

100.000.27 %

300,000.000.00

0.08 %0.00

P-1 / A-1+F-1+

0.000.00

313384XX2 FHLB Discount Note0.33% Due 6/9/2016

775,000.00 09/28/20150.34 %

773,188.44774,943.16

99.990.34 %

774,943.160.00

0.21 %0.00

P-1 / A-1+F-1+

0.020.02


390,000.00 09/28/20150.34 %

389,088.38389,971.40

99.990.34 %

389,971.400.00

0.11 %0.00

P-1 / A-1+F-1+

0.020.02


130,000.00 09/28/20150.34 %

129,696.13129,990.47

99.990.34 %

129,990.470.00

0.04 %0.00

P-1 / A-1+F-1+

0.020.02


100,000.00 09/28/20150.34 %

99,766.2599,992.67

99.990.34 %

99,992.670.00

0.03 %0.00

P-1 / A-1+F-1+

0.020.02

31315PJ42 FAMCA Note0.6% Due 6/27/2016 (2)

700,000.00 06/27/20130.63 %

699,335.00699,983.00

100.030.24 %

700,182.701,796.67

0.19 %199.70

NR / NRNR

0.070.07

3135G0XP3 FNMA Note0.375% Due 7/5/2016

920,000.00 09/24/20150.34 %

920,248.40920,029.81

100.000.34 %

920,030.361,399.16

0.25 %0.55

Aaa / AA+AAA

0.100.09

3135G0XP3 FNMA Note0.375% Due 7/5/2016

75,000.00 09/24/20150.34 %

75,020.2575,002.43

100.000.34 %

75,002.48114.06

0.02 %0.05

Aaa / AA+AAA

0.100.09

(1) Gain/Loss values are unrealized; however, if the security is held to maturity it will not result in a gain or loss on the security.(2) The issuer is a U.S. Government sponsored Agency. The security, which is unrated, is an authorized investment per the Investment Policy.

Page 4








Moody/S&P Fitch

MaturityDuration

AGENCY

313312B74 FFCB Discount Note0.41% Due 8/12/2016

920,000.00 09/25/20150.42 %

916,626.16919,245.60

99.920.42 %

919,245.600.00

0.25 %0.00

P-1 / A-1+F-1+

0.200.20


70,000.00 09/25/20150.42 %

69,743.2969,942.60

99.920.42 %

69,942.600.00

0.02 %0.00

P-1 / A-1+F-1+

0.200.20

3137EACW7 FHLMC Note2% Due 8/25/2016

980,000.00 09/25/20150.43 %

993,965.00983,589.74

100.360.47 %

983,488.805,226.66

0.27 %(100.94)

Aaa / AA+AAA

0.240.23


340,000.00 10/06/20150.33 %

345,015.00341,325.45

100.360.47 %

341,210.401,813.33

0.09 %(115.05)

Aaa / AA+AAA

0.240.23

3135G0ES8 FNMA Note1.375% Due 11/15/2016

980,000.00 09/24/20150.46 %

990,221.40984,094.72

100.370.56 %

983,626.00598.89

0.27 %(468.72)

Aaa / AA+AAA

0.460.45

3135G0ES8 FNMA Note1.375% Due 11/15/2016

337,000.00 10/06/20150.41 %

340,589.05338,480.78

100.370.56 %

338,246.90205.94

0.09 %(233.88)

Aaa / AA+AAA

0.460.45

3130A3J70 FHLB Note0.625% Due 11/23/2016

390,000.00 09/28/20150.47 %

390,713.70390,296.28

100.020.57 %

390,096.3354.17

0.11 %(199.95)

Aaa / AA+AAA

0.480.48

3130A3J70 FHLB Note0.625% Due 11/23/2016

465,000.00 09/28/20150.47 %

465,850.95465,353.26

100.020.57 %

465,114.8664.58

0.13 %(238.40)

Aaa / AA+AAA

0.480.48

3130A3J70 FHLB Note0.625% Due 11/23/2016

75,000.00 09/28/20150.47 %

75,137.2575,056.98

100.020.57 %

75,018.5310.42

0.02 %(38.45)

Aaa / AA+AAA

0.480.48

3130A3J70 FHLB Note0.625% Due 11/23/2016

55,000.00 09/28/20150.47 %

55,100.6555,041.78

100.020.57 %

55,013.597.64

0.02 %(28.19)

Aaa / AA+AAA

0.480.48

3130A3J70 FHLB Note0.625% Due 11/23/2016

340,000.00 10/06/20150.42 %

340,792.20340,336.08

100.020.57 %

340,083.9847.22

0.09 %(252.10)

Aaa / AA+AAA

0.480.48

313371PV2 FHLB Note1.625% Due 12/9/2016

985,000.00 09/24/20150.50 %

998,327.05990,783.44

100.550.57 %

990,411.597,647.43

0.27 %(371.85)

Aaa / AA+AAA

0.530.52

313371PV2 FHLB Note1.625% Due 12/9/2016

335,000.00 10/09/20150.46 %

339,495.70337,034.83

100.550.57 %

336,840.492,600.90

0.09 %(194.34)

Aaa / AA+AAA

0.530.52

3130A0C65 FHLB Note0.625% Due 12/28/2016

3,220,000.00 Various0.65 %

3,217,727.593,219,559.65

99.980.66 %

3,219,417.188,553.13

0.88 %(142.47)

Aaa / AA+AAA

0.580.57

3137EADU0 FHLMC Note0.5% Due 1/27/2017

1,300,000.00 06/25/20150.61 %

1,297,830.301,299,100.00

99.880.68 %

1,298,502.402,238.89

0.35 %(597.60)

Aaa / AA+AAA

0.660.65

3137EADT3 FHLMC Note0.875% Due 2/22/2017

1,500,000.00 03/28/20160.72 %

1,502,085.001,501,684.46

100.120.71 %

1,501,837.503,609.38

0.41 %153.04

Aaa / AA+AAA

0.730.72


280,000.00 09/24/20150.55 %

281,282.40280,661.12

100.120.71 %

280,343.00673.76

0.08 %(318.12)

Aaa / AA+AAA

0.730.72


465,000.00 09/24/20150.55 %

467,129.70466,097.93

100.120.71 %

465,569.631,118.91

0.13 %(528.30)

Aaa / AA+AAA

0.730.72


175,000.00 09/24/20150.55 %

175,801.50175,413.20

100.120.71 %

175,214.38421.09

0.05 %(198.82)

Aaa / AA+AAA

0.730.72


75,000.00 09/24/20150.55 %

75,343.5075,177.09

100.120.71 %

75,091.88180.47

0.02 %(85.21)

Aaa / AA+AAA

0.730.72









Moody/S&P Fitch

MaturityDuration

AGENCY


340,000.00 10/05/20150.48 %

341,819.00340,958.42

100.120.71 %

340,416.50818.13

0.09 %(541.92)

Aaa / AA+AAA

0.730.72

3130A4FR8 FHLB Note0.75% Due 3/2/2017

980,000.00 09/28/20150.60 %

982,077.60981,096.58

100.020.72 %

980,218.541,817.09

0.27 %(878.04)

Aaa / AA+AAA

0.750.75

3137EADC0 FHLMC Note1% Due 3/8/2017

1,500,000.00 03/24/20160.71 %

1,504,098.001,503,338.50

100.210.73 %

1,503,102.003,458.33

0.41 %(236.50)

Aaa / AA+AAA

0.770.76

3133782N0 FHLB Note0.875% Due 3/10/2017

3,000,000.00 12/21/20150.89 %

2,999,490.002,999,671.86

100.140.70 %

3,004,134.005,906.25

0.82 %4,462.14

Aaa / AA+AAA

0.780.77

3135G0VM2 FNMA Callable Note 1X 3/14/140.75% Due 3/14/2017

1,200,000.00 09/24/20150.60 %

1,202,664.001,201,426.64

100.020.73 %

1,200,189.601,925.01

0.33 %(1,237.04)

Aaa / AA+AAA

0.790.78


340,000.00 10/06/20150.51 %

341,159.40340,635.40

100.020.73 %

340,053.72545.42

0.09 %(581.68)

Aaa / AA+AAA

0.790.78

3135G0JA2 FNMA Note1.125% Due 4/27/2017

980,000.00 09/24/20150.58 %

988,369.20984,778.80

100.310.78 %

983,016.441,041.26

0.27 %(1,762.36)

Aaa / AA+AAA

0.910.90

3137EADF3 FHLMC Note1.25% Due 5/12/2017

980,000.00 09/23/20150.64 %

989,648.11985,607.74

100.430.80 %

984,182.64646.52

0.27 %(1,425.10)

Aaa / AA+AAA

0.950.94


340,000.00 10/05/20150.56 %

343,757.00342,228.22

100.430.80 %

341,451.12224.31

0.09 %(777.10)

Aaa / AA+AAA

0.950.94

3130A1NN4 FHLB Note0.875% Due 5/24/2017

4,500,000.00 07/31/20150.66 %

4,517,320.504,509,391.79

100.070.80 %

4,503,361.50765.63

1.23 %(6,030.29)

Aaa / AA+AAA

0.980.97

313379FW4 FHLB Note1% Due 6/9/2017

460,000.00 09/24/20150.67 %

462,585.20461,553.36

100.190.81 %

460,874.462,197.77

0.13 %(678.90)

Aaa / AA+AAA

1.021.01

313379FW4 FHLB Note1% Due 6/9/2017

465,000.00 09/24/20150.67 %

467,613.30466,570.24

100.190.81 %

465,883.972,221.67

0.13 %(686.27)

Aaa / AA+AAA

1.021.01

313379FW4 FHLB Note1% Due 6/9/2017

55,000.00 09/24/20150.67 %

55,309.1055,185.73

100.190.81 %

55,104.56262.78

0.02 %(81.17)

Aaa / AA+AAA

1.021.01

313379FW4 FHLB Note1% Due 6/9/2017

335,000.00 10/07/20150.64 %

336,999.95336,227.38

100.190.81 %

335,636.841,600.56

0.09 %(590.54)

Aaa / AA+AAA

1.021.01

3137EADH9 FHLMC Note1% Due 6/29/2017

4,000,000.00 07/31/20150.68 %

4,024,296.004,013,738.88

100.230.78 %

4,009,252.0016,888.89

1.10 %(4,486.88)

Aaa / AA+AAA

1.081.07

3137EADJ5 FHLMC Note1% Due 7/28/2017

985,000.00 09/24/20150.65 %

991,284.30988,960.70

100.260.78 %

987,537.363,365.42

0.27 %(1,423.34)

Aaa / AA+AAA

1.161.15


340,000.00 10/05/20150.59 %

342,522.80341,616.43

100.260.78 %

340,875.841,161.67

0.09 %(740.59)

Aaa / AA+AAA

1.161.15

313370SZ2 FHLB Note2.25% Due 9/8/2017

910,000.00 09/24/20150.72 %

936,863.20927,502.56

101.770.85 %

926,098.814,720.64

0.25 %(1,403.75)

Aaa / AA+AAA

1.271.25

313370SZ2 FHLB Note2.25% Due 9/8/2017

55,000.00 09/24/20150.72 %

56,623.6056,057.85

101.770.85 %

55,973.01285.31

0.02 %(84.84)

Aaa / AA+AAA

1.271.25

3135G0PP2 FNMA Callable Note 1X 9/20/20131% Due 9/20/2017

985,000.00 09/24/20150.71 %

990,545.55988,644.49

100.200.84 %

987,007.431,942.64

0.27 %(1,637.06)

Aaa / AA+AAA

1.311.29









Moody/S&P Fitch

MaturityDuration

AGENCY


340,000.00 10/05/20150.67 %

342,196.40341,465.88

100.200.84 %

340,692.92670.56

0.09 %(772.96)

Aaa / AA+AAA

1.311.29

3133EEQX1 FFCB Note1% Due 9/25/2017

1,195,000.00 09/24/20150.75 %

1,201,010.851,198,981.20

100.140.89 %

1,196,668.222,190.83

0.33 %(2,312.98)

Aaa / AA+AAA

1.321.30


340,000.00 10/09/20150.70 %

341,972.00341,333.96

100.140.89 %

340,474.64623.33

0.09 %(859.32)

Aaa / AA+AAA

1.321.30

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

220,000.00 09/24/20150.75 %

220,585.20220,394.40

100.050.84 %

220,115.94187.15

0.06 %(278.46)

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

465,000.00 09/24/20150.75 %

466,236.90465,833.62

100.050.84 %

465,245.06395.57

0.13 %(588.56)

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

175,000.00 09/24/20150.75 %

175,465.50175,313.73

100.050.84 %

175,092.23148.87

0.05 %(221.50)

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

75,000.00 09/24/20150.75 %

75,199.5075,134.46

100.050.84 %

75,039.5363.80

0.02 %(94.93)

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

55,000.00 09/24/20150.75 %

55,146.3055,098.60

100.050.84 %

55,028.9946.79

0.02 %(69.61)

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

340,000.00 10/05/20150.67 %

341,400.80340,957.82

100.050.84 %

340,179.18289.24

0.09 %(778.64)

Aaa / AA+AAA

1.411.39

31331KR44 FFCB Note1.5% Due 11/8/2017

1,000,000.00 03/24/20160.88 %

1,009,880.001,008,814.29

100.850.90 %

1,008,534.00958.33

0.28 %(280.29)

Aaa / AA+AAA

1.441.42

3133EFWC7 FFCB Note0.875% Due 11/27/2017

210,000.00 01/29/20160.83 %

210,159.60210,130.23

99.950.91 %

209,891.6420.42

0.06 %(238.59)

Aaa / AA+AAA

1.491.48


70,000.00 02/01/20160.86 %

70,018.9070,015.37

99.950.91 %

69,963.886.81

0.02 %(51.49)

Aaa / AA+AAA

1.491.48

3130A3HF4 FHLB Note1.125% Due 12/8/2017

205,000.00 01/29/20160.84 %

206,059.85205,870.71

100.400.86 %

205,814.061,108.28

0.06 %(56.65)

Aaa / AA+AAA

1.521.50

3130A3HF4 FHLB Note1.125% Due 12/8/2017

65,000.00 01/29/20160.84 %

65,336.0565,276.08

100.400.86 %

65,258.12351.41

0.02 %(17.96)

Aaa / AA+AAA

1.521.50

3137EADN6 FHLMC Note0.75% Due 1/12/2018

860,000.00 09/25/20150.84 %

858,331.60858,820.28

99.800.87 %

858,296.342,490.41

0.23 %(523.94)

Aaa / AA+AAA

1.621.60


75,000.00 09/25/20150.84 %

74,854.5074,897.12

99.800.87 %

74,851.43217.19

0.02 %(45.69)

Aaa / AA+AAA

1.621.60


55,000.00 09/25/20150.84 %

54,893.3054,924.55

99.800.87 %

54,891.05159.27

0.02 %(33.50)

Aaa / AA+AAA

1.621.60


340,000.00 10/06/20150.76 %

339,928.60339,948.98

99.800.87 %

339,326.46984.58

0.09 %(622.52)

Aaa / AA+AAA

1.621.60

3135G0TG8 FNMA Note0.875% Due 2/8/2018

995,000.00 09/25/20150.89 %

994,684.59994,773.22

100.020.86 %

995,226.862,732.80

0.27 %453.64

Aaa / AA+AAA

1.691.67

3135G0TG8 FNMA Note0.875% Due 2/8/2018

340,000.00 10/06/20150.77 %

340,805.80340,582.84

100.020.86 %

340,077.52933.82

0.09 %(505.32)

Aaa / AA+AAA

1.691.67









Moody/S&P Fitch

MaturityDuration

AGENCY

313378A43 FHLB Note1.375% Due 3/9/2018

1,190,000.00 09/25/20150.93 %

1,202,804.401,199,298.22

100.770.93 %

1,199,220.123,727.02

0.33 %(78.10)

Aaa / AA+AAA

1.771.74

313378A43 FHLB Note1.375% Due 3/9/2018

335,000.00 10/07/20150.82 %

339,475.60338,286.27

100.770.93 %

337,595.581,049.20

0.09 %(690.69)

Aaa / AA+AAA

1.771.74

3130A7CX1 FHLB Note0.875% Due 3/19/2018

1,000,000.00 03/28/20160.91 %

999,400.00999,450.07

99.880.94 %

998,824.001,750.00

0.27 %(626.07)

Aaa / AA+AAA

1.801.78

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

460,000.00 09/25/20150.95 %

462,024.00461,497.81

100.330.95 %

461,501.90517.50

0.13 %4.09

Aaa / AA+AAA

1.901.87

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

465,000.00 09/25/20150.95 %

467,046.00466,514.09

100.330.95 %

466,518.23523.13

0.13 %4.14

Aaa / AA+AAA

1.901.87

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

55,000.00 09/25/20150.95 %

55,242.0055,179.09

100.330.95 %

55,179.5861.88

0.02 %0.49

Aaa / AA+AAA

1.901.87

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

335,000.00 10/09/20150.86 %

337,211.00336,662.30

100.330.95 %

336,093.78376.88

0.09 %(568.52)

Aaa / AA+AAA

1.901.87

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

750,000.00 09/25/20151.00 %

747,474.00748,112.59

99.860.95 %

748,920.75182.29

0.20 %808.16

Aaa / AA+AAA

1.971.95

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

175,000.00 09/25/20151.00 %

174,410.60174,559.60

99.860.95 %

174,748.1842.53

0.05 %188.58

Aaa / AA+AAA

1.971.95

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

75,000.00 09/25/20151.00 %

74,747.4074,811.26

99.860.95 %

74,892.0818.23

0.02 %80.82

Aaa / AA+AAA

1.971.95

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

340,000.00 10/06/20150.86 %

340,102.00340,077.21

99.860.95 %

339,510.7482.64

0.09 %(566.47)

Aaa / AA+AAA

1.971.95

3133EFSH1 FFCB Note1.17% Due 6/14/2018

170,000.00 12/15/20151.23 %

169,729.70169,778.57

100.331.00 %

170,566.61922.68

0.05 %788.04

Aaa / AA+AAA

2.042.00


55,000.00 12/15/20151.23 %

54,912.5554,928.36

100.331.00 %

55,183.32298.51

0.02 %254.96

Aaa / AA+AAA

2.042.00

3135G0E33 FNMA Note1.125% Due 7/20/2018

230,000.00 09/25/20151.01 %

230,704.96230,537.45

100.350.96 %

230,803.62941.57

0.06 %266.17

Aaa / AA+AAA

2.142.10

3135G0E33 FNMA Note1.125% Due 7/20/2018

340,000.00 10/08/20150.96 %

341,547.00341,192.07

100.350.96 %

341,187.961,391.88

0.09 %(4.11)

Aaa / AA+AAA

2.142.10

313375K48 FHLB Note2% Due 9/14/2018

300,000.00 11/19/20151.23 %

306,375.00305,190.44

102.340.96 %

307,022.401,283.33

0.08 %1,831.96

Aaa / AA+AAA

2.292.23

3135G0E58 FNMA Note1.125% Due 10/19/2018

230,000.00 09/23/20151.09 %

230,264.74230,205.47

100.340.98 %

230,774.64301.88

0.06 %569.17

Aaa / AA+AAA

2.392.34

3135G0E58 FNMA Note1.125% Due 10/19/2018

340,000.00 10/06/20150.97 %

341,591.20341,253.19

100.340.98 %

341,145.12446.25

0.09 %(108.07)

Aaa / AA+AAA

2.392.34

3133EFSJ7 FFCB Note1.3% Due 12/14/2018

170,000.00 12/15/20151.39 %

169,547.80169,615.58

100.591.06 %

170,999.431,025.19

0.05 %1,383.85

Aaa / AA+AAA

2.542.48


55,000.00 12/15/20151.39 %

54,853.7054,875.63

100.591.06 %

55,323.35331.68

0.02 %447.72

Aaa / AA+AAA

2.542.48









Moody/S&P Fitch

MaturityDuration

AGENCY

3137EADG1 FHLMC Note1.75% Due 5/30/2019

190,000.00 01/05/20161.48 %

191,725.20191,526.13

101.871.11 %

193,558.899.24

0.05 %2,032.76

Aaa / AA+AAA

3.002.92


70,000.00 02/01/20161.17 %

71,332.3871,202.68

101.871.11 %

71,311.173.40

0.02 %108.49

Aaa / AA+AAA

3.002.92


54,000.00 05/13/20161.02 %

55,183.6855,167.77

101.871.11 %

55,011.472.63

0.02 %(156.30)

Aaa / AA+AAA

3.002.92


150,000.00 05/13/20161.02 %

153,288.00153,243.82

101.871.11 %

152,809.657.29

0.04 %(434.17)

Aaa / AA+AAA

3.002.92

3137EADK2 FHLMC Note1.25% Due 8/1/2019

470,000.00 09/23/20151.32 %

468,702.33468,928.13

100.351.14 %

471,649.231,958.33

0.13 %2,721.10

Aaa / AA+AAA

3.173.08


175,000.00 09/23/20151.32 %

174,516.83174,600.90

100.351.14 %

175,614.08729.17

0.05 %1,013.18

Aaa / AA+AAA

3.173.08


75,000.00 09/23/20151.32 %

74,792.9374,828.96

100.351.14 %

75,263.18312.50

0.02 %434.22

Aaa / AA+AAA

3.173.08


55,000.00 09/23/20151.32 %

54,848.1554,874.57

100.351.14 %

55,193.00229.17

0.02 %318.43

Aaa / AA+AAA

3.173.08


340,000.00 10/07/20151.23 %

340,217.60340,181.21

100.351.14 %

341,193.061,416.67

0.09 %1,011.85

Aaa / AA+AAA

3.173.08

3135G0ZG1 FNMA Note1.75% Due 9/12/2019

275,000.00 02/01/20161.22 %

280,111.15279,651.93

101.821.18 %

280,001.701,056.08

0.08 %349.77

Aaa / AA+AAA

3.283.17

313380FB8 FHLB Note1.375% Due 9/13/2019

300,000.00 11/24/20151.48 %

298,863.00299,014.29

100.531.21 %

301,591.20893.75

0.08 %2,576.91

Aaa / AA+NR

3.293.19

3137EADM8 FHLMC Note1.25% Due 10/2/2019

995,000.00 09/23/20151.40 %

989,301.65990,247.25

100.151.20 %

996,460.662,038.37

0.27 %6,213.41

Aaa / AA+AAA

3.343.25


340,000.00 10/09/20151.33 %

338,912.00339,080.56

100.151.20 %

340,499.12696.53

0.09 %1,418.56

Aaa / AA+AAA

3.343.25

3135G0A78 FNMA Note1.625% Due 1/21/2020

415,000.00 01/05/20161.64 %

414,746.85414,769.52

101.491.21 %

421,166.492,435.24

0.12 %6,396.97

Aaa / AA+AAA

3.643.51

3135G0A78 FNMA Note1.625% Due 1/21/2020

195,000.00 01/05/20161.64 %

194,881.05194,891.70

101.491.21 %

197,897.511,144.27

0.05 %3,005.81

Aaa / AA+AAA

3.643.51

3135G0A78 FNMA Note1.625% Due 1/21/2020

260,000.00 02/08/20161.13 %

264,924.40264,543.77

101.491.21 %

263,863.341,525.69

0.07 %(680.43)

Aaa / AA+AAA

3.643.51

3135G0A78 FNMA Note1.625% Due 1/21/2020

195,000.00 12/15/20151.65 %

194,803.05194,824.03

101.491.21 %

197,897.511,144.27

0.05 %3,073.48

Aaa / AA+AAA

3.643.51

3135G0A78 FNMA Note1.625% Due 1/21/2020

65,000.00 12/15/20151.65 %

64,934.3564,941.34

101.491.21 %

65,965.84381.42

0.02 %1,024.50

Aaa / AA+AAA

3.643.51

3137EADR7 FHLMC Note1.375% Due 5/1/2020

280,000.00 02/01/20161.31 %

280,725.76280,671.29

100.401.27 %

281,123.36320.84

0.08 %452.07

Aaa / AA+AAA

3.923.80


545,000.00 05/27/20161.26 %

547,359.85547,359.85

100.401.27 %

547,186.54624.48

0.15 %(173.31)

Aaa / AA+AAA

3.923.80









Moody/S&P Fitch

MaturityDuration

AGENCY

3134G44G0 FHLMC Callable Note 1X 5/22/20151.5% Due 5/22/2020

400,000.00 02/22/20161.32 %

403,028.00402,840.78

100.661.33 %

402,654.80150.00

0.11 %(185.98)

Aaa / AA+AAA

3.983.85

3135G0D75 FNMA Note1.5% Due 6/22/2020

195,000.00 12/15/20151.76 %

192,812.10193,025.84

100.721.32 %

196,407.321,291.88

0.05 %3,381.48

Aaa / AA+AAA

4.063.90

3135G0D75 FNMA Note1.5% Due 6/22/2020

65,000.00 12/15/20151.76 %

64,270.7064,341.95

100.721.32 %

65,469.11430.63

0.02 %1,127.16

Aaa / AA+AAA

4.063.90

3135G0H55 FNMA Note1.875% Due 12/28/2020

685,000.00 05/27/20161.40 %

699,378.15699,378.15

102.011.42 %

698,789.055,458.60

0.19 %(589.10)

Aaa / AA+AAA

4.584.34

3130A7CV5 FHLB Note1.375% Due 2/18/2021

525,000.00 04/26/20161.48 %

522,448.50522,496.72

99.601.46 %

522,924.682,065.36

0.14 %427.96

Aaa / AA+AAA

4.724.53

3130A7CV5 FHLB Note1.375% Due 2/18/2021

75,000.00 04/26/20161.48 %

74,635.5074,642.39

99.601.46 %

74,703.53295.05

0.02 %61.14

Aaa / AA+AAA

4.724.53

3130A7CV5 FHLB Note1.375% Due 2/18/2021

65,000.00 04/26/20161.48 %

64,684.1064,690.07

99.601.46 %

64,743.06255.71

0.02 %52.99

Aaa / AA+AAA

4.724.53

3130A7CV5 FHLB Note1.375% Due 2/18/2021

375,000.00 05/27/20161.45 %

373,781.25373,781.25

99.601.46 %

373,517.631,475.26

0.10 %(263.62)

Aaa / AA+AAA

4.724.53

3130A7CV5 FHLB Note1.375% Due 2/18/2021

225,000.00 Various1.46 %

224,148.00224,154.89

99.601.46 %

224,110.58885.15

0.06 %(44.31)

Aaa / AA+AAA

4.724.53

3135G0J20 FNMA Note1.375% Due 2/26/2021

200,000.00 05/27/20161.45 %

199,346.00199,346.00

99.661.45 %

199,326.60725.69

0.05 %(19.40)

Aaa / AA+AAA

4.754.55

3135G0J20 FNMA Note1.375% Due 2/26/2021

465,000.00 05/27/20161.45 %

463,479.45463,479.45

99.661.45 %

463,434.351,687.24

0.13 %(45.10)

Aaa / AA+AAA

4.754.55

3135G0J20 FNMA Note1.375% Due 2/26/2021

75,000.00 05/27/20161.45 %

74,754.7574,754.75

99.661.45 %

74,747.48272.14

0.02 %(7.27)

Aaa / AA+AAA

4.754.55

Total Agency 62,711,000.00 0.79 %62,954,201.6562,865,454.05 0.82 %

62,871,563.87151,953.78

17.19 %6,109.82

Aaa / AA+Aaa

1.411.37

SUPRANATIONAL

459058DU4 Intl. Bank Recon & Development Note0.75% Due 12/15/2016

2,128,000.00 12/22/20150.89 %

2,125,063.362,126,377.49

100.000.74 %

2,128,072.357,359.33

0.58 %1,694.86

Aaa / AAAAAA

0.540.54

Total Supranational 2,128,000.00 0.89 %2,125,063.362,126,377.49 0.74 %

2,128,072.357,359.33

0.58 %1,694.86

Aaa / AAAAaa

0.540.54

US CORPORATE

191216AU4 Coca Cola Company Note1.8% Due 9/1/2016

1,700,000.00 12/21/20150.85 %

1,711,050.001,703,992.25

100.300.60 %

1,705,066.007,650.00

0.47 %1,073.75

Aa3 / AA-A+

0.250.25

91159HHB9 US Bancorp Callable Note Cont 10/14/20162.2% Due 11/15/2016

1,700,000.00 12/21/20150.96 %

1,716,949.001,707,739.49

100.531.03 %

1,709,015.101,662.22

0.47 %1,275.61

A1 / A+AA

0.460.45

459200GJ4 IBM Corp Note5.7% Due 9/14/2017

2,000,000.00 04/18/20160.90 %

2,133,040.002,122,509.06

105.921.05 %

2,118,382.0024,383.33

0.58 %(4,127.06)

Aa3 / AA-A+

1.291.24









Moody/S&P Fitch

MaturityDuration

US CORPORATE

68389XAN5 Oracle Corp Note1.2% Due 10/15/2017

1,000,000.00 09/28/20151.12 %

1,001,690.001,001,136.30

100.340.95 %

1,003,384.001,533.33

0.27 %2,247.70

A1 / AA-A+

1.381.36


190,000.00 10/08/20151.03 %

190,627.00190,430.44

100.340.95 %

190,642.96291.33

0.05 %212.52

A1 / AA-A+

1.381.36

02665WAQ4 American Honda Finance Note1.55% Due 12/11/2017

265,000.00 09/25/20151.29 %

266,468.10266,023.42

100.531.20 %

266,394.961,939.65

0.07 %371.54

A1 / A+NR

1.531.50


190,000.00 10/23/20151.14 %

191,634.00191,182.13

100.531.20 %

191,000.161,390.69

0.05 %(181.97)

A1 / A+NR

1.531.50

94974BFG0 Wells Fargo Corp Note1.5% Due 1/16/2018

1,240,000.00 09/24/20151.54 %

1,238,846.801,239,183.20

100.231.36 %

1,242,837.126,975.00

0.34 %3,653.92

A2 / AAA-

1.631.59


190,000.00 10/06/20151.41 %

190,383.80190,276.01

100.231.36 %

190,434.721,068.75

0.05 %158.71

A2 / AAA-

1.631.59

084670BH0 Berkshire Hathaway Note1.55% Due 2/9/2018

110,000.00 09/24/20151.26 %

110,739.20110,530.73

100.791.08 %

110,868.01530.44

0.03 %337.28

Aa2 / AAA+

1.701.66


250,000.00 09/28/20151.20 %

252,025.00251,453.76

100.791.08 %

251,972.751,205.55

0.07 %518.99

Aa2 / AAA+

1.701.66


45,000.00 09/28/20151.20 %

45,364.5045,261.68

100.791.08 %

45,355.10217.00

0.01 %93.42

Aa2 / AAA+

1.701.66

30231GAU6 Exxon Mobil Corp Note1.439% Due 3/1/2018

635,000.00 03/24/20161.16 %

638,390.90638,092.82

100.701.03 %

639,439.292,233.65

0.18 %1,346.47

Aaa / AA+NR

1.751.72

46623EKD0 JP Morgan Chase Callable Note Cont 2/1/20181.7% Due 3/1/2018

2,000,000.00 04/18/20161.45 %

2,008,840.002,008,290.85

100.211.58 %

2,004,142.008,500.00

0.55 %(4,148.85)

A3 / A-A+

1.751.71

166764AV2 Chevron Corp Note1.365% Due 3/2/2018

365,000.00 03/23/20161.26 %

365,711.75365,647.72

100.161.27 %

365,575.241,231.72

0.10 %(72.48)

Aa2 / AA-NR

1.751.72


260,000.00 09/24/20151.35 %

260,072.80260,051.60

100.161.27 %

260,409.76877.39

0.07 %358.16

Aa2 / AA-NR

1.751.72

808513AK1 Charles Schwab Corp Callable Note Cont 2/10/20181.5% Due 3/10/2018

140,000.00 12/15/20151.65 %

139,556.20139,644.88

100.591.14 %

140,827.12472.51

0.04 %1,182.24

A2 / AA

1.781.66

36962G6W9 General Electric Capital Corp Note1.625% Due 4/2/2018

165,000.00 01/29/20161.15 %

166,676.40166,425.00

101.051.05 %

166,724.25439.43

0.05 %299.25

A1 / AA+NR

1.841.80


190,000.00 11/19/20151.55 %

190,315.40190,245.29

101.051.05 %

191,985.50506.01

0.05 %1,740.21

A1 / AA+NR

1.841.80

037833AJ9 Apple Inc Note1% Due 5/3/2018

1,000,000.00 03/24/20161.02 %

999,560.00999,595.38

99.871.07 %

998,690.00777.78

0.27 %(905.38)

Aa1 / AA+NR

1.921.90


240,000.00 09/24/20151.24 %

238,533.60238,913.60

99.871.07 %

239,685.60186.67

0.07 %772.00

Aa1 / AA+NR

1.921.90


190,000.00 10/07/20151.09 %

189,561.10189,668.59

99.871.07 %

189,751.10147.78

0.05 %82.51

Aa1 / AA+NR

1.921.90









Moody/S&P Fitch

MaturityDuration

US CORPORATE

166764AE0 Chevron Corp Callable Note Cont 5/24/20181.718% Due 6/24/2018

1,000,000.00 03/23/20161.42 %

1,006,470.001,005,975.26

100.581.42 %

1,005,845.007,492.39

0.28 %(130.26)

Aa2 / AA-NR

2.071.93

24422ESX8 John Deere Capital Corp Note1.6% Due 7/13/2018

260,000.00 10/01/20151.47 %

260,904.80260,694.88

100.801.22 %

262,084.161,594.67

0.07 %1,389.28

A2 / ANR

2.122.07

89236TAY1 Toyota Motor Credit Corp Note2% Due 10/24/2018

240,000.00 09/25/20151.77 %

241,639.20241,285.92

101.421.40 %

243,402.24493.33

0.07 %2,116.32

Aa3 / AA-A

2.402.33

94974BFU9 Wells Fargo Corp Note2.125% Due 4/22/2019

60,000.00 05/13/20161.48 %

61,113.0061,099.45

101.341.65 %

60,801.96138.13

0.02 %(297.49)

A2 / AAA-

2.892.79

91159HHH6 US Bancorp Callable Note Cont 3/25/20192.2% Due 4/25/2019

160,000.00 01/05/20161.95 %

161,260.80161,107.90

101.981.48 %

163,171.04352.00

0.04 %2,063.14

A1 / A+AA

2.902.72


95,000.00 01/05/20161.95 %

95,748.6095,657.82

101.981.48 %

96,882.81209.00

0.03 %1,224.99

A1 / A+AA

2.902.72


190,000.00 02/08/20161.55 %

193,769.60193,403.33

101.981.48 %

193,765.61418.00

0.05 %362.28

A1 / A+AA

2.902.72


160,000.00 09/24/20151.71 %

162,646.40162,141.88

101.981.48 %

163,171.04352.00

0.04 %1,029.16

A1 / A+AA

2.902.72

30231GAG7 Exxon Mobil Corp Callable Note Cont 2/6/20201.912% Due 3/6/2020

1,000,000.00 05/19/20161.75 %

1,006,080.001,006,032.25

100.761.70 %

1,007,622.004,514.44

0.28 %1,589.75

Aaa / AA+NR

3.773.53


465,000.00 05/31/20161.73 %

468,045.75468,045.75

100.761.70 %

468,544.232,099.22

0.13 %498.48

Aaa / AA+NR

3.773.53


218,000.00 05/31/20161.73 %

219,427.90219,427.90

100.761.70 %

219,661.60984.15

0.06 %233.70

Aaa / AA+NR

3.773.53

46625HLW8 JP Morgan Chase Note2.75% Due 6/23/2020

285,000.00 04/26/20162.21 %

290,996.40290,873.14

101.882.26 %

290,367.693,439.79

0.08 %(505.45)

A3 / A-A+

4.073.78

46625HNX4 JP Morgan Chase Callable Note Cont 09/29/20202.55% Due 10/29/2020

200,000.00 05/05/20162.07 %

204,016.00203,953.95

100.982.31 %

201,950.60453.33

0.06 %(2,003.35)

A3 / A-A+

4.424.07


300,000.00 05/27/20162.24 %

303,852.00303,870.81

100.982.31 %

302,925.90680.00

0.08 %(944.91)

A3 / A-A+

4.424.07









Moody/S&P Fitch

MaturityDuration

US CORPORATE


350,000.00 05/27/20162.24 %

354,494.00354,515.94

100.982.31 %

353,413.56793.33

0.10 %(1,102.38)

A3 / A-A+

4.424.07


35,000.00 05/27/20162.24 %

35,449.4035,451.59

100.982.31 %

35,341.3679.33

0.01 %(110.23)

A3 / A-A+

4.424.07

94974BGR5 Wells Fargo Corp Note2.55% Due 12/7/2020

1,000,000.00 05/19/20162.21 %

1,014,540.001,014,450.78

101.832.12 %

1,018,309.0012,325.00

0.28 %3,858.22

A2 / AAA-

4.524.20

949746RS2 Wells Fargo Company Note2.5% Due 3/4/2021

690,000.00 04/26/20162.26 %

697,486.50697,354.43

101.352.20 %

699,288.784,168.75

0.19 %1,934.35

A2 / AAA-

4.764.44

Total US Corporate 20,773,000.00 1.38 %21,023,975.9020,991,637.18 1.34 %

21,009,131.32104,807.09

5.76 %17,494.14

A1 / A+AA-

2.061.97

TOTAL PORTFOLIO 365,545,044.11 0.36 %366,238,505.98366,156,471.54 0.36 %

366,169,977.16377,548.17

100.00 %13,505.62

Aaa / AA+Aaa

5.685.66

TOTAL MARKET VALUE PLUS ACCRUED 366,547,525.33


Transaction Ledger4/30/16 Thru 5/31/16


Transaction Type

Settlement Date CUSIP Quantity Security Description Price

Acq/DispYield Amount

Interest Pur/Sold Total Amount Gain/Loss

ACQUISITIONS

Purchase 05/06/2016 46625HNX4 200,000.00 JP Morgan Chase Callable Note Cont 09/29/20202.55% Due 10/29/2020

102.008 2.07 % 204,016.00 99.17 204,115.17 0.00

Purchase 05/16/2016 3137EADG1 54,000.00 FHLMC Note1.75% Due 5/30/2019

102.192 1.02 % 55,183.68 435.75 55,619.43 0.00

Purchase 05/16/2016 3137EADG1 150,000.00 FHLMC Note1.75% Due 5/30/2019

102.192 1.02 % 153,288.00 1,210.42 154,498.42 0.00

Purchase 05/18/2016 912796JB6 5,030,000.00 US Treasury Bill0.23% Due 7/14/2016

99.964 0.23 % 5,028,204.08 0.00 5,028,204.08 0.00


99.964 0.23 % 3,838,628.96 0.00 3,838,628.96 0.00


99.963 0.24 % 2,029,249.49 0.00 2,029,249.49 0.00

Purchase 05/18/2016 912828G87 3,072,000.00 US Treasury Note2.125% Due 12/31/2021

103.914 1.40 % 3,192,252.29 24,928.35 3,217,180.64 0.00

Purchase 05/18/2016 912828N30 960,000.00 US Treasury Note2.125% Due 12/31/2022

103.688 1.54 % 995,403.84 7,790.11 1,003,193.95 0.00

Purchase 05/18/2016 94974BFU9 60,000.00 Wells Fargo Corp Note2.125% Due 4/22/2019

101.855 1.48 % 61,113.00 92.08 61,205.08 0.00

Purchase 05/20/2016 30231GAG7 1,000,000.00 Exxon Mobil Corp Callable Note Cont 2/6/20201.912% Due 3/6/2020

100.608 1.75 % 1,006,080.00 3,930.22 1,010,010.22 0.00

Purchase 05/20/2016 94974BGR5 1,000,000.00 Wells Fargo Corp Note2.55% Due 12/7/2020

101.454 2.21 % 1,014,540.00 11,545.83 1,026,085.83 0.00

Purchase 05/31/2016 30231GAG7 218,000.00 Exxon Mobil Corp Callable Note Cont 2/6/20201.912% Due 3/6/2020

100.655 1.73 % 219,427.90 984.15 220,412.05 0.00


100.655 1.73 % 196,277.25 880.31 197,157.56 0.00


100.655 1.73 % 65,425.75 293.44 65,719.19 0.00


100.655 1.73 % 206,342.75 925.46 207,268.21 0.00

Purchase 05/31/2016 3130A7CV5 375,000.00 FHLB Note1.375% Due 2/18/2021

99.675 1.45 % 373,781.25 1,475.26 375,256.51 0.00


99.675 1.45 % 149,512.50 590.11 150,102.61 0.00

Page 1



Transaction Type




ACQUISITIONS

Purchase 05/31/2016 3135G0H55 460,000.00 FNMA Note1.875% Due 12/28/2020

102.099 1.40 % 469,655.40 3,665.63 473,321.03 0.00


102.099 1.40 % 76,574.25 597.65 77,171.90 0.00


102.099 1.40 % 153,148.50 1,195.32 154,343.82 0.00

Purchase 05/31/2016 3135G0J20 465,000.00 FNMA Note1.375% Due 2/26/2021

99.673 1.45 % 463,479.45 1,687.24 465,166.69 0.00


99.673 1.45 % 74,754.75 272.13 75,026.88 0.00


99.673 1.45 % 199,346.00 725.70 200,071.70 0.00

Purchase 05/31/2016 3137EADR7 75,000.00 FHLMC Note1.375% Due 5/1/2020

100.433 1.26 % 75,324.75 85.94 75,410.69 0.00


100.433 1.26 % 472,035.10 538.54 472,573.64 0.00


101.284 2.24 % 303,852.00 680.00 304,532.00 0.00


101.284 2.24 % 197,503.80 442.00 197,945.80 0.00


101.284 2.24 % 156,990.20 351.34 157,341.54 0.00


101.284 2.24 % 35,449.40 79.33 35,528.73 0.00

Purchase 05/31/2016 912828VA5 225,000.00 US Treasury Note1.125% Due 4/30/2020

99.657 1.21 % 224,227.32 213.23 224,440.55 0.00

Subtotal 21,484,000.00 21,691,067.66 65,714.71 21,756,782.37 0.00

TOTAL ACQUISITIONS 21,484,000.00 21,691,067.66 65,714.71 21,756,782.37 0.00

DISPOSITIONS

Sale 05/31/2016 3135G0E33 220,000.00 FNMA Note1.125% Due 7/20/2018

100.304 0.98 % 220,667.92 900.63 221,568.55 153.85

Page 2



Transaction Type




DISPOSITIONS


100.304 0.98 % 466,411.74 1,903.60 468,315.34 325.17


100.304 0.98 % 75,227.70 307.03 75,534.73 52.44


100.280 1.01 % 220,614.90 288.75 220,903.65 418.37


100.280 1.01 % 471,313.65 616.87 471,930.52 893.80


100.280 1.01 % 75,209.63 98.44 75,308.07 142.63

Sale 05/31/2016 3137EADK2 220,000.00 FHLMC Note1.25% Due 8/1/2019

100.317 1.15 % 220,697.62 916.67 221,614.29 1,199.35

Sale 05/31/2016 912828A34 225,000.00 US Treasury Note1.25% Due 11/30/2018

100.703 0.96 % 226,581.28 0.00 226,581.28 547.75


100.703 0.96 % 478,338.25 0.00 478,338.25 1,156.34


100.703 0.96 % 75,527.09 0.00 75,527.09 182.58

Sale 05/31/2016 912828TM2 575,000.00 US Treasury Note0.625% Due 8/31/2017

99.820 0.77 % 573,964.87 898.44 574,863.31 713.12

Sale 05/31/2016 912828UR9 195,000.00 US Treasury Note0.75% Due 2/28/2018

99.820 0.85 % 194,648.96 365.63 195,014.59 787.35

Sale 05/31/2016 912828VE7 225,000.00 US Treasury Note1% Due 5/31/2018

100.211 0.89 % 225,473.86 6.11 225,479.97 420.02


100.211 0.89 % 481,010.89 13.04 481,023.93 896.04


100.211 0.89 % 75,157.95 2.04 75,159.99 140.00

Sale 05/31/2016 912828VR8 380,000.00 US Treasury Note0.625% Due 8/15/2016

100.054 0.36 % 380,206.54 691.62 380,898.16 26.67

Subtotal 4,450,000.00 4,461,052.85 7,008.87 4,468,061.72 8,055.48

Maturity 05/03/2016 89233GE36 210,000.00 Toyota Motor Credit Discount CP0.54% Due 5/3/2016

99.862 210,000.00 0.00 210,000.00 0.00

Page 3



Transaction Type




DISPOSITIONS

Maturity 05/15/2016 91412GPX7 1,000,000.00 Univ of California CA Revenues TE-REV0.659% Due 5/15/2016

100.000 1,000,000.00 0.00 1,000,000.00 0.00

Subtotal 1,210,000.00 1,210,000.00 0.00 1,210,000.00 0.00

TOTAL DISPOSITIONS 5,660,000.00 5,671,052.85 7,008.87 5,678,061.72 8,055.48

Page 4

Accrued Interest. The interest that has accumulated on a bond since the last interest payment up to, but not including, the

settlement date.

Basis Point. Unit of interest rates or yields expressed as a percentage. One hundred basis points equal one percent.

Book Value. The value at which an asset is carried on a balance sheet. To calculate, take the cost of an asset adjusted for

the cumulative amortization of premium/discount recorded to date.

Book Yield. The yield that equates the current amortized value of the security to its periodic future cash flows.

Call Risk. This reflects the danger that a bond might be called or redeemed during a period of declining interest rates. When

high-yielding investments are called during periods of declining interest rates, investors must then reinvest the proceeds in

obligations that have lower yields. Fund managers can reduce this risk by holding issues with longer periods of call

protection.

Cost Value. The original price paid for the investment, excluding interest purchased.

Coupon Rate. The annual interest rate that a debt issuer promises to pay an investor.

Credit Risk. Reflects the possibility that the issuer will not make promised interest and principal payments on time or in full.

Treasury securities are considered to have no risk.

Discount. The amount which is deducted from the par value when purchasing a security that has a coupon rate lower than

the current market value.

Duration. The weighted average time to maturity of a bond where the weights are the present value of future cash flows.

Duration measures the price sensitivity of a bond to changes in interest rates.

Event Risk. This reflects the chance that a leveraged buyout, takeover, or other recapitalization would materially weaken the

claims of existing bondholders, sometimes to the benefit of stockholders. A classic example was the buyout of RJR Nabisco.

The company’s bond prices declined after its creditworthiness was downgraded to reflect a higher debt load.

Fixed Income Security. A debt instrument with a fixed or variable interest component and a maturity date.

Investment Definitions Exhibit #5

Page 1

Interest Pur/Sold. The accrued interest purchased or sold on the transaction. When a bond is purchased or sold between

coupon payment dates, the accrued interest up to the settlement date of the transaction is included in the net proceeds.

Interest Rate (or Market) Risk. The risk that the market value of the portfolio will rise or fall when interest rates fluctuate.

When interest rates rise, bond prices fall. The longer the maturity of the bond and the lower the coupon rate, the greater the

vulnerability to a change in interest rates.

Liquidity Risk. Esoteric securities and other thinly traded securities carry the danger of not being easily or quickly sold. This

means that the fund manager may have to accept a sub-optimal bid for securities if a competitive market does not exist and

the manager must liquidate the position on short notice.

Market Value. The current fair value of an investment, as determined by transactions between willing buyers and sellers.

Maturity Date. The date on which the principal or last principal payment on a debt is due and payable.

Money Market Security. A short-term debt instrument such as a treasury bill or commercial paper.

Mkt YTM (Market Yield to Maturity). The internal rate of return that equates the periodic future cash flows (interest

payments and redemption value) to the market price, assuming that all cash flows are invested at the same yield to maturity

rate.

Par Value/Units. The face value of a security which represents the amount to be paid by the issuer at maturity.

Premium. The amount above the par value which is paid to purchase a security that has a coupon rate higher than the

current market rate.

Reinvestment Risk. When interest rates fall, so do the rates at which bond interest payments can be reinvested. This

reduces realized yields, since the bondholder will earn less “interest on interest.” Zero-coupon bonds do not make periodic

interest payments, and as such, are not subject to reinvestment risk.

Yield. The internal rate of return on an investment. Yield encompasses the following factors: historical cost, coupon rate,

interest payments and their reinvestment and maturity date.


Page 2


DATE: August 11, 2016 TO: San Joaquin Hills Transportation Corridor Agency Board of Directors FROM: Daryn Martin, Manager of Treasury Operations SUBJECT: Investment Reports – as of June 30, 2016 STAFF RECOMMENDATION: Receive and file. BACKGROUND: The San Joaquin Hills Transportation Corridor Agency (SJHTCA) is required per section VII of its investment policy to render a quarterly report to the Board of Directors detailing the types of investments in the portfolio, the dollar amount invested in each category, the rate of interest in each category, the total portfolio yield, and on a monthly basis report on the transactions for the month. DISCUSSION: Compliance Enclosed are the investment reports for the SJHTCA for the quarter ended June 30, 2016. These investment reports reflect only assets held by the Trustee (Bank of New York-Mellon), which include the 1997 and 2014 indenture accounts and four non-indenture accounts. The remaining cash and investments that are held directly by the Agency total $3.8 million; $0.8 million in demand deposits and $3.0 million in money market fund investment. There is sufficient liquidity to meet the Agency’s anticipated expenditure requirements for the next six months. As of June 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy. Portfolio Update Since March 31, 2016, the book value of the portfolio increased by approximately $43.4 million to $381.7 million. The increase is primarily related to toll revenue transfers of $42.7 million, the


receipt of development impact fees of $3.4 million and interest earnings of $0.3 million. The increase is partially offset by toll operations related expenses of $2.6 million and planning, environmental and construction related expenditures of $0.4 million. In November 2014, the Agency refinanced the 1993 Bonds and a portion of the 1997 Bonds. In association with the 2014 refinancing, the Agency invested $155.6 million in Treasury Securities—State and Local Government Series, also known as SLGS, at a zero percent interest rate. SLGS are special purpose securities that are issued to state and local government entities, upon their request, to assist the Agency to comply with federal tax laws and Internal Revenue Service arbitrage regulations when the entity has cash proceeds to invest from their issuance of tax exempt bonds. As the Agency experienced such favorable conditions at the time of the refinancing, the purchase of SLGS was needed to comply with yield restrictions and tax arbitrage rebate requirements. This report focuses exclusively on the earnings generated by the Agency’s investment portfolio and does not reflect the positive financial impacts resulting from the savings generated by the bond refundings. The weighted average maturity of the SJHTCA portfolio, exclusive of the SLGS mentioned above, is 1.1 years. The weighted average book yield, also exclusive of the SLGS, increased to 0.69 percent as of June 30, 2016 from 0.64 percent at March 31, 2016. The resulting increase in yield is attributable to maturities and surplus revenue being reinvested at higher rates and longer maturities. The market value of the portfolio is $0.6 million or 0.2 percent higher than book value at June 30, 2016, while the market value including accrued interest is $1.0 million or 0.3 percent higher than the book value at June 30, 2016. Market values reported herein have been obtained by Chandler Asset Management from Interactive Data Corporation. These market values are compared for reasonableness with the market values provided by the Trustee. Credit Update To maintain safety, adherence to an investment policy strategy of purchasing only top-rated securities and diversification of security types and maturities is required. As shown in Exhibit 2, approximately 86 percent of the entire portfolio is invested in U.S. Treasuries, Agency bonds and Supranationals that are rated AA+ by Standard and Poor’s and Aaa by Moody’s. The remainder of the portfolio is primarily invested in money market investments and medium-term corporate notes, all rated in one of the three highest rating categories by at least two nationally recognized statistical rating agencies, and short-term commercial paper rated at least “A-1/P-1”, the highest rating by the two rating agencies noted above.


Economic Update The Federal Open Market Committee’s (“FOMC”) cautious stance in June seems to have been prudent. Just a week after the June FOMC meeting (during which the Committee voted to keep the fed funds rate unchanged), Britain unexpectedly voted to the leave the European Union. The outcome was a shock to the financial markets and prompted a broad selloff and a spike in volatility. The long-term implications of the Brexit vote with regard to global economic growth, global currencies, the stability of the European Union, and the global political climate are highly uncertain. Near term, financial market volatility is likely to remain elevated and interest rates may stay lower for longer. Concerns about global economic growth and a demand for “safe haven” assets, along with investors’ hunt for yield (particularly in light of negative rates in Europe and Japan), continues to drive demand for U.S. Treasury securities. With the impact of Brexit unknown and domestic economic data pointing to slow growth, the FOMC is likely to remain cautious and keep monetary policy on hold. Nonfarm payrolls were much stronger than expected in June, up 287,000 versus the consensus forecast of 180,000. However, May payrolls (which were already quite low) were revised down to 11,000 from 38,000. During the second quarter, payrolls increased by an average of 147,000 per month, compared to an average of 196,000 during the first quarter. Job growth has decelerated but remains consistent with slow domestic economic growth. The unemployment rate increased to 4.9 percent in June from 4.7 percent in May, as the participation rate increased to 62.7 percent from 62.6 percent. A broader measure of unemployment called the U-6, which includes those who are marginally attached to the labor force and employed part time for economic reasons, edged down to 9.6 percent from 9.7 percent. Wages inched up 0.1 percent in June, following growth of 0.2 percent in May. On a year-over-year basis, wages were up 2.6 percent in June. The Consumer Price Index (CPI) was up just 1.0 percent year-over-year in June, versus 1.1 percent in May. Core CPI (CPI less food and energy) was up 2.3 percent year-over-year in June, versus. 2.2 percent in May. The Personal Consumption Expenditures (PCE) index was up 0.9 percent year-over-year in May, versus 1.1 percent in April. Core PCE (excluding food and energy) was unchanged in May, but is up 1.6 percent year-over-year. Although Core CPI is trending above 2.0 percent, the Federal Reserve's primary inflation gauge is PCE which remains below the Fed's 2.0 percent target. Total housing starts rose 4.8 percent on a month-over-month basis in June. Single-family starts rose 4.4 percent in June while multi-family starts rose 5.4 percent. Housing starts tend to be volatile on a month-to-month basis and the data is subject to revision but the underlying trend remains favorable. According to the Case-Shiller 20-City home price index, home prices were up 5.4 percent year-over-year in April, versus up 5.5 percent year-over-year in March.


The global economy faces headwinds, but domestic economic data remains indicative of slow growth. Nonfarm payroll growth was lower in the second quarter than the first quarter, but remained high enough to absorb new entrants into the labor market. Consumer confidence remains strong and consumer spending has recently improved. Meanwhile, manufacturing trends have improved but remain soft. Inflation continues to run below the Federal Reserve’s long-term target. First quarter 2016 GDP grew 1.1 percent, following growth of 1.4 percent in the fourth quarter of 2015. The consensus forecast for GDP growth of 2.5 percent in the second quarter of 2016 and 2.2 percent in the third quarter of 2016. Exhibits


This report provides a summary of the SJHTCA total portfolio value by asset sector on a book value basis (historical cost adjusted for the cumulative amortization of premium/discount recorded to date), a market value basis (fair value based on quoted market prices) and a market value plus accrued interest basis. Also inclusive in this report is both book and market yield returns along with the percentage held within each sector based upon market value plus accrued interest.

2. Asset Sector Distribution Graphs – Market Value including Accrued Interest The pie charts are representations of the percentage of each asset sector in the portfolio based upon the market value plus accrued interest. The investment policy specifies percentage limitations on certain asset categories. At June 30, 2016, the Agency holdings were all below the maximum percentage limits.

3. Holdings Report – Non-Indenture Funds

This report provides a detailed description and the associated ratings of each fixed income security held in the Non-Indenture SJHTCA portfolio at June 30, 2016. This report includes all Agency security holdings including money market funds and cash. The report also includes an unrealized gain/loss position, average maturity and duration for each security. All of the Agency’s investments were rated at or above the minimum rating required per the Agency’s investment policy and debt agreements.

4. Holdings Report – Indenture Funds This report provides a detailed description and the associated ratings of each fixed income security held in the Indenture SJHTCA portfolio at June 30, 2016. This report includes all Agency security holdings including money market funds and cash. The report also includes an unrealized gain/loss position, average maturity and duration for each


security. All of the Agency’s investments were rated at or above the minimum rating required per the Agency’s investment policy and debt agreements.

5. Portfolio Composition by Fund – Indenture and Non-Indenture Funds

Several fund categories have been established both outside of the indenture and in accordance with indenture provisions. All bond proceeds allocated for construction have been disbursed. The construction and general reserve funds are unrestricted custody funds. The restricted custody funds are set aside for meeting current expenses. The debt service funds include net toll revenues transferred to cover debt service payments. The Senior and Junior debt service reserve funds requirements were funded at the time of the 2014 refinancing. An additional supplemental reserve was established with the refinancing and is being funded from surplus revenues. The use and occupancy fund is a reserve for operating emergencies. The enterprise fund includes revenue and expense accounts pertaining to the operation of the corridor. Net toll revenues for the current month are transferred to the appropriate debt service, reserve, and custody accounts at the beginning of the following month.

6. Transaction Ledger

This schedule details the SJHTCA investment transactions during the month.

7. Definitions This is a list of common terminology used to describe the Agency’s investment portfolio. Staff has provided this glossary to assist the Board in their review of the Agency’s investment practices.

BUDGET: N/A CONCLUSION: Enclosed are the quarterly investment reports for the San Joaquin Hills Transportation Corridor Agency (SJHTCA) as of June 30, 2016. As of June 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and SJHTCA Investment Policy. Attachments






US Treasury $85,527,411.72 0.55% $85,768,762.86 $49,486.78 $85,818,249.64 0.44% 22.43 %

Agency $60,457,963.46 0.80% $60,679,911.29 $143,064.21 $60,822,975.50 0.62% 15.90 %

Supranational $2,126,625.82 0.89% $2,130,289.73 $709.33 $2,130,999.06 0.51% 0.56 %

US Corporate $27,377,484.94 1.36% $27,502,300.02 $168,205.44 $27,670,505.46 1.20% 7.23 %

Total Portfolio Excluding SLGS $203,317,286.85 0.69 % $203,909,064.81 $361,465.76 $204,270,530.57 0.57 % 53.39 %

US Treas SLGS $178,358,074.00 0.00% $178,358,074.00 $0.00 $178,358,074.00 0.00% 46.61 %

Total Portfolio $381,675,360.85 0.37 % $382,267,138.81 $361,465.76 $382,628,604.57 0.30 % 100.00 %

Page 1

Sector Distribution - Market Value Including Accrued Interest Exhibit #2San Joaquin Hills Total Portfolio

San Joaquin Hills Total Portfolio

June 30, 2016

$382,628,604.57

March 31, 2016

$338,773,676.74

Page 1


San Joaquin Hills - Non-Indenture Funds Exhibit #3






Moody/S&P Fitch

MaturityDuration



5,052,513.32 Various0.01 %

5,052,513.325,052,513.32

1.000.01 %

5,052,513.320.00

7.47 %0.00

Aaa / AAANR

0.000.00


5,052,513.320.00

7.47 %0.00

Aaa / AAANR

0.000.00

COMMERCIAL PAPER


2,700,000.00 Various0.76 %

2,690,127.782,699,214.44

99.970.76 %

2,699,214.440.00

3.99 %0.00

P-1 / A-1F-1

0.040.04

74005HH21 Praxair Discount CP0.4% Due 8/2/2016

2,500,000.00 06/30/20160.41 %

2,499,083.332,499,111.11

99.960.41 %

2,499,111.110.00

3.69 %0.00

P-1 / A-1NR

0.090.09

21687AHC0 Rabobank Nederland NV NY Discount CP0.83% Due 8/12/2016

1,700,000.00 12/22/20150.85 %

1,690,867.691,698,353.83

99.900.85 %

1,698,353.830.00

2.51 %0.00

P-1 / A-1NR

0.120.12

89233GKH8 Toyota Motor Credit Discount CP0.82% Due 10/17/2016

1,000,000.00 03/24/20160.83 %

995,285.00997,540.00

99.750.83 %

997,540.000.00

1.47 %0.00

P-1 / A-1+F-1

0.300.30


7,894,219.380.00

11.67 %0.00

Aaa / AAAA

0.110.11

US TREASURY


1,500,000.00 12/09/20150.72 %

1,498,833.151,499,597.71

100.080.36 %

1,501,171.501,972.34

2.22 %1,573.79

Aaa / AA+AAA

0.290.29


550,000.00 02/27/20150.62 %

550,001.84550,000.14

100.110.45 %

550,595.651,293.78

0.82 %595.51

Aaa / AA+AAA

0.630.62

912828K66 US Treasury Note0.5% Due 4/30/2017

5,000,000.00 Various0.60 %

4,991,462.064,996,041.92

100.000.51 %

4,999,760.004,211.96

7.40 %3,718.08

Aaa / AA+AAA

0.830.83

912828TB6 US Treasury Note0.75% Due 6/30/2017

1,000,000.00 05/04/20150.68 %

1,001,487.731,000,691.89

100.230.52 %

1,002,305.0020.38

1.48 %1,613.11

Aaa / AA+AAA

1.001.00


1,000,000.00 05/04/20150.75 %

997,190.85998,582.15

100.090.55 %

1,000,898.002,088.99

1.48 %2,315.85

Aaa / AA+AAA

1.171.16


1,700,000.00 04/23/20150.75 %

1,700,138.511,700,071.16

100.240.57 %

1,704,117.402,148.10

2.52 %4,046.24

Aaa / AA+AAA

1.341.32


3,000,000.00 12/09/20151.07 %

2,979,150.682,984,345.51

100.270.59 %

3,008,202.007,520.38

4.46 %23,856.49

Aaa / AA+AAA

1.671.65


13,767,049.5519,255.93

20.37 %37,719.07

Aaa / AA+Aaa

1.051.04

AGENCY

3130A0C65 FHLB Note0.625% Due 12/28/2016

3,220,000.00 Various0.65 %

3,217,727.593,219,624.60

100.080.47 %

3,222,508.38167.71

4.76 %2,883.78

Aaa / AA+AAA

0.500.49









Moody/S&P Fitch

MaturityDuration

AGENCY


1,300,000.00 06/25/20150.61 %

1,297,830.301,299,214.52

99.990.51 %

1,299,932.402,780.56

1.93 %717.88

Aaa / AA+AAA

0.580.57


1,500,000.00 03/28/20160.72 %

1,502,085.001,501,491.48

100.240.50 %

1,503,583.504,703.13

2.23 %2,092.02

Aaa / AA+AAA

0.650.64


1,500,000.00 03/24/20160.71 %

1,504,098.001,502,977.65

100.330.52 %

1,504,918.504,708.33

2.23 %1,940.85

Aaa / AA+AAA

0.690.68

3133782N0 FHLB Note0.875% Due 3/10/2017

3,000,000.00 12/21/20150.89 %

2,999,490.002,999,706.59

100.290.46 %

3,008,583.008,093.75

4.46 %8,876.41

Aaa / AA+AAA

0.690.69

3130A1NN4 FHLB Note0.875% Due 5/24/2017

4,500,000.00 07/31/20150.66 %

4,517,320.504,508,591.79

100.270.57 %

4,512,204.004,046.88

6.67 %3,612.21

Aaa / AA+AAA

0.900.90


4,000,000.00 07/31/20150.68 %

4,024,296.004,012,683.91

100.410.59 %

4,016,272.00222.22

5.94 %3,588.09

Aaa / AA+AAA

1.000.99

31331KR44 FFCB Note1.5% Due 11/8/2017

1,000,000.00 03/24/20160.88 %

1,009,880.001,008,304.17

101.180.62 %

1,011,848.002,208.33

1.50 %3,543.83

Aaa / AA+AAA

1.361.34

3130A7CX1 FHLB Note0.875% Due 3/19/2018

1,000,000.00 03/28/20160.91 %

999,400.00999,475.17

100.350.67 %

1,003,517.002,479.17

1.49 %4,041.83

Aaa / AA+AAA

1.721.70

Total Agency 21,020,000.00 0.72 %21,072,127.3921,052,069.88 0.54 %

21,083,366.7829,410.08

31.20 %31,296.90

Aaa / AA+Aaa

0.840.83

SUPRANATIONAL

459058DU4 Intl. Bank Recon & Development Note0.75% Due 12/15/2016

2,128,000.00 12/22/20150.89 %

2,125,063.362,126,625.82

100.110.51 %

2,130,289.73709.33

3.15 %3,663.91

Aaa / AAAAAA

0.460.46


2,130,289.73709.33

3.15 %3,663.91

Aaa / AAAAaa

0.460.46

US CORPORATE

191216AU4 Coca Cola Company Note1.8% Due 9/1/2016

1,700,000.00 12/21/20150.85 %

1,711,050.001,702,659.76

100.180.71 %

1,703,124.6010,200.00

2.53 %464.84

Aa3 / AA-A+

0.170.17

91159HHB9 US Bancorp Callable Note Cont 10/14/20162.2% Due 11/15/2016

1,700,000.00 12/21/20150.96 %

1,716,949.001,705,991.86

100.351.25 %

1,706,029.904,778.89

2.53 %38.04

A1 / A+AA

0.380.37

459200GJ4 IBM Corp Note5.7% Due 9/14/2017

2,000,000.00 04/18/20160.90 %

2,133,040.002,114,612.25

105.640.98 %

2,112,772.0033,883.33

3.17 %(1,840.25)

Aa3 / AA-A+

1.211.16


1,000,000.00 09/28/20151.12 %

1,001,690.001,001,066.69

100.350.92 %

1,003,541.002,533.33

1.49 %2,474.31

A1 / AA-A+

1.291.28


1,000,000.00 09/24/20151.54 %

999,070.00999,377.60

100.561.13 %

1,005,600.006,875.00

1.50 %6,222.40

A2 / AAA-

1.551.51


635,000.00 03/24/20161.16 %

638,390.90637,947.13

100.880.90 %

640,617.852,995.12

0.95 %2,670.72

Aaa / AA+NR

1.671.64









Moody/S&P Fitch

MaturityDuration

US CORPORATE


2,000,000.00 04/18/20161.45 %

2,008,840.002,007,882.38

100.551.36 %

2,011,074.0011,333.33

2.99 %3,191.62

A3 / A-A+

1.671.63


365,000.00 03/23/20161.26 %

365,711.75365,617.36

100.551.03 %

367,004.581,646.91

0.54 %1,387.22

Aa2 / AA-NR

1.671.64


1,000,000.00 03/24/20161.02 %

999,560.00999,611.58

100.250.86 %

1,002,461.001,611.11

1.48 %2,849.42

Aa1 / AA+NR

1.841.82


1,000,000.00 03/23/20161.42 %

1,006,470.001,005,739.50

101.171.10 %

1,011,682.00334.06

1.50 %5,942.50

Aa2 / AA-NR

1.981.87

02665WAW1 American Honda Finance Note1.6% Due 7/13/2018

500,000.00 06/29/20161.00 %

506,040.00506,031.89

101.111.05 %

505,569.503,733.33

0.75 %(462.39)

A1 / A+NR

2.041.99

89236TCP8 Toyota Motor Credit Corp Note1.55% Due 7/13/2018

900,000.00 06/29/20160.99 %

910,206.00910,192.30

100.961.07 %

908,650.806,510.00

1.35 %(1,541.50)

Aa3 / AA-A

2.041.99

24422EQV4 John Deere Capital Corp Note5.75% Due 9/10/2018

1,400,000.00 Various1.05 %

1,542,236.001,542,058.13

110.221.03 %

1,543,080.0025,268.06

2.32 %1,021.87

A2 / AA

2.202.06


1,000,000.00 05/19/20161.75 %

1,006,080.001,005,903.46

101.881.38 %

1,018,774.006,107.78

1.51 %12,870.54

Aaa / AA+NR

3.683.45

94974BGR5 Wells Fargo Corp Note2.55% Due 12/7/2020

1,000,000.00 05/19/20162.21 %

1,014,540.001,014,191.08

102.911.86 %

1,029,140.001,700.00

1.52 %14,948.92

A2 / AAA-

4.444.18


17,569,121.23119,510.25

26.14 %50,238.26

A1 / A+A+

1.701.63

TOTAL PORTFOLIO 67,050,513.32 0.80 %67,403,206.3467,373,641.85 0.66 %

67,496,559.99168,885.59

100.00 %122,918.14

Aa1 / AAAaa

0.940.92




San Joaquin Hills - Indenture Funds Exhibit #4






Moody/S&P Fitch

MaturityDuration



14,482,043.21 Various0.01 %

14,482,043.2114,482,043.21

1.000.01 %

14,482,043.210.00

4.60 %0.00

Aaa / AAANR

0.000.00


14,482,043.210.00

4.60 %0.00

Aaa / AAANR

0.000.00

COMMERCIAL PAPER

06538BKS1 Bank of Tokyo Mitsubishi NY Discount CP0.75% Due 10/26/2016

400,000.00 06/28/20160.76 %

399,000.00399,025.00

99.760.76 %

399,025.000.00

0.13 %0.00

P-1 / A-1F-1

0.320.32

Total Commercial Paper 400,000.00 0.76 %399,000.00399,025.00 0.76 %

399,025.000.00

0.13 %0.00

Aaa / AAAA

0.320.32

US TREASURY


2,030,000.00 05/18/20160.24 %

2,029,249.492,029,828.83

99.990.24 %

2,029,828.830.00

0.64 %0.00

P-1 / A-1+F-1+

0.040.04


26,625,000.00 Various0.31 %

26,597,153.3226,622,085.37

99.990.31 %

26,622,085.370.00

8.45 %0.00

P-1 / A-1+F-1+

0.040.04


7,710,000.00 Various0.22 %

7,707,843.667,709,386.68

99.990.22 %

7,709,386.680.00

2.45 %0.00

P-1 / A-1+F-1+

0.040.04


10,900,000.00 Various0.23 %

10,895,248.4010,899,123.88

99.990.23 %

10,899,123.880.00

3.46 %0.00

P-1 / A-1+F-1+

0.040.04


710,000.00 09/24/20150.35 %

711,000.82710,177.83

100.030.30 %

710,235.011,186.54

0.23 %57.18

Aaa / AA+AAA

0.170.17


225,000.00 09/24/20150.35 %

225,317.16225,056.35

100.030.30 %

225,074.48376.02

0.07 %18.13

Aaa / AA+AAA

0.170.17


75,000.00 09/24/20150.35 %

75,105.7275,018.78

100.030.30 %

75,024.83125.34

0.02 %6.05

Aaa / AA+AAA

0.170.17


1,225,000.00 09/24/20150.37 %

1,226,583.201,225,387.65

100.040.35 %

1,225,455.701,539.62

0.39 %68.05

Aaa / AA+AAA

0.250.25


380,000.00 06/25/20150.52 %

381,916.12380,557.94

100.210.38 %

380,779.00281.63

0.12 %221.06

Aaa / AA+AAA

0.420.42


1,010,000.00 09/24/20150.48 %

1,013,514.711,011,453.74

100.170.44 %

1,011,676.603,496.16

0.32 %222.86

Aaa / AA+AAA

0.550.54


380,000.00 06/19/20150.51 %

382,212.99380,806.36

100.250.45 %

380,946.581,388.46

0.12 %140.22

Aaa / AA+AAA

0.590.58


600,000.00 02/27/20150.62 %

600,002.01600,000.15

100.110.45 %

600,649.801,411.40

0.19 %649.65

Aaa / AA+AAA

0.630.62


710,000.00 09/24/20150.50 %

711,194.96710,537.39

100.110.45 %

710,768.931,670.16

0.23 %231.54

Aaa / AA+AAA

0.630.62


225,000.00 09/24/20150.50 %

225,378.68225,170.30

100.110.45 %

225,243.68529.28

0.07 %73.38

Aaa / AA+AAA

0.630.62









Moody/S&P Fitch

MaturityDuration

US TREASURY


75,000.00 09/24/20150.50 %

75,126.2375,056.77

100.110.45 %

75,081.23176.43

0.02 %24.46

Aaa / AA+AAA

0.630.62

912828J35 US Treasury Note0.5% Due 2/28/2017

380,000.00 06/25/20150.60 %

379,362.99379,746.51

100.030.46 %

380,103.74635.05

0.12 %357.23

Aaa / AA+AAA

0.670.67


380,000.00 06/16/20150.69 %

379,526.27379,777.04

100.090.53 %

380,341.24201.16

0.12 %564.20

Aaa / AA+AAA

0.920.91


1,005,000.00 09/23/20150.63 %

1,004,964.111,004,980.36

100.090.53 %

1,005,902.49532.02

0.32 %922.13

Aaa / AA+AAA

0.920.91


1,005,000.00 09/24/20150.64 %

1,002,373.101,003,457.39

99.970.53 %

1,004,686.442,098.36

0.32 %1,229.05

Aaa / AA+AAA

1.081.08


1,000,000.00 09/24/20150.66 %

999,417.42999,646.70

100.090.55 %

1,000,898.002,088.98

0.32 %1,251.30

Aaa / AA+AAA

1.171.16


380,000.00 06/25/20150.89 %

377,581.74378,584.41

100.080.57 %

380,311.60201.16

0.12 %1,727.19

Aaa / AA+AAA

1.421.41


710,000.00 09/24/20150.76 %

709,891.45709,928.79

100.260.57 %

711,858.0714.46

0.23 %1,929.28

Aaa / AA+AAA

1.501.49


225,000.00 09/24/20150.76 %

224,965.60224,977.43

100.260.57 %

225,588.834.59

0.07 %611.40

Aaa / AA+AAA

1.501.49


75,000.00 09/24/20150.76 %

74,988.5374,992.48

100.260.57 %

75,196.281.53

0.02 %203.80

Aaa / AA+AAA

1.501.49


380,000.00 06/25/20150.95 %

379,259.09379,546.15

100.460.58 %

381,766.241,388.46

0.12 %2,220.09

Aaa / AA+AAA

1.591.57


1,010,000.00 09/23/20150.83 %

1,010,950.251,010,641.81

100.460.58 %

1,014,694.483,690.39

0.32 %4,052.67

Aaa / AA+AAA

1.591.57


65,000.00 12/15/20151.09 %

64,522.8764,638.65

100.270.59 %

65,177.71162.94

0.02 %539.06

Aaa / AA+AAA

1.671.65


380,000.00 06/25/20151.02 %

377,180.96378,205.90

100.270.59 %

381,038.92716.39

0.12 %2,833.02

Aaa / AA+AAA

1.751.74


1,010,000.00 09/23/20150.89 %

1,006,452.601,007,524.59

100.270.59 %

1,012,761.341,904.09

0.32 %5,236.75

Aaa / AA+AAA

1.751.74

912828XA3 US Treasury Note1% Due 5/15/2018

380,000.00 06/17/20151.09 %

379,036.43379,373.31

100.750.60 %

382,850.00485.33

0.12 %3,476.69

Aaa / AA+AAA

1.871.85


230,000.00 09/25/20150.99 %

230,072.64230,052.32

100.770.59 %

231,778.82194.80

0.07 %1,726.50

Aaa / AA+AAA

1.921.90


380,000.00 06/25/20151.10 %

383,118.46382,080.05

101.520.61 %

385,774.1014.20

0.12 %3,694.05

Aaa / AA+AAA

2.001.97


380,000.00 06/25/20151.26 %

379,823.15379,874.23

101.430.65 %

385,418.04402.32

0.12 %5,543.81

Aaa / AA+AAA

2.422.38


230,000.00 09/23/20151.06 %

231,339.44231,020.63

101.430.65 %

233,279.34243.51

0.07 %2,258.71

Aaa / AA+AAA

2.422.38









Moody/S&P Fitch

MaturityDuration

US TREASURY

912828SD3 US Treasury Note1.25% Due 1/31/2019

270,000.00 01/29/20161.00 %

271,983.72271,712.13

101.480.67 %

273,986.821,409.34

0.09 %2,274.69

Aaa / AA+AAA

2.592.53

912828UB4 US Treasury Note1% Due 11/30/2019

280,000.00 02/01/20161.20 %

277,868.12278,092.15

100.650.81 %

281,826.44237.16

0.09 %3,734.29

Aaa / AA+AAA

3.423.35


280,000.00 02/01/20161.27 %

278,327.51278,486.68

100.980.86 %

282,745.40533.75

0.09 %4,258.72

Aaa / AA+AAA

3.843.74


225,000.00 05/27/20161.22 %

224,227.32224,243.58

100.980.86 %

227,206.13428.91

0.07 %2,962.55

Aaa / AA+AAA

3.843.74


7,022,000.00 Various1.45 %

7,280,936.847,272,054.23

105.431.11 %

7,402,999.68405.48

2.35 %130,945.45

Aaa / AA+AAA

5.515.20

912828N30 US Treasury Note2.125% Due 12/31/2022

960,000.00 05/17/20161.54 %

995,403.84994,795.70

105.431.25 %

1,012,162.5655.43

0.32 %17,366.86

Aaa / AA+AAA

6.516.08


72,001,713.3130,230.85

22.87 %203,632.07

Aaa / AAAAaa

0.960.92

US TREAS SLGS


117,956,370.00 11/06/20140.00 %

117,956,370.00117,956,370.00

100.000.00 %

117,956,370.000.00

37.45 %0.00

Aaa / AA+AAA

10.5510.54


27,393,548.00 11/06/20140.00 %

27,393,548.0027,393,548.00

100.000.00 %

27,393,548.000.00

8.70 %0.00

Aaa / AA+AAA

10.5510.54


10,206,673.00 11/06/20140.00 %

10,206,673.0010,206,673.00

100.000.00 %

10,206,673.000.00

3.24 %0.00

Aaa / AA+AAA

10.5510.54


14,182,640.00 12/30/20150.00 %

14,182,640.0014,182,640.00

100.000.00 %

14,182,640.000.00

4.50 %0.00

Aaa / AA+AAA

10.5510.54


5,083,027.00 01/21/20160.00 %

5,083,027.005,083,027.00

100.000.00 %

5,083,027.000.00

1.61 %0.00

Aaa / AA+AAA

10.5510.54


3,535,816.00 06/27/20160.00 %

3,535,816.003,535,816.00

100.000.00 %

3,535,816.000.00

1.12 %0.00

Aaa / AA+AAA

10.5510.54

Total US Treas SLGS 178,358,074.00 N/A178,358,074.00178,358,074.00 0.00 %

178,358,074.000.00

56.63 %0.00

Aaa / AA+Aaa

10.5510.54

AGENCY

3135G0XP3 FNMA Note0.375% Due 7/5/2016

920,000.00 09/24/20150.34 %

920,248.40920,003.51

100.000.38 %

919,999.081,686.67

0.29 %(4.43)

Aaa / AA+AAA

0.010.01

3135G0XP3 FNMA Note0.375% Due 7/5/2016

75,000.00 09/24/20150.34 %

75,020.2575,000.29

100.000.38 %

74,999.93137.50

0.02 %(0.36)

Aaa / AA+AAA

0.010.01


640,000.00 09/25/20150.42 %

637,652.98639,693.86

99.950.42 %

639,693.860.00

0.20 %0.00

P-1 / A-1+F-1+

0.120.12


60,000.00 09/25/20150.42 %

59,779.9759,971.30

99.950.42 %

59,971.300.00

0.02 %0.00

P-1 / A-1+F-1+

0.120.12









Moody/S&P Fitch

MaturityDuration

AGENCY


220,000.00 09/25/20150.42 %

219,193.21219,894.77

99.950.42 %

219,894.770.00

0.07 %0.00

P-1 / A-1+F-1+

0.120.12


70,000.00 09/25/20150.42 %

69,743.2969,966.52

99.950.42 %

69,966.520.00

0.02 %0.00

P-1 / A-1+F-1+

0.120.12


980,000.00 09/25/20150.43 %

993,965.00982,307.47

100.230.46 %

982,292.226,860.00

0.31 %(15.25)

Aaa / AA+AAA

0.150.15


340,000.00 10/06/20150.33 %

345,015.00340,852.03

100.230.46 %

340,795.262,380.00

0.11 %(56.77)

Aaa / AA+AAA

0.150.15

3135G0ES8 FNMA Note1.375% Due 11/15/2016

980,000.00 09/24/20150.46 %

990,221.40983,345.04

100.340.45 %

983,377.081,721.81

0.31 %32.04

Aaa / AA+AAA

0.380.37

3135G0ES8 FNMA Note1.375% Due 11/15/2016

337,000.00 10/06/20150.41 %

340,589.05338,209.73

100.340.45 %

338,161.30592.09

0.11 %(48.43)

Aaa / AA+AAA

0.380.37

3130A3J70 FHLB Note0.625% Due 11/23/2016

390,000.00 09/28/20150.47 %

390,713.70390,244.33

100.050.49 %

390,209.43257.29

0.12 %(34.90)

Aaa / AA+AAA

0.400.40

3130A3J70 FHLB Note0.625% Due 11/23/2016

465,000.00 09/28/20150.47 %

465,850.95465,291.31

100.050.49 %

465,249.71306.77

0.15 %(41.60)

Aaa / AA+AAA

0.400.40

3130A3J70 FHLB Note0.625% Due 11/23/2016

75,000.00 09/28/20150.47 %

75,137.2575,046.99

100.050.49 %

75,040.2849.48

0.02 %(6.71)

Aaa / AA+AAA

0.400.40

3130A3J70 FHLB Note0.625% Due 11/23/2016

55,000.00 09/28/20150.47 %

55,100.6555,034.46

100.050.49 %

55,029.5436.28

0.02 %(4.92)

Aaa / AA+AAA

0.400.40

3130A3J70 FHLB Note0.625% Due 11/23/2016

340,000.00 10/06/20150.42 %

340,792.20340,277.26

100.050.49 %

340,182.58224.31

0.11 %(94.68)

Aaa / AA+AAA

0.400.40

313371PV2 FHLB Note1.625% Due 12/9/2016

520,000.00 09/24/20150.50 %

527,035.60522,565.96

100.500.49 %

522,594.28516.38

0.17 %28.32

Aaa / AA+AAA

0.440.44

313371PV2 FHLB Note1.625% Due 12/9/2016

465,000.00 09/24/20150.50 %

471,291.45467,294.56

100.500.49 %

467,319.89461.77

0.15 %25.33

Aaa / AA+AAA

0.440.44

313371PV2 FHLB Note1.625% Due 12/9/2016

335,000.00 10/09/20150.46 %

339,495.70336,710.13

100.500.49 %

336,671.32332.67

0.11 %(38.81)

Aaa / AA+AAA

0.440.44


280,000.00 09/24/20150.55 %

281,282.40280,585.29

100.240.50 %

280,668.92877.92

0.09 %83.63

Aaa / AA+AAA

0.650.64


465,000.00 09/24/20150.55 %

467,129.70465,972.00

100.240.50 %

466,110.891,457.97

0.15 %138.89

Aaa / AA+AAA

0.650.64


175,000.00 09/24/20150.55 %

175,801.50175,365.81

100.240.50 %

175,418.08548.70

0.06 %52.27

Aaa / AA+AAA

0.650.64


75,000.00 09/24/20150.55 %

75,343.5075,156.77

100.240.50 %

75,179.18235.16

0.02 %22.41

Aaa / AA+AAA

0.650.64


340,000.00 10/05/20150.48 %

341,819.00340,848.45

100.240.50 %

340,812.261,066.04

0.11 %(36.19)

Aaa / AA+AAA

0.650.64

3130A4FR8 FHLB Note0.75% Due 3/2/2017

980,000.00 09/28/20150.60 %

982,077.60980,975.42

100.180.47 %

981,811.042,429.59

0.31 %835.62

Aaa / AA+AAA

0.670.67









Moody/S&P Fitch

MaturityDuration

AGENCY


560,000.00 09/24/20150.60 %

561,243.20560,595.27

100.150.54 %

560,819.281,248.34

0.18 %224.01

Aaa / AA+AAA

0.700.70


465,000.00 09/24/20150.60 %

466,032.30465,494.28

100.150.54 %

465,680.301,036.56

0.15 %186.02

Aaa / AA+AAA

0.700.70


75,000.00 09/24/20150.60 %

75,166.5075,079.72

100.150.54 %

75,109.73167.19

0.02 %30.01

Aaa / AA+AAA

0.700.70


55,000.00 09/24/20150.60 %

55,122.1055,058.46

100.150.54 %

55,080.47122.60

0.02 %22.01

Aaa / AA+AAA

0.700.70


45,000.00 09/24/20150.60 %

45,099.9045,047.83

100.150.54 %

45,065.84100.31

0.01 %18.01

Aaa / AA+AAA

0.700.70


340,000.00 10/06/20150.51 %

341,159.40340,568.12

100.150.54 %

340,497.42757.92

0.11 %(70.70)

Aaa / AA+AAA

0.700.70

3135G0JA2 FNMA Note1.125% Due 4/27/2017

980,000.00 09/24/20150.58 %

988,369.20984,339.36

100.440.59 %

984,339.441,960.00

0.31 %0.08

Aaa / AA+AAA

0.820.82


460,000.00 09/23/20150.64 %

464,528.70462,400.76

100.580.58 %

462,645.46782.65

0.15 %244.70

Aaa / AA+AAA

0.870.86


465,000.00 09/23/20150.64 %

469,577.93467,426.86

100.580.58 %

467,674.22791.15

0.15 %247.36

Aaa / AA+AAA

0.870.86


55,000.00 09/23/20150.64 %

55,541.4855,287.05

100.580.58 %

55,316.3193.58

0.02 %29.26

Aaa / AA+AAA

0.870.86


340,000.00 10/05/20150.56 %

343,757.00342,032.33

100.580.58 %

341,955.34578.47

0.11 %(76.99)

Aaa / AA+AAA

0.870.86

313379FW4 FHLB Note1% Due 6/9/2017

460,000.00 09/24/20150.67 %

462,585.20461,426.86

100.390.58 %

461,796.30281.11

0.15 %369.44

Aaa / AA+AAA

0.940.94

313379FW4 FHLB Note1% Due 6/9/2017

465,000.00 09/24/20150.67 %

467,613.30466,442.37

100.390.58 %

466,815.83284.17

0.15 %373.46

Aaa / AA+AAA

0.940.94

313379FW4 FHLB Note1% Due 6/9/2017

55,000.00 09/24/20150.67 %

55,309.1055,170.60

100.390.58 %

55,214.7833.61

0.02 %44.18

Aaa / AA+AAA

0.940.94

313379FW4 FHLB Note1% Due 6/9/2017

335,000.00 10/07/20150.64 %

336,999.95336,127.44

100.390.58 %

336,308.18204.72

0.11 %180.74

Aaa / AA+AAA

0.940.94


390,000.00 09/24/20150.65 %

392,488.20391,456.00

100.430.60 %

391,668.811,657.50

0.12 %212.81

Aaa / AA+AAA

1.081.07


465,000.00 09/24/20150.65 %

467,966.70466,736.00

100.430.60 %

466,989.741,976.25

0.15 %253.74

Aaa / AA+AAA

1.081.07


75,000.00 09/24/20150.65 %

75,478.5075,280.00

100.430.60 %

75,320.93318.75

0.02 %40.93

Aaa / AA+AAA

1.081.07


55,000.00 09/24/20150.65 %

55,350.9055,205.33

100.430.60 %

55,235.35233.75

0.02 %30.02

Aaa / AA+AAA

1.081.07


340,000.00 10/05/20150.59 %

342,522.80341,500.69

100.430.60 %

341,454.861,445.00

0.11 %(45.83)

Aaa / AA+AAA

1.081.07









Moody/S&P Fitch

MaturityDuration

AGENCY

313370SZ2 FHLB Note2.25% Due 9/8/2017

910,000.00 09/24/20150.72 %

936,863.20926,358.49

101.870.67 %

927,041.576,426.89

0.30 %683.08

Aaa / AA+AAA

1.191.17

313370SZ2 FHLB Note2.25% Due 9/8/2017

55,000.00 09/24/20150.72 %

56,623.6055,988.70

101.870.67 %

56,029.99388.44

0.02 %41.29

Aaa / AA+AAA

1.191.17


985,000.00 09/24/20150.71 %

990,545.55988,412.17

100.470.61 %

989,643.292,763.47

0.32 %1,231.12

Aaa / AA+AAA

1.221.21


340,000.00 10/05/20150.67 %

342,196.40341,372.43

100.470.61 %

341,602.76953.89

0.11 %230.33

Aaa / AA+AAA

1.221.21


1,195,000.00 09/24/20150.75 %

1,201,010.851,198,730.04

100.400.68 %

1,199,758.493,186.67

0.38 %1,028.45

Aaa / AA+AAA

1.241.22


340,000.00 10/09/20150.70 %

341,972.00341,249.80

100.400.68 %

341,353.88906.67

0.11 %104.08

Aaa / AA+AAA

1.241.22

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

990,000.00 09/24/20150.75 %

992,633.40991,669.22

100.350.61 %

993,447.181,564.07

0.32 %1,777.96

Aaa / AA+AAA

1.321.31

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

340,000.00 10/05/20150.67 %

341,400.80340,900.97

100.350.61 %

341,183.88537.15

0.11 %282.91

Aaa / AA+AAA

1.321.31


210,000.00 01/29/20160.83 %

210,159.60210,122.73

100.340.63 %

210,713.58173.54

0.07 %590.85

Aaa / AA+AAA

1.411.40


70,000.00 02/01/20160.86 %

70,018.9070,014.43

100.340.63 %

70,237.8657.85

0.02 %223.43

Aaa / AA+AAA

1.411.40

3130A3HF4 FHLB Note1.125% Due 12/8/2017

205,000.00 01/29/20160.84 %

206,059.85205,823.06

100.680.65 %

206,403.23147.34

0.07 %580.17

Aaa / AA+AAA

1.441.43

3130A3HF4 FHLB Note1.125% Due 12/8/2017

65,000.00 01/29/20160.84 %

65,336.0565,260.97

100.680.65 %

65,444.9346.72

0.02 %183.96

Aaa / AA+AAA

1.441.43


990,000.00 09/25/20150.84 %

988,079.40988,712.47

100.170.64 %

991,696.863,485.62

0.32 %2,984.39

Aaa / AA+AAA

1.541.52


340,000.00 10/06/20150.76 %

339,928.60339,951.86

100.170.64 %

340,582.761,197.08

0.11 %630.90

Aaa / AA+AAA

1.541.52

3135G0TG8 FNMA Note0.875% Due 2/8/2018

920,000.00 09/25/20150.89 %

919,708.36919,801.12

100.510.56 %

924,691.083,197.64

0.29 %4,889.96

Aaa / AA+AAA

1.611.59

3135G0TG8 FNMA Note0.875% Due 2/8/2018

75,000.00 09/25/20150.89 %

74,976.2374,983.79

100.510.56 %

75,382.43260.68

0.02 %398.64

Aaa / AA+AAA

1.611.59

3135G0TG8 FNMA Note0.875% Due 2/8/2018

340,000.00 10/06/20150.77 %

340,805.80340,554.38

100.510.56 %

341,733.661,181.74

0.11 %1,179.28

Aaa / AA+AAA

1.611.59

313378A43 FHLB Note1.375% Due 3/9/2018

1,190,000.00 09/25/20150.93 %

1,202,804.401,198,864.44

101.170.68 %

1,203,877.785,090.55

0.38 %5,013.34

Aaa / AA+AAA

1.691.67

313378A43 FHLB Note1.375% Due 3/9/2018

335,000.00 10/07/20150.82 %

339,475.60338,132.81

101.170.68 %

338,906.771,433.06

0.11 %773.96

Aaa / AA+AAA

1.691.67

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

460,000.00 09/25/20150.95 %

462,024.00461,432.19

100.820.67 %

463,749.46948.76

0.15 %2,317.27

Aaa / AA+AAA

1.821.80









Moody/S&P Fitch

MaturityDuration

AGENCY

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

465,000.00 09/25/20150.95 %

467,046.00466,447.76

100.820.67 %

468,790.22959.06

0.15 %2,342.46

Aaa / AA+AAA

1.821.80

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

55,000.00 09/25/20150.95 %

55,242.0055,171.24

100.820.67 %

55,448.31113.44

0.02 %277.07

Aaa / AA+AAA

1.821.80

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

335,000.00 10/09/20150.86 %

337,211.00336,589.63

100.820.67 %

337,730.59690.94

0.11 %1,140.96

Aaa / AA+AAA

1.821.80

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

1,000,000.00 09/25/20151.00 %

996,632.00997,587.45

100.400.66 %

1,003,958.00972.22

0.32 %6,370.55

Aaa / AA+AAA

1.891.87

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

340,000.00 10/06/20150.86 %

340,102.00340,073.58

100.400.66 %

341,345.72330.56

0.11 %1,272.14

Aaa / AA+AAA

1.891.87


170,000.00 12/15/20151.23 %

169,729.70169,787.46

100.840.74 %

171,428.5193.93

0.05 %1,641.05

Aaa / AA+AAA

1.961.93


55,000.00 12/15/20151.23 %

54,912.5554,931.24

100.840.74 %

55,462.1730.39

0.02 %530.93

Aaa / AA+AAA

1.961.93

3135G0E33 FNMA Note1.125% Due 7/20/2018

175,000.00 09/25/20151.01 %

175,536.38175,393.38

100.880.69 %

176,539.83880.47

0.06 %1,146.45

Aaa / AA+AAA

2.052.02

3135G0E33 FNMA Note1.125% Due 7/20/2018

55,000.00 09/25/20151.01 %

55,168.5855,123.64

100.880.69 %

55,483.95276.72

0.02 %360.31

Aaa / AA+AAA

2.052.02

3135G0E33 FNMA Note1.125% Due 7/20/2018

340,000.00 10/08/20150.96 %

341,547.00341,146.46

100.880.69 %

342,991.661,710.63

0.11 %1,845.20

Aaa / AA+AAA

2.052.02

313375K48 FHLB Note2% Due 9/14/2018

300,000.00 11/19/20151.23 %

306,375.00305,003.74

102.830.70 %

308,504.401,783.33

0.10 %3,500.66

Aaa / AA+AAA

2.212.15

3135G0E58 FNMA Note1.125% Due 10/19/2018

230,000.00 09/23/20151.09 %

230,264.74230,198.13

100.920.72 %

232,113.24517.50

0.07 %1,915.11

Aaa / AA+AAA

2.302.27

3135G0E58 FNMA Note1.125% Due 10/19/2018

340,000.00 10/06/20150.97 %

341,591.20341,209.54

100.920.72 %

343,123.92765.00

0.11 %1,914.38

Aaa / AA+AAA

2.302.27


225,000.00 12/15/20151.39 %

224,401.50224,507.54

101.230.79 %

227,765.70138.12

0.07 %3,258.16

Aaa / AA+AAA

2.462.41


190,000.00 01/05/20161.48 %

191,725.20191,483.76

102.750.79 %

195,224.43286.32

0.06 %3,740.67

Aaa / AA+AAA

2.922.84


70,000.00 02/01/20161.17 %

71,332.3871,169.56

102.750.79 %

71,924.79105.49

0.02 %755.23

Aaa / AA+AAA

2.922.84


150,000.00 05/13/20161.02 %

153,288.00153,154.50

102.750.79 %

154,124.55226.04

0.05 %970.05

Aaa / AA+AAA

2.922.84


54,000.00 05/13/20161.02 %

55,183.6855,135.62

102.750.79 %

55,484.8481.38

0.02 %349.22

Aaa / AA+AAA

2.922.84


775,000.00 09/23/20151.32 %

772,860.24773,279.37

101.230.85 %

784,507.704,036.47

0.25 %11,228.33

Aaa / AA+AAA

3.093.01


340,000.00 10/07/20151.23 %

340,217.60340,177.04

101.230.85 %

344,171.121,770.83

0.11 %3,994.08

Aaa / AA+AAA

3.093.01









Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0ZG1 FNMA Note1.75% Due 9/12/2019

275,000.00 02/01/20161.22 %

280,111.15279,536.05

102.770.87 %

282,614.751,457.12

0.09 %3,078.70

Aaa / AA+AAA

3.203.10

313380FB8 FHLB Note1.375% Due 9/13/2019

300,000.00 11/24/20151.48 %

298,863.00299,038.72

101.480.90 %

304,449.601,237.50

0.10 %5,410.88

Aaa / AA+NR

3.213.12


690,000.00 09/23/20151.40 %

686,048.37686,784.06

101.190.88 %

698,193.752,132.29

0.22 %11,409.69

Aaa / AA+AAA

3.263.18


175,000.00 09/23/20151.40 %

173,997.78174,184.37

101.190.88 %

177,078.13540.80

0.06 %2,893.76

Aaa / AA+AAA

3.263.18


75,000.00 09/23/20151.40 %

74,570.4874,650.45

101.190.88 %

75,890.63231.77

0.02 %1,240.18

Aaa / AA+AAA

3.263.18


55,000.00 09/23/20151.40 %

54,685.0254,743.66

101.190.88 %

55,653.13169.97

0.02 %909.47

Aaa / AA+AAA

3.263.18


340,000.00 10/09/20151.33 %

338,912.00339,102.78

101.190.88 %

344,037.501,050.69

0.11 %4,934.72

Aaa / AA+AAA

3.263.18

3135G0A78 FNMA Note1.625% Due 1/21/2020

415,000.00 01/05/20161.64 %

414,746.85414,775.99

102.360.95 %

424,801.892,997.22

0.14 %10,025.90

Aaa / AA+AAA

3.563.43

3135G0A78 FNMA Note1.625% Due 1/21/2020

195,000.00 01/05/20161.64 %

194,881.05194,894.74

102.360.95 %

199,605.711,408.33

0.06 %4,710.97

Aaa / AA+AAA

3.563.43

3135G0A78 FNMA Note1.625% Due 1/21/2020

260,000.00 02/08/20161.13 %

264,924.40264,442.37

102.360.95 %

266,140.941,877.78

0.09 %1,698.57

Aaa / AA+AAA

3.563.43

3135G0A78 FNMA Note1.625% Due 1/21/2020

195,000.00 12/15/20151.65 %

194,803.05194,828.58

102.360.95 %

199,605.711,408.33

0.06 %4,777.13

Aaa / AA+AAA

3.563.43

3135G0A78 FNMA Note1.625% Due 1/21/2020

65,000.00 12/15/20151.65 %

64,934.3564,942.86

102.360.95 %

66,535.24469.44

0.02 %1,592.38

Aaa / AA+AAA

3.563.43


280,000.00 02/01/20161.31 %

280,725.76280,656.83

101.510.97 %

284,221.28641.67

0.09 %3,564.45

Aaa / AA+AAA

3.843.72


545,000.00 05/27/20161.26 %

547,359.85547,309.83

101.510.97 %

553,216.421,248.96

0.18 %5,906.59

Aaa / AA+AAA

3.843.72

3134G44G0 FHLMC Callable Note 1X 5/22/20151.5% Due 5/22/2020

400,000.00 02/22/20161.32 %

403,028.00402,781.52

102.020.97 %

408,099.60650.00

0.13 %5,318.08

Aaa / AA+AAA

3.903.77

3135G0D75 FNMA Note1.5% Due 6/22/2020

195,000.00 12/15/20151.76 %

192,812.10193,065.32

101.921.01 %

198,746.1573.13

0.06 %5,680.83

Aaa / AA+AAA

3.983.86

3135G0D75 FNMA Note1.5% Due 6/22/2020

65,000.00 12/15/20151.76 %

64,270.7064,355.11

101.921.01 %

66,248.7224.38

0.02 %1,893.61

Aaa / AA+AAA

3.983.86

3135G0H55 FNMA Note1.875% Due 12/28/2020

610,000.00 05/27/20161.40 %

622,803.90622,580.08

103.331.11 %

630,285.5595.32

0.20 %7,705.47

Aaa / AA+AAA

4.504.31

3135G0H55 FNMA Note1.875% Due 12/28/2020

75,000.00 05/27/20161.40 %

76,574.2576,546.73

103.331.11 %

77,494.1311.72

0.02 %947.40

Aaa / AA+AAA

4.504.31

3130A7CV5 FHLB Note1.375% Due 2/18/2021

665,000.00 04/26/20161.48 %

661,768.10661,884.14

101.181.11 %

672,841.683,378.11

0.21 %10,957.54

Aaa / AA+AAA

4.644.46









Moody/S&P Fitch

MaturityDuration

AGENCY

3130A7CV5 FHLB Note1.375% Due 2/18/2021

375,000.00 05/27/20161.45 %

373,781.25373,802.53

101.181.11 %

379,422.001,904.95

0.12 %5,619.47

Aaa / AA+AAA

4.644.46

3130A7CV5 FHLB Note1.375% Due 2/18/2021

225,000.00 Various1.46 %

224,148.00224,169.60

101.181.11 %

227,653.201,142.97

0.07 %3,483.60

Aaa / AA+AAA

4.644.46

3135G0J20 FNMA Note1.375% Due 2/26/2021

740,000.00 05/27/20161.45 %

737,580.20737,621.96

101.041.15 %

747,666.403,532.98

0.24 %10,044.44

Aaa / AA+AAA

4.664.48

Total Agency 39,296,000.00 0.84 %39,491,531.0639,405,893.58 0.67 %

39,596,544.51113,654.13

12.61 %190,650.93

Aaa / AA+Aaa

1.671.63

US CORPORATE


190,000.00 10/08/20151.03 %

190,627.00190,404.28

100.350.92 %

190,672.79481.33

0.06 %268.51

A1 / AA-A+

1.291.28


230,000.00 09/25/20151.29 %

231,274.20230,839.96

100.830.97 %

231,906.01198.05

0.07 %1,066.05

A1 / A+NR

1.451.43


35,000.00 09/25/20151.29 %

35,193.9035,127.82

100.830.97 %

35,290.0530.14

0.01 %162.23

A1 / A+NR

1.451.43


190,000.00 10/23/20151.14 %

191,634.00191,117.97

100.830.97 %

191,574.53163.61

0.06 %456.56

A1 / A+NR

1.451.43


240,000.00 09/24/20151.54 %

239,776.80239,850.62

100.561.13 %

241,344.001,650.00

0.08 %1,493.38

A2 / AAA-

1.551.51


190,000.00 10/06/20151.41 %

190,383.80190,262.52

100.561.13 %

191,064.001,306.25

0.06 %801.48

A2 / AAA-

1.551.51


110,000.00 09/24/20151.26 %

110,739.20110,504.96

101.160.82 %

111,276.77672.53

0.04 %771.81

Aa2 / AAA+

1.611.58


250,000.00 09/28/20151.20 %

252,025.00251,383.04

101.160.82 %

252,901.751,528.47

0.08 %1,518.71

Aa2 / AAA+

1.611.58


45,000.00 09/28/20151.20 %

45,364.5045,248.95

101.160.82 %

45,522.32275.13

0.01 %273.37

Aa2 / AAA+

1.611.58


260,000.00 09/24/20151.35 %

260,072.80260,049.26

100.551.03 %

261,427.921,173.14

0.08 %1,378.66

Aa2 / AA-NR

1.671.64


105,000.00 12/15/20151.65 %

104,667.15104,745.99

100.940.91 %

105,986.48485.63

0.03 %1,240.49

A2 / AA

1.691.58


35,000.00 12/15/20151.65 %

34,889.0534,915.33

100.940.91 %

35,328.83161.88

0.01 %413.50

A2 / AA

1.691.58


165,000.00 01/29/20161.15 %

166,676.40166,360.82

101.420.81 %

167,341.68662.86

0.05 %980.86

A1 / AA+NR

1.761.72


190,000.00 11/19/20151.55 %

190,315.40190,234.07

101.420.81 %

192,696.48763.30

0.06 %2,462.41

A1 / AA+NR

1.761.72









Moody/S&P Fitch

MaturityDuration

US CORPORATE


240,000.00 09/24/20151.24 %

238,533.60238,959.82

100.250.86 %

240,590.64386.67

0.08 %1,630.82

Aa1 / AA+NR

1.841.82


190,000.00 10/07/20151.09 %

189,561.10189,682.57

100.250.86 %

190,467.59306.11

0.06 %785.02

Aa1 / AA+NR

1.841.82


260,000.00 10/01/20151.47 %

260,904.80260,668.78

101.011.10 %

262,619.241,941.33

0.08 %1,950.46

A2 / ANR

2.041.99

084664BY6 Berkshire Hathaway Note2% Due 8/15/2018

310,000.00 06/28/20160.91 %

317,077.30317,059.04

102.210.95 %

316,847.282,342.22

0.10 %(211.76)

Aa2 / AAA+

2.132.07


210,000.00 06/28/20161.14 %

230,949.60230,897.32

110.221.03 %

231,462.003,790.20

0.07 %564.68

A2 / AA

2.202.06


240,000.00 09/25/20151.77 %

241,639.20241,241.32

101.941.15 %

244,662.24893.33

0.08 %3,420.92

Aa3 / AA-A

2.322.26

94974BFU9 Wells Fargo Corp Note2.125% Due 4/22/2019

60,000.00 05/13/20161.48 %

61,113.0061,068.25

102.151.34 %

61,291.86244.38

0.02 %223.61

A2 / AAA-

2.812.72


160,000.00 01/05/20161.95 %

161,260.80161,075.36

102.561.25 %

164,095.84645.33

0.05 %3,020.48

A1 / A+AA

2.822.64


95,000.00 01/05/20161.95 %

95,748.6095,638.50

102.561.25 %

97,431.91383.17

0.03 %1,793.41

A1 / A+AA

2.822.64


190,000.00 02/08/20161.55 %

193,769.60193,304.16

102.561.25 %

194,863.81766.33

0.06 %1,559.65

A1 / A+AA

2.822.64


40,000.00 09/24/20151.71 %

40,661.6040,519.86

102.561.25 %

41,023.96161.33

0.01 %504.10

A1 / A+AA

2.822.64


265,000.00 Various1.39 %

271,031.60270,703.60

102.561.25 %

271,783.741,068.83

0.09 %1,080.14

A1 / A+AA

2.822.64


75,000.00 Various1.42 %

76,664.4076,555.76

102.561.25 %

76,919.93302.50

0.02 %364.17

A1 / A+AA

2.822.64

89236TBP9 Toyota Motor Credit Corp Note2.125% Due 7/18/2019

335,000.00 06/28/20161.24 %

343,833.95343,818.27

102.671.23 %

343,959.243,223.21

0.11 %140.97

Aa3 / AA-A

3.052.93


218,000.00 05/31/20161.73 %

219,427.90219,397.40

101.881.38 %

222,092.731,331.50

0.07 %2,695.33

Aaa / AA+NR

3.683.45


465,000.00 05/31/20161.73 %

468,045.75467,980.67

101.881.38 %

473,729.912,840.12

0.15 %5,749.24

Aaa / AA+NR

3.683.45

46625HLW8 JP Morgan Chase Callable Note Cont 5/23/20202.75% Due 6/23/2020

285,000.00 04/26/20162.21 %

290,996.40290,756.70

103.041.95 %

293,673.12174.17

0.09 %2,916.42

A3 / A-A+

3.983.76









Moody/S&P Fitch

MaturityDuration

US CORPORATE

46625HLW8 JP Morgan Chase Callable Note Cont 5/23/20202.75% Due 6/23/2020

145,000.00 06/28/20161.86 %

149,816.90149,810.19

103.041.95 %

149,412.6488.61

0.05 %(397.55)

A3 / A-A+

3.983.76

458140AQ3 Intel Corp Note2.45% Due 7/29/2020

590,000.00 06/09/20161.57 %

610,756.20610,474.49

103.991.44 %

613,554.576,103.22

0.20 %3,080.08

A1 / A+A+

4.083.85

713448DC9 Pepsico Inc. Callable Note Cont 9/14/20202.15% Due 10/14/2020

300,000.00 06/07/20161.60 %

306,768.00306,678.01

102.801.46 %

308,386.801,379.58

0.10 %1,708.79

A1 / AA

4.294.00


200,000.00 05/05/20162.07 %

204,016.00203,880.05

102.172.01 %

204,338.00878.33

0.07 %457.95

A3 / A-A+

4.334.00


685,000.00 05/27/20162.24 %

693,795.40693,672.18

102.172.01 %

699,857.653,008.30

0.22 %6,185.47

A3 / A-A+

4.334.00

92826CAB8 Visa Inc Note2.2% Due 12/14/2020

300,000.00 06/07/20161.71 %

306,360.00306,279.94

103.111.48 %

309,324.30311.67

0.10 %3,044.36

A1 / A+NR

4.464.24


460,000.00 06/09/20161.69 %

470,207.40470,078.92

103.111.48 %

474,297.26477.89

0.15 %4,218.34

A1 / A+NR

4.464.24


65,000.00 06/09/20161.69 %

66,442.3566,424.20

103.111.48 %

67,020.2767.53

0.02 %596.07

A1 / A+NR

4.464.24


405,000.00 Various1.70 %

413,808.75413,697.87

103.111.48 %

417,587.81420.75

0.13 %3,889.94

A1 / A+NR

4.464.24

949746RS2 Wells Fargo Company Note2.5% Due 3/4/2021

690,000.00 04/26/20162.26 %

697,486.50697,233.15

102.541.93 %

707,550.845,606.26

0.23 %10,317.69

A2 / AAA-

4.684.37


9,933,178.7948,695.19

3.17 %74,576.82

A1 / A+A+

3.152.98

TOTAL PORTFOLIO 313,771,117.21 0.27 %314,375,386.09314,301,719.00 0.23 %

314,770,578.82192,580.17

100.00 %468,859.82

Aaa / AA+Aaa

6.516.48



Exhibit #5

SECURITY TYPE

CONSTRUCTION &

GENERAL RESERVE

FUNDS

MAINTENANCE

& OPERATIONS

FUNDS

CURRENT

EXPENSE

RESERVE FUND

DEBT SERVICE

FUNDS

DEBT SERVICE

RESERVE

FUNDS

USE &

OCCUPANCY

FUND

ENTERPRISE

FUND

MONEY MARKET/CASH 3,281,337 1,749,037 22,139 255,217 97,516 34,359 14,094,951 19,534,557

COMMERCIAL PAPER 7,894,219 - - - 399,025 - - 8,293,244

US TREASURY 13,767,050 - - 53,645,758 11,686,065 4,419,979 2,249,911 85,768,763

US TREASURY SLGS - - - - 178,358,074 - - 178,358,074

US AGENCY 17,860,858 - 3,222,508 - 29,916,038 8,822,219 858,287 60,679,911

SUPRANATIONAL 2,130,290 - - - - - - 2,130,290

US CORPORATE 17,569,121 - - - 7,740,691 2,075,557 116,930 27,502,300

MUNICIPAL BONDS - - - - - - - -

TOTAL PORTFOLIO 62,502,875 1,749,037 3,244,647 53,900,975 228,197,410 15,352,115 17,320,079 382,267,139

ACCRUED INTEREST 168,718 - 168 461 147,498 41,484 3,137 361,466

TOTAL COMBINED PORTFOLIO 62,671,593 1,749,037 3,244,815 53,901,436 228,344,908 15,393,599 17,323,216 382,628,605

NON-INDENTURE FUNDS INDENTURE FUNDS

SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY

PORTFOLIO COMPOSITION BY FUND

INDENTURE AND NON-INDENTURE FUNDS

JUNE 30, 2016

TOTAL

MARKET VALUE



Transaction Type




ACQUISITIONS

Purchase 06/10/2016 458140AQ3 40,000.00 Intel Corp Note2.45% Due 7/29/2020

103.518 1.57 % 41,407.20 356.61 41,763.81 0.00


103.518 1.57 % 207,036.00 1,783.06 208,819.06 0.00


103.518 1.57 % 62,110.80 534.91 62,645.71 0.00


103.518 1.57 % 196,684.20 1,693.91 198,378.11 0.00


103.518 1.57 % 103,518.00 891.52 104,409.52 0.00

Purchase 06/10/2016 713448DC9 300,000.00 Pepsico Inc. Callable Note Cont 9/14/20202.15% Due 10/14/2020

102.256 1.60 % 306,768.00 1,003.33 307,771.33 0.00

Purchase 06/10/2016 92826CAB8 180,000.00 Visa Inc Note2.2% Due 12/14/2020

102.120 1.71 % 183,816.00 1,936.00 185,752.00 0.00


102.120 1.71 % 306,360.00 3,226.66 309,586.66 0.00


102.219 1.69 % 229,992.75 2,420.00 232,412.75 0.00


102.219 1.69 % 194,216.10 2,043.56 196,259.66 0.00


102.219 1.69 % 66,442.35 699.11 67,141.46 0.00


102.219 1.69 % 204,438.00 2,151.11 206,589.11 0.00


102.219 1.69 % 71,553.30 752.89 72,306.19 0.00


99.987 0.21 % 2,679,639.58 0.00 2,679,639.58 0.00

Purchase 06/27/2016 S353480$3 3,535,816.00 US Treasury SLGSDue 1/15/2027 100.000 3,535,816.00 0.00 3,535,816.00 0.00

Purchase 06/28/2016 06538BKS1 300,000.00 Bank of Tokyo Mitsubishi NY Discount CP0.75% Due 10/26/2016

99.750 0.76 % 299,250.00 0.00 299,250.00 0.00

Purchase 06/28/2016 06538BKS1 100,000.00 Bank of Tokyo Mitsubishi NY Discount CP0.75% Due 10/26/2016

99.750 0.76 % 99,750.00 0.00 99,750.00 0.00

Purchase 06/29/2016 084664BY6 70,000.00 Berkshire Hathaway Note2% Due 8/15/2018

102.283 0.91 % 71,598.10 521.11 72,119.21 0.00

Purchase 06/29/2016 084664BY6 240,000.00 Berkshire Hathaway Note2% Due 8/15/2018

102.283 0.91 % 245,479.20 1,786.67 247,265.87 0.00

Purchase 06/29/2016 24422EQV4 170,000.00 John Deere Capital Corp Note5.75% Due 9/10/2018

109.976 1.14 % 186,959.20 3,013.96 189,973.16 0.00

Page 1



Transaction Type




ACQUISITIONS


109.976 1.14 % 43,990.40 709.17 44,699.57 0.00

Purchase 06/29/2016 46625HLW8 80,000.00 JP Morgan Chase Callable Note Cont 5/23/20202.75% Due 6/23/2020

103.322 1.86 % 82,657.60 36.67 82,694.27 0.00

Purchase 06/29/2016 46625HLW8 65,000.00 JP Morgan Chase Callable Note Cont 5/23/20202.75% Due 6/23/2020

103.322 1.86 % 67,159.30 29.79 67,189.09 0.00

Purchase 06/29/2016 89236TBP9 70,000.00 Toyota Motor Credit Corp Note2.125% Due 7/18/2019

102.637 1.24 % 71,845.90 665.24 72,511.14 0.00

Purchase 06/29/2016 89236TBP9 265,000.00 Toyota Motor Credit Corp Note2.125% Due 7/18/2019

102.637 1.24 % 271,988.05 2,518.42 274,506.47 0.00

Purchase 06/29/2016 91159HHH6 175,000.00 US Bancorp Callable Note Cont 3/25/20192.2% Due 4/25/2019

102.596 1.26 % 179,543.00 684.44 180,227.44 0.00

Purchase 06/29/2016 91159HHH6 45,000.00 US Bancorp Callable Note Cont 3/25/20192.2% Due 4/25/2019

102.596 1.26 % 46,168.20 176.00 46,344.20 0.00

Purchase 06/30/2016 02665WAW1 500,000.00 American Honda Finance Note1.6% Due 7/13/2018

101.208 1.00 % 506,040.00 3,711.11 509,751.11 0.00


110.115 1.07 % 528,552.00 8,586.67 537,138.67 0.00


110.101 1.08 % 320,393.91 5,205.67 325,599.58 0.00


110.221 1.03 % 693,290.09 11,252.11 704,542.20 0.00

Purchase 06/30/2016 74005HH21 2,500,000.00 Praxair Discount CP0.4% Due 8/2/2016

99.963 0.41 % 2,499,083.33 0.00 2,499,083.33 0.00

Purchase 06/30/2016 89236TCP8 900,000.00 Toyota Motor Credit Corp Note1.55% Due 7/13/2018

101.134 0.99 % 910,206.00 6,471.25 916,677.25 0.00

Subtotal 15,255,816.00 15,513,752.56 64,860.95 15,578,613.51 0.00


DISPOSITIONS

Maturity 06/01/2016 313384XP9 300,000.00 FHLB Discount Note0.27% Due 6/1/2016

100.000 300,000.00 0.00 300,000.00 0.00

Maturity 06/09/2016 313384XX2 470,000.00 FHLB Discount Note0.33% Due 6/9/2016

100.000 470,000.00 0.00 470,000.00 0.00

Page 2



Transaction Type




DISPOSITIONS


100.000 390,000.00 0.00 390,000.00 0.00


100.000 130,000.00 0.00 130,000.00 0.00


100.000 305,000.00 0.00 305,000.00 0.00


100.000 100,000.00 0.00 100,000.00 0.00

Maturity 06/15/2016 89233GFF8 1,000,000.00 Toyota Motor Credit Discount CP0.489% Due 6/15/2016

99.889 1,000,000.00 0.00 1,000,000.00 0.00

Maturity 06/27/2016 31315PJ42 700,000.00 FAMCA Note0.6% Due 6/27/2016

100.000 700,000.00 0.00 700,000.00 0.00

Subtotal 3,395,000.00 3,395,000.00 0.00 3,395,000.00 0.00

TOTAL DISPOSITIONS 3,395,000.00 3,395,000.00 0.00 3,395,000.00 0.00

Page 3


settlement date.








protection.














Page 1














rate.










Page 2

X SAN JOAQUIN HILLS BOARD OF DIRECTORS File No. 2016J-052 X FOOTHILL/EASTERN BOARD OF DIRECTORS

BOARD MEETING DATE: August 11, 2016

SUBJECT: Pacifica Building Boardroom Expansion Project – Contract Amendment

STAFF RECOMMENDATION:


1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No. K001095 withWright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project.

2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the originalcontract value ($81,763) without further Board action.


1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No. K001095 withWright Construction Services in the amount of $12,177 for the Pacifica Building Boardroom Expansion Project.

2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the originalcontract value ($81,763) without further Board action.

SUMMARY:


CONTRACTOR/CONSULTANT: Wright Construction Services

BUDGET: SJH: $12,177 F/E: $12,177

REPORT WRITTEN BY: Kurt Machtolf, Facilities Manager (949) 790-7726

REVIEWED BY:

SUBMITTED BY:



Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Kurt Machtolf, Facilities Manager SUBJECT: Pacifica Building Boardroom Expansion Project – Contract Amendment STAFF RECOMMENDATION:

San Joaquin Hills Transportation Corridor Agency Recommendation: 1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No.


2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of

the original contract value ($81,763) without further Board action. Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Change Order No. 2 to Contract No.


2. Authorize the CEO to execute additional amendments to this contract up to 5 percent ($4,088) of the original contract value ($81,763) without further Board action.

BACKGROUND: To improve the efficiency of conducting the monthly business of the Foothill/Eastern Transportation Corridor Agency and San Joaquin Hills Transportation Corridor Agency (collectively, TCA), the two Boards of Directors approved the concept of convening joint monthly Board Meetings. The two Boards of Directors also directed staff to develop plans and obtain bids to modify the TCA boardroom and expand the dais to accommodate the Joint Board Meetings. Wright Construction was subsequently awarded the construction contract for the project.

Boardroom Project – Contract Amendment File No. 2016J-052 Page 2 of 2

DISCUSSION The project, with its original scope of work, is currently in progress and on target to be completed by the September 7th deadline. However, additional change order costs for dais millwork features and audio visual options to further improve the boardroom is outside of the original scope of work and will exceed the project contingency and require authorization for a contract change order. The further improvement items include an additional graphics work station with audio visual controls, an additional ceiling mounted 50” flat screen monitor, dais USB charger outlets, and millwork adjustments to the sharp edge of the dais desk top. The initial project contingency covered Change Order No. 1 for additional millwork. Change Order No. 2 is funded by the remaining contingency and this additional request. The replenishment of the project contingency is also requested to address conditions that may be uncovered since this work involves modifying an existing facility. The costs for the additional work will be shared equally between the Agencies. BUDGET: Funding for this contract amendment and the additional contingency funds are included in the FY17 budget. CONCLUSION: To support conducting joint meetings of the Boards, the two Boards of Directors awarded a contract to Wright Construction Services to expand the Agencies’ boardroom dais. Staff has identified millwork and audio/visual improvements that fall outside the contracted scope of work but would be beneficial to the Board members and staff in conducting the meetings. Staff is requesting the Boards’ approval for an amendment to the contract in the amount of $24,354 and to replenish the project contingency.

PROCUREMENT SUMMARY REPORT File No. 2016J-052 Contract #: K001095 Change Order #: 2 Title: Boardroom Expansion Project Contractor: Wright Construction Services, Irvine, CA Subcontractors: Sturgill Associates, Glendale, CA Image Works, Chino Hills, CA Three-Wire Electric, Inc., Menifee, CA Moen Woodworks, Inc., San Clemente, CA Procurement Process Type: Negotiated Amendment Award Criteria: Additional Work Price: Not-to-Exceed $24,354 Notes: Staff identified the need for additional dais millwork features and audio-visual options to further improve TCA’s boardroom. This additional work is outside the contract’s original scope of work, exceeds the project contingency, and requires an additional change order for additional funding. These items include an additional graphics work station with audio visual controls, an additional ceiling mounted 50” flat screen monitor, protective low return walls at the ends of the dais, USB charger outlets, and millwork adjustments to the sharp edge of the dais desk top. The total cost of this extra work is $24,354. The costs will be shared equally between the Agencies. Contract No. K001095 Compensation:

F/ETCA SJHTCA TOTAL DESCRIPTION Original NTE Amount $81,762.50 $81,762.50 $163,525.00 Change Order No. 1 $18,670.97 $18,670.97 $37,341.94 Millwork & TV Monitors Current NTE Amount $100,433.47 $100,433.47 $200,866.94 Proposed Change Order No. 2 $12,177.00 $12,177.00 $24,354.00 Additional Millwork &

Audio/Visual Options Revised NTE Amount $112,610.47 $112,610.47 $225,220.94


DATE: August 11, 2016 TO: Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Daryn Martin, Manager of Treasury Operations SUBJECT: Investment Reports – May 31, 2016 STAFF RECOMMENDATION: Receive and file. BACKGROUND: The Foothill/Eastern Transportation Corridor Agency (F/ETCA) issues a monthly report to the Board of Directors detailing the types of investments in the portfolio, the dollar amount invested in each category, the rate of interest in each category, the total portfolio yield, and the transactions for the month. DISCUSSION: Compliance Enclosed are the investment reports for the F/ETCA for the month ended May 31, 2016. These investment reports reflect only assets held by the Trustee (Bank of New York-Mellon), which include 2013 and 2015 indenture accounts and five non-indenture accounts. As of May 31, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy. Portfolio Update Since April 30, 2016, the book value of the portfolio increased by approximately $15.2 million to $556.7 million. The increase in May is primarily due to toll revenue transfers of $14.1 million, the receipt of development impact fees of $3.0 million and interest earnings of $0.5 million. The increase is partially offset by toll operations related expenses of $1.4 million and planning, environmental and construction related expenditures of $1.0 million.

F/E Investment Reports File No. 2016F-003 August 11, 2016 Page 2

This report focuses exclusively on the earnings generated by the Agency’s investment portfolio and does not reflect the positive financial impacts resulting from the savings generated by the bond refunding. The weighted average maturity of the F/ETCA portfolio is 1.2 years. The weighted average book yield increased 5 basis points to 0.82 percent on May 31, 2016 from 0.77 percent at April 30, 2016. The market value of the portfolio is $0.5 million or 0.1 percent higher than book value at May 31, 2016, while the market value including accrued interest is $1.7 million or 0.3 percent higher than the book value at May 31, 2016. Market values reported herein have been obtained by Chandler Asset Management from Interactive Data Corporation. These market values are compared for reasonableness with the market values provided by the Trustee. Credit Update To maintain safety, adherence to an investment policy strategy of purchasing only top-rated securities and diversification of security types and maturities is required. As shown in Exhibit 2, approximately 81 percent of the entire portfolio is invested in U.S. Treasuries, Agency bonds and Supranationals that are generally rated AA+ by Standard and Poor’s and Aaa by Moody’s. The remainder of the portfolio is primarily invested in money market investments and medium-term corporate notes, all rated in one of the three highest rating categories by at least two nationally recognized statistical rating agencies, and short-term commercial paper rated at least “A-1/P-1”, the highest rating by the two rating agencies noted above. Economic Update The Federal Open Market Committee (FOMC) voted unanimously to keep the fed funds rate unchanged at a range of 0.25 percent to 0.50 percent at the June 14-15 meeting. The FOMC made some minor changes to their economic projections. For 2016, they revised their GDP and inflation forecasts but their median fed funds rate projection was unchanged at 0.9 percent, which still implies two rate hikes before year-end. Looking further ahead, the FOMC’s median fed funds rate projection for 2018 is now just 2.4 percent, down from the 3.0 percent median projection in March. Nonfarm payrolls rose just 38,000 in May, much lower than the consensus forecast of 160,000. In addition, March and April payrolls were revised down by a combined total of 59,000. The unemployment rate declined to 4.7 percent from 5.0 percent. However, the participation rate declined to 62.6 percent in May from 62.8 percent in April. On a year-over-year basis, wages were up 2.5 percent in May. On a trailing three-month basis, payrolls increased by an average of 116,000 per month, compared to 200,000 on a trailing twelve-month basis.


The Consumer Price Index (CPI) was up just 1.0 percent year-over-year in May, vs. 1.1 percent in April. Core CPI (CPI less food and energy) was up 2.2 percent year-over-year in May, vs. 2.1 percent in April. The Personal Consumption Expenditures (PCE) index was up 1.1 percent year-over-year in April, vs. up 0.8 percent in March. Core PCE (excluding food and energy) was unchanged in April, up 1.6 percent year-over-year. Although Core CPI is trending above 2.0 percent, the FOMC's primary inflation gauge is PCE which remains below the Fed's 2.0 percent target. Total housing starts slipped 0.3 percent on a month-over-month basis in May, but were up 9.5 percent on a year-over-year basis. Month-over-month, single-family starts rose 0.3 percent in May while multi-family starts declined 1.2 percent. However, year-over-year, single-family starts were up 10.1 percent in May and multi-family starts were up 8.4 percent. According to the Case-Shiller 20-City home price index, home prices were up 5.4 percent year-over-year in March, unchanged from February. Market participants are forecasting a modest rebound in GDP growth to 2.5 percent in the second quarter of 2016. Exhibits


This report provides a summary of the F/ETCA total portfolio value by asset sector on a book value basis (historical cost adjusted for the cumulative amortization of premium/discount recorded to date), a market value basis (fair value based on quoted market prices) and a market value plus accrued interest basis. Also included in this report are both book and market yield returns along with the percentage held within each sector based upon market value plus accrued interest.

2. Asset Sector Distribution Graphs – Market Value including Accrued Interest The pie charts are representations of the percentage of each asset sector in the portfolio based upon the market value plus accrued interest. The investment policy specifies percentage limitations on certain asset categories. At May 31, 2016, the Agency holdings were all below the maximum percentage limits.

3. Holdings Report – Total Portfolio This report provides a detailed description and the associated ratings of each fixed income security held in the F/ETCA portfolio at May 31, 2016. This report includes all Agency security holdings including money market funds and cash. The report also includes an unrealized gain/loss position, average maturity and duration for each security.


All of the Agency’s investments were rated at or above the minimum rating required per the Agency’s investment policy and debt agreements.

4. Transaction Ledger This schedule details the F/ETCA investment transactions during the month.

5. Investment Definitions

This is a list of common terminology used to describe the agency’s investment portfolio. Staff has provided this glossary to assist the Board in their review of the agency’s investment practices.

BUDGET: N/A CONCLUSION: Enclosed are the monthly investment reports for the Foothill/Eastern Transportation Corridor Agency (F/ETCA) as of May 31, 2016. As of May 31, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy.


Foothill/Eastern Total Portfolio Exhibit #1




US Treasury $202,630,530.77 0.65% $202,796,808.86 $304,346.77 $203,101,155.63 0.57% 36.37 %

Agency $245,724,159.76 0.88% $245,987,865.90 $698,963.72 $246,686,829.62 0.83% 44.17 %

Supranational $5,105,671.83 1.41% $5,106,488.00 $12,859.17 $5,119,347.17 1.41% 0.92 %

US Corporate $63,155,118.92 1.44% $63,213,970.13 $228,164.25 $63,442,134.38 1.38% 11.36 %

Total Portfolio $556,711,444.77 0.82 % $557,201,096.38 $1,244,333.91 $558,445,430.29 0.76 % 100.00 %

Page 1

Sector Distribution - Market Value Including Accrued Interest Exhibit #2Foothill/Eastern Total Portfolio

Foothill/Eastern Total Portfolio

May 31, 2016

$558,445,430.29

April 30, 2016

$543,885,584.39

Page 1








Moody/S&P Fitch

MaturityDuration



23,722,588.86 Various0.01 %

23,722,588.8623,722,588.86

1.000.01 %

23,722,588.860.00

4.25 %0.00

Aaa / AAANR

0.000.00

99TCASH$1 Bank of New York Cash 89,309.08 Various0.00 %

89,309.0889,309.08

1.000.00 %

89,309.080.00

0.02 %0.00

NR / NRNR

0.000.00


23,811,897.940.00

4.26 %0.00

Aaa / AAANR

0.000.00

COMMERCIAL PAPER

06538BFF5 Bank of Tokyo Mitsubishi NY Discount CP0.54% Due 6/15/2016

1,500,000.00 03/23/20160.55 %

1,498,110.001,499,685.00

99.980.55 %

1,499,685.000.00

0.27 %0.00

P-1 / A-1F-1

0.040.04

30229AG52 Exxon Mobil Discount CP0.38% Due 7/5/2016

2,500,000.00 05/19/20160.39 %

2,498,786.112,499,102.78

99.960.39 %

2,499,102.780.00

0.45 %0.00

P-1 / A-1+NR

0.100.10

06538BG64 Bank of Tokyo Mitsubishi NY Discount CP0.54% Due 7/6/2016

120,000.00 04/26/20160.55 %

119,872.20119,937.00

99.950.55 %

119,937.000.00

0.02 %0.00

P-1 / A-1F-1

0.100.10

89233GGD2 Toyota Motor Credit Discount CP0.78% Due 7/13/2016

1,200,000.00 12/16/20150.79 %

1,194,540.001,198,908.00

99.910.79 %

1,198,908.000.00

0.21 %0.00

P-1 / A-1+F-1

0.120.12


1,000,000.00 03/23/20160.67 %

997,910.00999,193.33

99.920.67 %

999,193.330.00

0.18 %0.00

P-1 / A-1F-1

0.120.12

06538BH22 Bank of Tokyo Mitsubishi NY Discount CP0.56% Due 8/2/2016

2,000,000.00 05/19/20160.57 %

1,997,666.671,998,071.11

99.900.57 %

1,998,071.110.00

0.36 %0.00

P-1 / A-1F-1

0.170.17

21687AJF1 Rabobank Nederland NV NY Discount CP0.84% Due 9/15/2016

1,000,000.00 03/23/20160.86 %

995,893.33997,526.66

99.750.86 %

997,526.660.00

0.18 %0.00

P-1 / A-1NR

0.290.29


2,000,000.00 03/23/20160.86 %

1,991,786.671,995,053.34

99.750.86 %

1,995,053.340.00

0.36 %0.00

P-1 / A-1NR

0.290.29

21687AKH5 Rabobank Nederland NV NY Discount CP0.88% Due 10/17/2016

2,000,000.00 03/23/20160.90 %

1,989,831.111,993,253.33

99.660.90 %

1,993,253.330.00

0.36 %0.00

P-1 / A-1NR

0.380.38

89233GMG8 Toyota Motor Credit Discount CP1.01% Due 12/16/2016

3,000,000.00 03/23/20161.03 %

2,977,443.332,983,335.00

99.441.03 %

2,983,335.000.00

0.53 %0.00

P-1 / A-1+F-1

0.550.54


16,284,065.550.00

2.92 %0.00

Aaa / AA+AA

0.260.26

US TREASURY


2,745,000.00 05/18/20160.24 %

2,743,985.152,744,234.41

99.970.24 %

2,744,234.410.00

0.49 %0.00

P-1 / A-1+F-1+

0.120.12









Moody/S&P Fitch

MaturityDuration

US TREASURY


47,850,000.00 Various0.27 %

47,812,523.4047,834,531.68

99.970.27 %

47,834,531.680.00

8.57 %0.00

P-1 / A-1+F-1+

0.120.12

912828VL1 US Treasury Note0.625% Due 7/15/2016

5,474,000.00 01/10/20140.65 %

5,470,151.095,473,803.03

100.050.26 %

5,476,474.2512,970.67

0.98 %2,671.22

Aaa / AA+AAA

0.120.12


4,600,000.00 03/30/20160.29 %

4,604,507.604,601,852.78

100.050.26 %

4,602,079.2010,899.73

0.83 %226.42

Aaa / AA+AAA

0.120.12


495,000.00 06/30/20150.39 %

495,639.74495,135.15

100.030.38 %

495,146.03625.48

0.09 %10.88

Aaa / AA+AAA

0.250.25


4,520,000.00 08/06/20150.41 %

4,524,252.644,520,983.90

100.030.38 %

4,521,333.405,711.41

0.81 %349.50

Aaa / AA+AAA

0.250.25


50,000.00 09/24/20150.35 %

50,070.4850,018.69

100.030.38 %

50,014.7563.18

0.01 %(3.94)

Aaa / AA+AAA

0.250.25


345,000.00 09/24/20150.35 %

345,486.31345,128.98

100.030.38 %

345,101.78435.94

0.06 %(27.20)

Aaa / AA+AAA

0.250.25

912828VW7 US Treasury Note0.875% Due 9/15/2016

345,000.00 09/25/20150.40 %

346,591.39345,475.50

100.140.40 %

345,470.58639.84

0.06 %(4.92)

Aaa / AA+AAA

0.290.29


5,000,000.00 12/09/20150.72 %

5,006,071.445,002,271.86

100.140.40 %

5,006,820.009,273.10

0.90 %4,548.14

Aaa / AA+AAA

0.290.29


50,000.00 09/24/20150.37 %

50,064.6250,021.06

100.010.46 %

50,006.5542.35

0.01 %(14.51)

Aaa / AA+AAA

0.330.33

912828LP3 US Treasury Note3% Due 9/30/2016

17,665,000.00 02/27/20140.53 %

18,784,243.3617,808,901.08

100.840.47 %

17,813,562.6589,772.95

3.21 %4,661.57

Aaa / AA+AAA

0.330.33


1,670,000.00 02/28/20140.53 %

1,775,810.161,683,604.01

100.840.47 %

1,684,044.708,486.89

0.30 %440.69

Aaa / AA+AAA

0.330.33


4,000,000.00 08/26/20150.43 %

4,008,763.404,002,866.21

100.040.52 %

4,001,524.003,210.38

0.72 %(1,342.21)

Aaa / AA+AAA

0.380.37


6,000,000.00 12/09/20150.72 %

5,995,332.605,997,944.82

100.040.52 %

6,002,286.004,815.57

1.08 %4,341.18

Aaa / AA+AAA

0.380.37

912828WF3 US Treasury Note0.625% Due 11/15/2016

3,000,000.00 12/09/20150.75 %

2,996,494.432,998,291.54

100.030.55 %

3,001,023.00866.17

0.54 %2,731.46

Aaa / AA+AAA

0.460.46


345,000.00 08/05/20150.51 %

346,645.30345,622.71

100.160.56 %

345,538.898.25

0.06 %(83.82)

Aaa / AA+AAA

0.500.50


10,000,000.00 11/06/20130.60 %

10,082,812.5010,013,585.21

100.160.56 %

10,015,620.00239.07

1.79 %2,034.79

Aaa / AA+AAA

0.500.50

912828RX0 US Treasury Note0.875% Due 12/31/2016

3,592,000.00 01/10/20140.87 %

3,592,420.943,592,078.72

100.170.59 %

3,598,034.5613,210.96

0.65 %5,955.84

Aaa / AA+AAA

0.590.58


50,000.00 09/24/20150.48 %

50,174.0050,082.95

100.090.61 %

50,044.90142.17

0.01 %(38.05)

Aaa / AA+AAA

0.630.62


345,000.00 06/19/20150.51 %

347,009.16345,835.39

100.160.64 %

345,539.241,011.78

0.06 %(296.15)

Aaa / AA+AAA

0.670.66









Moody/S&P Fitch

MaturityDuration

US TREASURY


495,000.00 09/24/20150.50 %

497,515.33496,242.51

100.160.64 %

495,773.691,451.68

0.09 %(468.82)

Aaa / AA+AAA

0.670.66


345,000.00 08/05/20150.59 %

345,189.83345,087.76

99.980.66 %

344,926.17633.84

0.06 %(161.59)

Aaa / AA+AAA

0.710.70


50,000.00 09/24/20150.50 %

50,084.1550,042.83

99.980.66 %

49,989.3091.86

0.01 %(53.53)

Aaa / AA+AAA

0.710.70

912828SJ0 US Treasury Note0.875% Due 2/28/2017

8,700,000.00 06/28/20130.97 %

8,670,093.738,693,811.81

100.140.69 %

8,712,232.2019,238.11

1.56 %18,420.39

Aaa / AA+AAA

0.750.75

912828GS3 US Treasury Note4.5% Due 5/15/2017

4,000,000.00 02/27/20140.78 %

4,471,093.754,141,206.59

103.560.76 %

4,142,344.008,315.22

0.74 %1,137.41

Aaa / AA+AAA

0.960.94

912828WH9 US Treasury Note0.875% Due 5/15/2017

345,000.00 09/23/20150.62 %

346,429.67345,832.67

100.140.72 %

345,498.53139.45

0.06 %(334.14)

Aaa / AA+AAA

0.960.95


6,070,000.00 03/25/20150.66 %

6,065,041.046,067,727.11

99.890.74 %

6,063,122.69103.65

1.09 %(4,604.42)

Aaa / AA+AAA

1.000.99


4,535,000.00 06/16/20150.69 %

4,529,346.444,532,105.34

99.890.74 %

4,529,861.8577.44

0.81 %(2,243.49)

Aaa / AA+AAA

1.000.99


50,000.00 09/23/20150.63 %

49,998.2149,998.97

99.890.74 %

49,943.350.85

0.01 %(55.62)

Aaa / AA+AAA

1.000.99


345,000.00 09/23/20150.63 %

344,987.68344,992.91

99.890.74 %

344,609.125.89

0.06 %(383.79)

Aaa / AA+AAA

1.000.99

912828NK2 US Treasury Note2.5% Due 6/30/2017

3,607,000.00 01/02/20141.11 %

3,777,768.913,660,455.20

101.840.79 %

3,673,505.8737,903.23

0.66 %13,050.67

Aaa / AA+AAA

1.081.06


500,000.00 06/26/20150.74 %

497,482.14498,596.04

99.680.78 %

498,379.00837.91

0.09 %(217.04)

Aaa / AA+AAA

1.171.16


50,000.00 09/24/20150.64 %

49,869.3149,917.42

99.680.78 %

49,837.9083.79

0.01 %(79.52)

Aaa / AA+AAA

1.171.16


8,750,000.00 02/26/20150.87 %

8,697,050.808,723,453.65

99.820.77 %

8,733,935.0013,820.49

1.57 %10,481.35

Aaa / AA+AAA

1.251.24


500,000.00 08/05/20150.77 %

498,497.77499,090.52

99.820.77 %

499,082.00789.74

0.09 %(8.52)

Aaa / AA+AAA

1.251.24


50,000.00 09/24/20150.66 %

49,970.8749,981.10

99.820.77 %

49,908.2078.97

0.01 %(72.90)

Aaa / AA+AAA

1.251.24


5,000,000.00 04/23/20150.75 %

5,000,407.385,000,225.30

99.920.81 %

4,995,900.003,260.87

0.90 %(4,325.30)

Aaa / AA+AAA

1.421.40


7,000,000.00 08/27/20150.81 %

7,009,867.207,006,501.96

100.090.81 %

7,006,286.002,829.48

1.26 %(215.96)

Aaa / AA+AAA

1.461.44

912828HH6 US Treasury Note4.25% Due 11/15/2017

4,515,000.00 02/27/20141.00 %

5,048,687.114,726,485.12

104.950.82 %

4,738,456.388,864.37

0.85 %11,971.26

Aaa / AA+AAA

1.461.42


5,420,000.00 06/25/20150.89 %

5,385,508.005,398,653.05

99.710.82 %

5,404,542.1692.56

0.97 %5,889.11

Aaa / AA+AAA

1.501.49









Moody/S&P Fitch

MaturityDuration

US TREASURY


1,672,000.00 01/10/20141.37 %

1,632,028.751,655,842.29

99.890.82 %

1,670,105.625,270.93

0.30 %14,263.33

Aaa / AA+AAA

1.591.56


50,000.00 09/24/20150.76 %

49,992.3649,994.67

99.890.82 %

49,943.35157.62

0.01 %(51.32)

Aaa / AA+AAA

1.591.56


845,000.00 08/05/20150.93 %

843,880.57844,245.08

100.060.84 %

845,495.172,478.12

0.15 %1,250.09

Aaa / AA+AAA

1.671.65


3,075,000.00 09/23/20150.83 %

3,077,893.113,077,052.94

100.060.84 %

3,076,801.959,018.02

0.55 %(250.99)

Aaa / AA+AAA

1.671.65


550,000.00 09/23/20150.89 %

548,068.25548,589.51

99.800.86 %

548,882.95698.77

0.10 %293.44

Aaa / AA+AAA

1.831.81


5,050,000.00 06/16/20151.06 %

5,040,745.445,043,713.63

100.220.89 %

5,061,246.35137.98

0.91 %17,532.72

Aaa / AA+AAA

2.001.98


345,000.00 08/05/20151.04 %

344,637.29344,742.46

100.220.89 %

345,768.329.43

0.06 %1,025.86

Aaa / AA+AAA

2.001.98

912828XF2 US Treasury Note1.125% Due 6/15/2018

495,000.00 01/06/20161.15 %

494,692.28494,742.23

100.460.90 %

497,262.152,571.36

0.09 %2,519.92

Aaa / AA+AAA

2.042.00


1,678,000.00 01/10/20141.58 %

1,663,055.311,670,914.59

100.960.91 %

1,694,189.349,698.06

0.31 %23,274.75

Aaa / AA+AAA

2.082.04


5,015,000.00 08/05/20151.22 %

5,019,326.575,018,289.88

100.720.96 %

5,051,047.82171.28

0.90 %32,757.94

Aaa / AA+AAA

2.502.46


345,000.00 09/23/20151.06 %

347,009.16346,583.01

100.720.96 %

347,479.8611.78

0.06 %896.85

Aaa / AA+AAA

2.502.46

912828P87 US Treasury Note1.125% Due 2/28/2021

4,600,000.00 05/27/20161.35 %

4,553,116.974,553,142.94

98.961.35 %

4,552,022.0013,078.13

0.82 %(1,120.94)

Aaa / AA+AAA

4.754.59


202,796,808.86304,346.77

36.37 %166,278.09

Aaa / AA+Aaa

0.800.78

AGENCY


500,000.00 09/28/20150.34 %

498,831.25499,963.33

99.990.34 %

499,963.330.00

0.09 %0.00

P-1 / A-1+F-1+

0.020.02


450,000.00 09/28/20150.34 %

448,948.12449,967.00

99.990.34 %

449,967.000.00

0.08 %0.00

P-1 / A-1+F-1+

0.020.02


100,000.00 09/28/20150.34 %

99,766.2599,992.67

99.990.34 %

99,992.670.00

0.02 %0.00

P-1 / A-1+F-1+

0.020.02

3133834R9 FHLB Note0.375% Due 6/24/2016

450,000.00 06/25/20150.34 %

450,177.30450,011.26

100.010.26 %

450,033.30735.94

0.08 %22.04

Aaa / AA+AAA

0.070.06

3133834R9 FHLB Note0.375% Due 6/24/2016

5,130,000.00 Various0.40 %

5,128,950.855,129,913.43

100.010.26 %

5,130,379.628,389.69

0.92 %466.19

Aaa / AA+AAA

0.070.06

31315PJ42 FAMCA Note0.6% Due 6/27/2016 (2)

6,300,000.00 06/27/20130.63 %

6,294,015.006,299,847.01

100.030.24 %

6,301,644.3016,170.00

1.13 %1,797.29

NR / NRNR

0.070.07

(1) Gain/Loss values are unrealized; however, if the security is held to maturity it will not result in a gain or loss on the security.(2) The issuer is a U.S. Government sponsored Agency. The security, which is unrated, is an authorized investment per the Investment Policy.

Page 4








Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0XP3 FNMA Note0.375% Due 7/5/2016

50,000.00 09/24/20150.34 %

50,013.5050,001.62

100.000.34 %

50,001.6576.04

0.01 %0.03

Aaa / AA+AAA

0.100.09


45,000.00 09/25/20150.42 %

44,834.9844,963.10

99.920.42 %

44,963.100.00

0.01 %0.00

P-1 / A-1+F-1+

0.200.20

313588C29 FNMA Discount Note0.38% Due 8/15/2016

4,000,000.00 08/26/20150.39 %

3,985,011.123,996,833.34

99.920.39 %

3,996,833.340.00

0.72 %0.00

P-1 / A-1+F-1+

0.210.21


4,895,000.00 06/18/20150.48 %

4,982,116.324,912,323.25

100.360.47 %

4,912,426.2026,106.67

0.88 %102.95

Aaa / AA+AAA

0.240.23


50,000.00 09/25/20150.43 %

50,712.5050,183.15

100.360.47 %

50,178.00266.67

0.01 %(5.15)

Aaa / AA+AAA

0.240.23

3135G0YE7 FNMA Note0.625% Due 8/26/2016

7,000,000.00 01/14/20140.64 %

6,998,179.996,999,817.67

100.040.47 %

7,002,471.0011,545.14

1.26 %2,653.33

Aaa / AA+AAA

0.240.24

3137EADS5 FHLMC Note0.875% Due 10/14/2016

345,000.00 06/17/20150.57 %

346,380.00345,389.36

100.110.56 %

345,395.03394.11

0.06 %5.67

Aaa / AA+AAA

0.370.37


4,550,000.00 08/06/20150.50 %

4,570,020.004,556,242.75

100.110.56 %

4,555,209.755,197.74

0.82 %(1,033.00)

Aaa / AA+AAA

0.370.37

3135G0ES8 FNMA Note1.375% Due 11/15/2016

4,480,000.00 06/17/20150.58 %

4,529,190.404,496,079.54

100.370.56 %

4,496,576.002,737.78

0.81 %496.46

Aaa / AA+AAA

0.460.45

3135G0ES8 FNMA Note1.375% Due 11/15/2016

340,000.00 08/06/20150.52 %

343,668.60341,316.38

100.370.56 %

341,258.00207.78

0.06 %(58.38)

Aaa / AA+AAA

0.460.45

3135G0ES8 FNMA Note1.375% Due 11/15/2016

50,000.00 09/24/20150.46 %

50,521.5050,208.91

100.370.56 %

50,185.0030.56

0.01 %(23.91)

Aaa / AA+AAA

0.460.45

3135G0ES8 FNMA Note1.375% Due 11/15/2016

895,000.00 Various0.51 %

904,709.54898,532.81

100.370.56 %

898,311.50546.94

0.16 %(221.31)

Aaa / AA+AAA

0.460.45

3130A3J70 FHLB Note0.625% Due 11/23/2016

50,000.00 09/28/20150.47 %

50,091.5050,037.98

100.020.57 %

50,012.356.94

0.01 %(25.63)

Aaa / AA+AAA

0.480.48

313371PV2 FHLB Note1.625% Due 12/9/2016

45,000.00 09/24/20150.50 %

45,608.8545,264.22

100.550.57 %

45,247.23349.38

0.01 %(16.99)

Aaa / AA+AAA

0.530.52

3130A0C65 FHLB Note0.625% Due 12/28/2016

3,000,000.00 06/25/20150.55 %

3,003,180.003,001,216.03

99.980.66 %

2,999,457.007,968.75

0.54 %(1,759.03)

Aaa / AA+AAA

0.580.57


3,000,000.00 06/25/20150.61 %

2,994,993.002,997,923.07

99.880.68 %

2,996,544.005,166.67

0.54 %(1,379.07)

Aaa / AA+AAA

0.660.65

3133EFGX9 FFCB Note0.55% Due 2/2/2017

345,000.00 10/02/20150.45 %

345,458.85345,231.82

99.910.69 %

344,673.29627.23

0.06 %(558.53)

Aaa / AA+AAA

0.680.67


1,000,000.00 03/28/20160.72 %

1,001,390.001,001,122.98

100.120.71 %

1,001,225.002,406.25

0.18 %102.02

Aaa / AA+AAA

0.730.72


4,525,000.00 06/17/20150.67 %

4,539,977.754,531,530.97

100.120.71 %

4,530,543.1310,888.28

0.81 %(987.84)

Aaa / AA+AAA

0.730.72


345,000.00 06/17/20150.67 %

346,141.95345,497.94

100.120.71 %

345,422.63830.16

0.06 %(75.31)

Aaa / AA+AAA

0.730.72









Moody/S&P Fitch

MaturityDuration

AGENCY


450,000.00 06/25/20150.66 %

451,593.00450,699.25

100.120.71 %

450,551.251,082.81

0.08 %(148.00)

Aaa / AA+AAA

0.730.72


50,000.00 09/24/20150.55 %

50,229.0050,118.06

100.120.71 %

50,061.25120.31

0.01 %(56.81)

Aaa / AA+AAA

0.730.72


5,000,000.00 Various0.66 %

5,015,209.005,007,738.07

100.120.71 %

5,006,125.0012,031.25

0.90 %(1,613.07)

Aaa / AA+AAA

0.730.72

3130A4FR8 FHLB Note0.75% Due 3/2/2017

2,000,000.00 09/28/20150.60 %

2,004,240.002,002,237.93

100.020.72 %

2,000,446.003,708.33

0.36 %(1,791.93)

Aaa / AA+AAA

0.750.75

3130A4FR8 FHLB Note0.75% Due 3/2/2017

790,000.00 09/28/20150.60 %

791,674.80790,883.98

100.020.72 %

790,176.181,464.79

0.14 %(707.80)

Aaa / AA+AAA

0.750.75

3130A4FR8 FHLB Note0.75% Due 3/2/2017

45,000.00 09/28/20150.60 %

45,095.4045,050.35

100.020.72 %

45,010.0483.44

0.01 %(40.31)

Aaa / AA+AAA

0.750.75


1,000,000.00 03/24/20160.71 %

1,002,732.001,002,225.67

100.210.73 %

1,002,068.002,305.56

0.18 %(157.67)

Aaa / AA+AAA

0.770.76


9,000,000.00 Various0.62 %

9,048,878.009,026,314.29

100.210.73 %

9,018,612.0020,750.00

1.62 %(7,702.29)

Aaa / AA+AAA

0.770.76


4,965,000.00 08/06/20150.68 %

4,970,759.404,967,827.42

100.020.73 %

4,965,784.477,964.69

0.89 %(2,042.95)

Aaa / AA+AAA

0.790.78


50,000.00 09/24/20150.60 %

50,111.0050,059.44

100.020.73 %

50,007.9080.21

0.01 %(51.54)

Aaa / AA+AAA

0.790.78

30769QAA8 Farmer Mac Note5.125% Due 4/19/2017

8,750,000.00 11/13/20130.97 %

9,973,687.509,068,658.61

103.810.79 %

9,083,287.5052,317.71

1.64 %14,628.89

Aa1 / NRAA-

0.880.87

3135G0ZB2 FNMA Note0.75% Due 4/20/2017

2,000,000.00 03/23/20160.72 %

2,000,640.002,000,528.27

99.990.76 %

1,999,854.001,708.33

0.36 %(674.27)

Aaa / AA+AAA

0.890.88

3135G0JA2 FNMA Note1.125% Due 4/27/2017

4,510,000.00 06/18/20150.69 %

4,545,588.414,527,501.13

100.310.78 %

4,523,881.784,791.88

0.81 %(3,619.35)

Aaa / AA+AAA

0.910.90

3135G0JA2 FNMA Note1.125% Due 4/27/2017

445,000.00 06/25/20150.73 %

448,235.15446,600.73

100.310.78 %

446,369.71472.81

0.08 %(231.02)

Aaa / AA+AAA

0.910.90

3135G0JA2 FNMA Note1.125% Due 4/27/2017

395,000.00 09/24/20150.58 %

398,373.30396,926.15

100.310.78 %

396,215.81419.69

0.07 %(710.34)

Aaa / AA+AAA

0.910.90


4,485,000.00 06/18/20150.70 %

4,531,585.704,508,437.35

100.430.80 %

4,504,141.982,958.85

0.81 %(4,295.37)

Aaa / AA+AAA

0.950.94


445,000.00 06/25/20150.73 %

449,307.60447,180.28

100.430.80 %

446,899.26293.58

0.08 %(281.02)

Aaa / AA+AAA

0.950.94


390,000.00 09/23/20150.64 %

393,839.55392,231.66

100.430.80 %

391,664.52257.30

0.07 %(567.14)

Aaa / AA+AAA

0.950.94

313379FW4 FHLB Note1% Due 6/9/2017

4,520,000.00 08/05/20150.78 %

4,538,034.804,530,045.67

100.190.81 %

4,528,592.5221,595.56

0.81 %(1,453.15)

Aaa / AA+AAA

1.021.01

313379FW4 FHLB Note1% Due 6/9/2017

790,000.00 08/05/20150.78 %

793,152.10791,755.77

100.190.81 %

791,501.803,774.44

0.14 %(253.97)

Aaa / AA+AAA

1.021.01









Moody/S&P Fitch

MaturityDuration

AGENCY

313379FW4 FHLB Note1% Due 6/9/2017

45,000.00 09/24/20150.67 %

45,252.9045,151.96

100.190.81 %

45,085.55215.00

0.01 %(66.41)

Aaa / AA+AAA

1.021.01


3,000,000.00 06/25/20150.75 %

3,014,643.003,007,925.61

100.230.78 %

3,006,939.0012,666.67

0.54 %(986.61)

Aaa / AA+AAA

1.081.07

3137EADV8 FHLMC Note0.75% Due 7/14/2017

7,000,000.00 08/26/20150.69 %

7,008,176.007,004,886.56

99.950.79 %

6,996,724.0019,979.17

1.26 %(8,162.56)

Aaa / AA+AAA

1.121.11


5,320,000.00 08/05/20150.77 %

5,344,248.565,334,236.54

100.260.78 %

5,333,704.3218,176.67

0.96 %(532.22)

Aaa / AA+AAA

1.161.15


50,000.00 09/24/20150.65 %

50,319.0050,201.05

100.260.78 %

50,128.80170.83

0.01 %(72.25)

Aaa / AA+AAA

1.161.15

3135G0MZ3 FNMA Note0.875% Due 8/28/2017

2,000,000.00 03/28/20160.81 %

2,001,762.002,001,546.25

100.100.79 %

2,001,996.004,520.83

0.36 %449.75

Aaa / AA+AAA

1.241.23

313370SZ2 FHLB Note2.25% Due 9/8/2017

45,000.00 09/24/20150.72 %

46,328.4045,865.51

101.770.85 %

45,796.10233.44

0.01 %(69.41)

Aaa / AA+AAA

1.271.25

313370SZ2 FHLB Note2.25% Due 9/8/2017

2,000,000.00 Various0.86 %

2,039,722.002,034,945.20

101.770.85 %

2,035,382.0010,375.00

0.37 %436.80

Aaa / AA+AAA

1.271.25


4,995,000.00 08/05/20150.86 %

5,009,190.805,003,735.40

100.200.84 %

5,005,179.819,851.25

0.90 %1,444.41

Aaa / AA+AAA

1.311.29


50,000.00 09/24/20150.71 %

50,281.5050,185.00

100.200.84 %

50,101.9098.61

0.01 %(83.10)

Aaa / AA+AAA

1.311.29

3133EDVU3 FFCB Note1.125% Due 9/22/2017

4,515,000.00 09/28/20150.75 %

4,548,320.704,537,025.69

100.460.77 %

4,535,665.169,735.47

0.81 %(1,360.53)

Aaa / AA+AAA

1.311.30


345,000.00 09/28/20150.75 %

347,546.10346,683.03

100.460.77 %

346,579.07743.91

0.06 %(103.96)

Aaa / AA+AAA

1.311.30


1,595,000.00 06/17/20150.95 %

1,596,936.811,596,132.60

100.140.89 %

1,597,226.622,924.17

0.29 %1,094.02

Aaa / AA+AAA

1.321.30


50,000.00 09/24/20150.75 %

50,251.5050,166.58

100.140.89 %

50,069.8091.67

0.01 %(96.78)

Aaa / AA+AAA

1.321.30

3135G0ZL0 FNMA Note1% Due 9/27/2017

7,000,000.00 08/26/20150.77 %

7,033,880.007,021,555.57

100.230.83 %

7,016,002.0012,444.44

1.26 %(5,553.57)

Aaa / AA+AAA

1.331.31


345,000.00 09/24/20150.72 %

346,914.75346,264.77

100.230.83 %

345,788.67613.33

0.06 %(476.10)

Aaa / AA+AAA

1.331.31

3136G0L33 FNMA Callable Note 1X 10/3/20140.9% Due 10/3/2017

2,000,000.00 03/24/20160.85 %

2,001,360.002,001,199.95

100.070.85 %

2,001,358.002,900.00

0.36 %158.05

Aaa / AA+AAA

1.341.33

3133EDXA5 FFCB Note1.15% Due 10/10/2017

250,000.00 08/10/20150.90 %

251,322.50250,832.97

100.370.88 %

250,922.75407.29

0.05 %89.78

Aaa / AA+AAA

1.361.34

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

4,550,000.00 06/17/20150.93 %

4,544,085.004,546,444.06

100.050.84 %

4,552,397.853,870.66

0.82 %5,953.79

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

450,000.00 06/25/20150.89 %

449,856.00449,912.97

100.050.84 %

450,237.15382.81

0.08 %324.18

Aaa / AA+AAA

1.411.39









Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

345,000.00 08/05/20150.87 %

345,049.68345,031.47

100.050.84 %

345,181.82293.49

0.06 %150.35

Aaa / AA+AAA

1.411.39

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

50,000.00 09/24/20150.75 %

50,133.0050,089.64

100.050.84 %

50,026.3542.53

0.01 %(63.29)

Aaa / AA+AAA

1.411.39

31331KR44 FFCB Note1.5% Due 11/8/2017

2,000,000.00 03/24/20160.88 %

2,019,760.002,017,628.59

100.850.90 %

2,017,068.001,916.67

0.36 %(560.59)

Aaa / AA+AAA

1.441.42

3130A3HF4 FHLB Note1.125% Due 12/8/2017

2,000,000.00 03/24/20160.89 %

2,007,720.002,006,932.50

100.400.86 %

2,007,942.0010,812.50

0.36 %1,009.50

Aaa / AA+AAA

1.521.50

3133EEFE5 FFCB Note1.125% Due 12/18/2017

450,000.00 08/05/20150.97 %

451,642.50451,078.30

100.330.91 %

451,492.202,292.19

0.08 %413.90

Aaa / AA+AAA

1.551.52


345,000.00 09/28/20150.83 %

347,204.55346,539.58

100.330.91 %

346,144.021,757.34

0.06 %(395.56)

Aaa / AA+AAA

1.551.52


350,000.00 06/25/20151.01 %

347,721.50348,547.62

99.800.87 %

349,306.651,013.54

0.06 %759.03

Aaa / AA+AAA

1.621.60


4,550,000.00 06/26/20151.02 %

4,519,424.004,530,509.35

99.800.87 %

4,540,986.4513,176.04

0.82 %10,477.10

Aaa / AA+AAA

1.621.60


450,000.00 08/05/20150.97 %

447,626.25448,418.99

99.800.87 %

449,108.551,303.13

0.08 %689.56

Aaa / AA+AAA

1.621.60


7,000,000.00 08/26/20150.86 %

6,982,696.006,988,200.53

99.800.87 %

6,986,133.0020,270.83

1.25 %(2,067.53)

Aaa / AA+AAA

1.621.60


50,000.00 09/25/20150.84 %

49,903.0049,931.41

99.800.87 %

49,900.95144.79

0.01 %(30.46)

Aaa / AA+AAA

1.621.60

3135G0TG8 FNMA Note0.875% Due 2/8/2018

3,000,000.00 03/30/20160.79 %

3,004,422.003,004,019.67

100.020.86 %

3,000,684.008,239.58

0.54 %(3,335.67)

Aaa / AA+AAA

1.691.67

3135G0TG8 FNMA Note0.875% Due 2/8/2018

4,555,000.00 06/19/20150.93 %

4,548,103.734,550,541.02

100.020.86 %

4,556,038.5412,510.43

0.82 %5,497.52

Aaa / AA+AAA

1.691.67

3135G0TG8 FNMA Note0.875% Due 2/8/2018

450,000.00 06/25/20151.03 %

448,182.00448,822.33

100.020.86 %

450,102.601,235.94

0.08 %1,280.27

Aaa / AA+AAA

1.691.67

3135G0TG8 FNMA Note0.875% Due 2/8/2018

350,000.00 08/05/20151.01 %

348,859.70349,228.61

100.020.86 %

350,079.80961.28

0.06 %851.19

Aaa / AA+AAA

1.691.67

3135G0TG8 FNMA Note0.875% Due 2/8/2018

50,000.00 09/25/20150.89 %

49,984.1549,988.60

100.020.86 %

50,011.40137.33

0.01 %22.80

Aaa / AA+AAA

1.691.67

313378A43 FHLB Note1.375% Due 3/9/2018

4,950,000.00 06/25/20151.09 %

4,987,075.504,974,425.38

100.770.93 %

4,988,352.6015,503.13

0.90 %13,927.22

Aaa / AA+AAA

1.771.74

313378A43 FHLB Note1.375% Due 3/9/2018

340,000.00 08/05/20151.06 %

342,696.20341,850.81

100.770.93 %

342,634.321,064.86

0.06 %783.51

Aaa / AA+AAA

1.771.74

313378A43 FHLB Note1.375% Due 3/9/2018

50,000.00 09/25/20150.93 %

50,538.0050,390.68

100.770.93 %

50,387.40156.60

0.01 %(3.28)

Aaa / AA+AAA

1.771.74

3130A7CX1 FHLB Note0.875% Due 3/19/2018

2,000,000.00 03/28/20160.91 %

1,998,800.001,998,900.14

99.880.94 %

1,997,648.003,500.00

0.36 %(1,252.14)

Aaa / AA+AAA

1.801.78









Moody/S&P Fitch

MaturityDuration

AGENCY

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

4,530,000.00 06/16/20151.09 %

4,534,371.454,532,922.15

100.330.95 %

4,544,790.455,096.25

0.81 %11,868.30

Aaa / AA+AAA

1.901.87

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

450,000.00 06/25/20151.09 %

450,409.50450,276.21

100.330.95 %

451,469.25506.25

0.08 %1,193.04

Aaa / AA+AAA

1.901.87

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

7,000,000.00 08/26/20150.94 %

7,033,292.007,023,854.75

100.330.95 %

7,022,855.007,875.00

1.26 %(999.75)

Aaa / AA+AAA

1.901.87

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

45,000.00 09/25/20150.95 %

45,198.0045,146.52

100.330.95 %

45,146.9350.63

0.01 %0.41

Aaa / AA+AAA

1.901.87

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

50,000.00 09/25/20151.00 %

49,831.6049,874.17

99.860.95 %

49,928.0512.15

0.01 %53.88

Aaa / AA+AAA

1.971.95

313379DT3 FHLB Note1.25% Due 6/8/2018

345,000.00 08/05/20151.15 %

345,948.75345,678.79

100.580.96 %

346,995.482,072.40

0.06 %1,316.69

Aaa / AA+AAA

2.021.98

313379DT3 FHLB Note1.25% Due 6/8/2018

4,500,000.00 09/25/20151.03 %

4,526,640.004,520,045.28

100.580.96 %

4,526,028.0027,031.25

0.82 %5,982.72

Aaa / AA+AAA

2.021.98


3,000,000.00 12/09/20151.18 %

2,999,340.002,999,457.55

100.331.00 %

3,009,999.0016,282.50

0.54 %10,541.45

Aaa / AA+AAA

2.042.00

3135G0E58 FNMA Note1.125% Due 10/19/2018

349,000.00 09/23/20151.09 %

349,401.70349,311.77

100.340.98 %

350,175.43458.06

0.06 %863.66

Aaa / AA+AAA

2.392.34

3135G0E58 FNMA Note1.125% Due 10/19/2018

4,570,000.00 09/23/20151.09 %

4,575,260.074,574,082.42

100.340.98 %

4,585,391.765,998.13

0.82 %11,309.34

Aaa / AA+AAA

2.392.34

3133EFPJ0 FFCB Note1.29% Due 11/19/2018

200,000.00 05/27/20161.04 %

201,238.00201,238.00

100.551.06 %

201,109.4086.00

0.04 %(128.60)

Aaa / AA+AAA

2.472.42


4,650,000.00 12/22/20151.39 %

4,638,514.504,640,168.08

100.591.06 %

4,677,337.3528,042.08

0.84 %37,169.27

Aaa / AA+AAA

2.542.48


5,000,000.00 09/23/20151.32 %

4,986,195.004,988,597.11

100.351.14 %

5,017,545.0020,833.33

0.90 %28,947.89

Aaa / AA+AAA

3.173.08


345,000.00 09/23/20151.32 %

344,047.46344,213.20

100.351.14 %

346,210.611,437.50

0.06 %1,997.41

Aaa / AA+AAA

3.173.08


5,420,000.00 09/23/20151.40 %

5,388,959.675,394,110.56

100.151.20 %

5,427,956.5611,103.48

0.97 %33,846.00

Aaa / AA+AAA

3.343.25

3135G0A78 FNMA Note1.625% Due 1/21/2020

300,000.00 03/17/20161.29 %

303,747.00303,553.85

101.491.21 %

304,457.701,760.42

0.05 %903.85

Aaa / AA+AAA

3.643.51

3135G0A78 FNMA Note1.625% Due 1/21/2020

3,075,000.00 12/09/20151.64 %

3,072,789.083,073,032.28

101.491.21 %

3,120,691.4318,044.27

0.56 %47,659.15

Aaa / AA+AAA

3.643.51

313378J77 FHLB Note1.875% Due 3/13/2020

400,000.00 03/17/20161.33 %

408,480.00408,056.60

102.201.28 %

408,800.401,625.00

0.07 %743.80

Aaa / AA+NR

3.793.63


3,325,000.00 05/27/20161.26 %

3,339,397.253,339,397.25

100.401.27 %

3,338,339.903,809.90

0.60 %(1,057.35)

Aaa / AA+AAA

3.923.80

3135G0D75 FNMA Note1.5% Due 6/22/2020

350,000.00 03/17/20161.40 %

351,466.50351,399.90

100.721.32 %

352,525.952,318.75

0.06 %1,126.05

Aaa / AA+AAA

4.063.90









Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0D75 FNMA Note1.5% Due 6/22/2020

450,000.00 05/27/20161.31 %

453,325.50453,325.50

100.721.32 %

453,247.652,981.25

0.08 %(77.85)

Aaa / AA+AAA

4.063.90

3135G0D75 FNMA Note1.5% Due 6/22/2020

4,000,000.00 12/09/20151.76 %

3,954,808.003,959,370.36

100.721.32 %

4,028,868.0026,500.00

0.73 %69,497.64

Aaa / AA+AAA

4.063.90

313370US5 FHLB Note2.875% Due 9/11/2020

745,000.00 05/27/20161.38 %

791,003.75791,003.75

106.001.42 %

789,677.654,759.72

0.14 %(1,326.10)

Aaa / AA+AAA

4.284.01

3135G0H55 FNMA Note1.875% Due 12/28/2020

5,390,000.00 05/27/20161.40 %

5,503,136.105,503,136.10

102.011.42 %

5,498,500.7042,951.57

0.99 %(4,635.40)

Aaa / AA+AAA

4.584.34

3130A7CV5 FHLB Note1.375% Due 2/18/2021

400,000.00 03/17/20161.52 %

397,236.00397,344.81

99.601.46 %

398,418.801,573.61

0.07 %1,073.99

Aaa / AA+AAA

4.724.53

3130A7CV5 FHLB Note1.375% Due 2/18/2021

4,650,000.00 05/27/20161.45 %

4,634,887.504,634,887.50

99.601.46 %

4,631,618.5518,293.23

0.83 %(3,268.95)

Aaa / AA+AAA

4.724.53

3130A7CV5 FHLB Note1.375% Due 2/18/2021

450,000.00 Various1.50 %

447,293.10447,385.59

99.601.46 %

448,221.151,770.31

0.08 %835.56

Aaa / AA+AAA

4.724.53

3135G0J20 FNMA Note1.375% Due 2/26/2021

35,000.00 05/27/20161.45 %

34,885.5534,885.55

99.661.45 %

34,882.16127.00

0.01 %(3.39)

Aaa / AA+AAA

4.754.55

Total Agency 244,984,000.00 0.88 %246,894,897.14245,724,159.76 0.83 %

245,987,865.90698,963.72

44.17 %263,706.14

Aaa / AA+Aaa

1.521.48

SUPRANATIONAL

459058DC4 Intl. Bank Recon & Development Note1.125% Due 7/18/2017

2,000,000.00 03/23/20160.87 %

2,006,600.002,005,671.83

100.270.89 %

2,005,310.008,312.50

0.36 %(361.83)

Aaa / AAAAAA

1.131.12

45905UPF5 Intl. Bank Recon & Development Note1.76% Due 5/1/2019

3,100,000.00 05/01/20141.76 %

3,100,000.003,100,000.00

100.041.75 %

3,101,178.004,546.67

0.56 %1,178.00

Aaa / AAAAAA

2.922.83


5,106,488.0012,859.17

0.92 %816.17

Aaa / AAAAaa

2.222.15

US CORPORATE

91324PBS0 United Health Group Inc Note1.875% Due 11/15/2016

6,000,000.00 05/14/20140.70 %

6,173,520.006,031,976.11

100.500.78 %

6,029,940.005,000.00

1.08 %(2,036.11)

A3 / A+A-

0.460.45

89233P5S1 Toyota Motor Credit Corp Note2.05% Due 1/12/2017

2,000,000.00 03/23/20160.82 %

2,019,580.002,015,036.70

100.700.91 %

2,013,914.0015,830.56

0.36 %(1,122.70)

Aa3 / AA-A

0.620.61

94974BFD7 Wells Fargo Corp Note2.1% Due 5/8/2017

2,000,000.00 03/23/20161.18 %

2,020,140.002,017,029.71

100.871.17 %

2,017,312.002,683.33

0.36 %282.29

A2 / AAA-

0.940.93

94974BFW5 Wells Fargo Corp Note1.15% Due 6/2/2017

2,000,000.00 03/23/20161.19 %

1,999,020.001,999,171.23

99.941.21 %

1,998,840.0011,436.11

0.36 %(331.23)

A2 / AAA-

1.010.99


1,250,000.00 09/28/20151.12 %

1,252,112.501,251,420.37

100.340.95 %

1,254,230.001,916.67

0.22 %2,809.63

A1 / AA-A+

1.381.36


1,700,000.00 09/25/20151.29 %

1,709,418.001,706,565.32

100.531.20 %

1,708,948.8012,443.06

0.31 %2,383.48

A1 / A+NR

1.531.50









Moody/S&P Fitch

MaturityDuration

US CORPORATE


3,000,000.00 12/11/20151.42 %

3,007,440.003,005,722.55

100.531.20 %

3,015,792.0021,958.33

0.54 %10,069.45

A1 / A+NR

1.531.50


2,000,000.00 03/23/20161.29 %

2,007,420.002,006,666.60

100.231.36 %

2,004,576.0011,250.00

0.36 %(2,090.60)

A2 / AAA-

1.631.59


1,275,000.00 09/24/20151.54 %

1,273,814.251,274,160.15

100.231.36 %

1,277,917.207,171.88

0.23 %3,757.05

A2 / AAA-

1.631.59


25,000.00 09/24/20151.26 %

25,168.0025,120.62

100.791.08 %

25,197.28120.56

0.00 %76.66

Aa2 / AAA+

1.701.66


3,000,000.00 12/11/20151.31 %

3,014,940.003,011,780.75

100.791.08 %

3,023,673.0014,466.67

0.54 %11,892.25

Aa2 / AAA+

1.701.66

037833BN9 Apple Inc Note1.3% Due 2/23/2018

2,000,000.00 03/24/20160.94 %

2,013,320.002,012,136.99

100.441.04 %

2,008,710.007,077.78

0.36 %(3,426.99)

Aa1 / AA+NR

1.731.70


1,265,000.00 03/24/20161.16 %

1,271,755.101,271,161.29

100.701.03 %

1,273,843.624,449.71

0.23 %2,682.33

Aaa / AA+NR

1.751.72


1,500,000.00 04/18/20161.45 %

1,506,630.001,506,218.14

100.211.58 %

1,503,106.506,375.00

0.27 %(3,111.64)

A3 / A-A+

1.751.71


1,700,000.00 09/24/20151.35 %

1,700,476.001,700,337.43

100.161.27 %

1,702,679.205,736.80

0.31 %2,341.77

Aa2 / AA-NR

1.751.72


3,735,000.00 Various1.38 %

3,733,286.913,733,804.35

100.161.27 %

3,740,886.3612,604.07

0.67 %7,082.01

Aa2 / AA-NR

1.751.72


1,100,000.00 11/19/20151.55 %

1,101,826.001,101,420.09

101.051.05 %

1,111,495.002,929.51

0.20 %10,074.91

A1 / AA+NR

1.841.80


1,250,000.00 09/24/20151.24 %

1,242,362.501,244,341.64

99.871.07 %

1,248,362.50972.22

0.22 %4,020.86

Aa1 / AA+NR

1.921.90


25,000.00 09/28/20151.21 %

24,865.0024,899.57

99.871.07 %

24,967.2519.44

0.00 %67.68

Aa1 / AA+NR

1.921.90


4,000,000.00 Various1.16 %

3,985,440.003,988,099.93

99.871.07 %

3,994,760.003,111.12

0.72 %6,660.07

Aa1 / AA+NR

1.921.90


2,000,000.00 03/23/20161.42 %

2,012,940.002,011,950.53

100.581.42 %

2,011,690.0014,984.78

0.36 %(260.53)

Aa2 / AA-NR

2.071.93


1,705,000.00 10/01/20151.47 %

1,710,933.401,709,556.84

100.801.22 %

1,718,667.2810,457.34

0.31 %9,110.44

A2 / ANR

2.122.07


1,275,000.00 09/25/20151.77 %

1,283,708.251,281,831.46

101.421.40 %

1,293,074.402,620.83

0.23 %11,242.94

Aa3 / AA-A

2.402.33

94974BFQ8 Wells Fargo Corp Note2.15% Due 1/15/2019

450,000.00 03/17/20161.70 %

455,535.00455,166.97

101.361.62 %

456,134.403,655.00

0.08 %967.43

A2 / AAA-

2.632.52


1,700,000.00 09/24/20151.71 %

1,728,118.001,722,757.56

101.981.48 %

1,733,692.303,740.00

0.31 %10,934.74

A1 / A+AA

2.902.72









Moody/S&P Fitch

MaturityDuration

US CORPORATE


2,516,000.00 05/31/20161.73 %

2,532,479.802,532,479.80

100.761.70 %

2,535,176.9511,358.34

0.46 %2,697.15

Aaa / AA+NR

3.773.53

713448CS5 PepsiCo Inc Callable Note Cont 3/30/20201.85% Due 4/30/2020

1,625,000.00 05/27/20161.65 %

1,637,138.751,637,130.00

100.701.66 %

1,636,448.132,588.72

0.29 %(681.87)

A1 / AA

3.923.68

94974BGM6 Wells Fargo Corp Note2.6% Due 7/22/2020

975,000.00 04/12/20161.96 %

1,000,652.25999,886.27

102.032.09 %

994,746.689,083.75

0.18 %(5,139.59)

A2 / AAA-

4.153.88


4,760,000.00 05/27/20162.24 %

4,821,118.404,821,416.80

100.982.31 %

4,806,424.2810,789.34

0.86 %(14,992.52)

A3 / A-A+

4.424.07


5,000,000.00 Various2.28 %

5,056,495.005,055,873.15

100.982.31 %

5,048,765.0011,333.33

0.91 %(7,108.15)

A3 / A-A+

4.424.07


63,213,970.13228,164.25

11.36 %58,851.21

A1 / A+A+

2.192.08

TOTAL PORTFOLIO 555,234,897.94 0.82 %559,825,272.70556,711,444.77 0.76 %

557,201,096.381,244,333.91

100.00 %489,651.61

Aa1 / AA+Aaa

1.241.20





Transaction Type




ACQUISITIONS

Purchase 05/05/2016 46625HNX4 1,500,000.00 JP Morgan Chase Callable Note Cont 09/29/20202.55% Due 10/29/2020

101.650 2.16 % 1,524,750.00 637.50 1,525,387.50 0.00


99.964 0.23 % 12,120,670.87 0.00 12,120,670.87 0.00


99.963 0.24 % 2,743,985.15 0.00 2,743,985.15 0.00

Purchase 05/19/2016 06538BH22 2,000,000.00 Bank of Tokyo Mitsubishi NY Discount CP0.56% Due 8/2/2016

99.883 0.57 % 1,997,666.67 0.00 1,997,666.67 0.00

Purchase 05/20/2016 30229AG52 2,500,000.00 Exxon Mobil Discount CP0.38% Due 7/5/2016

99.951 0.39 % 2,498,786.11 0.00 2,498,786.11 0.00


100.907 2.33 % 3,531,745.00 5,206.25 3,536,951.25 0.00


100.655 1.73 % 60,393.00 270.87 60,663.87 0.00

Purchase 05/31/2016 30231GAG7 1,756,000.00 Exxon Mobil Corp Callable Note Cont 2/6/20201.912% Due 3/6/2020

100.655 1.73 % 1,767,501.80 7,927.36 1,775,429.16 0.00


100.655 1.73 % 402,620.00 1,805.77 404,425.77 0.00


100.655 1.73 % 301,965.00 1,354.34 303,319.34 0.00


99.675 1.45 % 109,642.50 432.74 110,075.24 0.00

Purchase 05/31/2016 3130A7CV5 4,600,000.00 FHLB Note1.375% Due 2/18/2021

99.675 1.45 % 4,585,050.00 18,096.53 4,603,146.53 0.00


99.675 1.45 % 49,837.50 196.70 50,034.20 0.00

Purchase 05/31/2016 313370US5 325,000.00 FHLB Note2.875% Due 9/11/2020

106.175 1.38 % 345,068.75 2,076.39 347,145.14 0.00

Purchase 05/31/2016 313370US5 420,000.00 FHLB Note2.875% Due 9/11/2020

106.175 1.38 % 445,935.00 2,683.33 448,618.33 0.00

Purchase 05/31/2016 3133EFPJ0 200,000.00 FFCB Note1.29% Due 11/19/2018

100.619 1.04 % 201,238.00 86.00 201,324.00 0.00

Purchase 05/31/2016 3135G0D75 450,000.00 FNMA Note1.5% Due 6/22/2020

100.739 1.31 % 453,325.50 2,981.25 456,306.75 0.00

Page 1



Transaction Type




ACQUISITIONS

Purchase 05/31/2016 3135G0H55 4,600,000.00 FNMA Note1.875% Due 12/28/2020

102.099 1.40 % 4,696,554.00 36,656.25 4,733,210.25 0.00


102.099 1.40 % 347,136.60 2,709.38 349,845.98 0.00


102.099 1.40 % 459,445.50 3,585.93 463,031.43 0.00


99.673 1.45 % 34,885.55 127.00 35,012.55 0.00

Purchase 05/31/2016 3137EADR7 2,875,000.00 FHLMC Note1.375% Due 5/1/2020

100.433 1.26 % 2,887,448.75 3,294.27 2,890,743.02 0.00


100.433 1.26 % 451,948.50 515.63 452,464.13 0.00


101.284 2.24 % 4,051,360.00 9,066.67 4,060,426.67 0.00


101.284 2.24 % 405,136.00 906.66 406,042.66 0.00


101.284 2.24 % 303,852.00 680.00 304,532.00 0.00


101.284 2.24 % 60,770.40 136.00 60,906.40 0.00

Purchase 05/31/2016 713448CS5 1,625,000.00 PepsiCo Inc Callable Note Cont 3/30/20201.85% Due 4/30/2020

100.747 1.65 % 1,637,138.75 2,505.21 1,639,643.96 0.00

Purchase 05/31/2016 912828P87 4,600,000.00 US Treasury Note1.125% Due 2/28/2021

98.981 1.35 % 4,553,116.97 12,937.50 4,566,054.47 0.00

Subtotal 52,776,000.00 53,028,973.87 116,875.53 53,145,849.40 0.00


DISPOSITIONS


100.304 0.98 % 50,151.80 204.68 50,356.48 34.97


100.280 1.01 % 50,139.75 65.63 50,205.38 95.08

Page 2



Transaction Type




DISPOSITIONS


100.703 0.96 % 50,351.40 0.00 50,351.40 121.73

Sale 05/31/2016 912828LP3 21,350,000.00 US Treasury Note3% Due 9/30/2016

100.836 0.49 % 21,528,401.13 106,750.00 21,635,151.13 3,043.72

Sale 05/31/2016 912828LP3 2,175,000.00 US Treasury Note3% Due 9/30/2016

100.836 0.49 % 2,193,174.35 10,875.00 2,204,049.35 310.07


100.211 0.89 % 50,105.30 1.36 50,106.66 93.34

Subtotal 23,725,000.00 23,922,323.73 117,896.67 24,040,220.40 3,698.91

Maturity 05/03/2016 21687AE33 1,500,000.00 Rabobank Nederland NV NY Discount CP0.62% Due 5/3/2016

99.785 1,500,000.00 0.00 1,500,000.00 0.00

Maturity 05/11/2016 3130A3E67 1,370,000.00 FHLB Note0.32% Due 5/11/2016

100.000 1,370,000.00 0.00 1,370,000.00 0.00

Maturity 05/11/2016 313312WS5 4,525,000.00 FFCB Discount Note0.34% Due 5/11/2016

100.000 4,525,000.00 0.00 4,525,000.00 0.00

Maturity 05/11/2016 313312WS5 450,000.00 FFCB Discount Note0.34% Due 5/11/2016

100.000 450,000.00 0.00 450,000.00 0.00

Maturity 05/11/2016 313312WS5 345,000.00 FFCB Discount Note0.3% Due 5/11/2016

100.000 345,000.00 0.00 345,000.00 0.00

Maturity 05/11/2016 313312WS5 2,630,000.00 FFCB Discount Note0.34% Due 5/11/2016

100.000 2,630,000.00 0.00 2,630,000.00 0.00

Maturity 05/15/2016 91412GPX7 1,000,000.00 Univ of California CA Revenues TE-REV0.659% Due 5/15/2016

100.000 1,000,000.00 0.00 1,000,000.00 0.00

Maturity 05/16/2016 06538BEG4 1,500,000.00 Bank of Tokyo Mitsubishi NY Discount CP0.45% Due 5/16/2016

99.933 1,500,000.00 0.00 1,500,000.00 0.00

Maturity 05/31/2016 912828KW9 1,115,000.00 US Treasury Note3.25% Due 5/31/2016

100.000 1,115,000.00 0.00 1,115,000.00 0.00

Subtotal 14,435,000.00 14,435,000.00 0.00 14,435,000.00 0.00

TOTAL DISPOSITIONS 38,160,000.00 38,357,323.73 117,896.67 38,475,220.40 3,698.91

Page 3


settlement date.








protection.














Page 1














rate.










Page 2


DATE: August 11, 2016 TO: Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Daryn Martin, Manager of Treasury Operations SUBJECT: Investment Reports – as of June 30, 2016 STAFF RECOMMENDATION: Receive and file. BACKGROUND: The Foothill/Eastern Transportation Corridor Agency (F/ETCA) is required per section VII of its investment policy to render a quarterly report to the Board of Directors detailing the types of investments in the portfolio, the dollar amount invested in each category, the rate of interest in each category and the total portfolio yield, and on a monthly basis report on the transactions for the month. DISCUSSION: Compliance Enclosed are the investment reports for the F/ETCA for the quarter ended June 30, 2016. These investment reports reflect only assets held by the Trustee (Bank of New York-Mellon), which include the 2013 and 2015 indenture accounts and five non-indenture accounts. The remaining cash and investments that are held directly by the Agency total $31.2 million; $14.2 million in demand deposits and $17.0 million in money market fund investment. There is sufficient liquidity to meet the Agency’s anticipated expenditure requirements for the next six months. As of June 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy. Portfolio Update


Since March 31, 2016, the book value of the portfolio increased by approximately $42.4 million to $571.4 million. The increase is primarily related to toll revenue transfers of $43.9 million, the receipt of development impact fees of $7.0 million and interest earnings of $1.0 million. The increase is partially offset by toll operations related expenses of $5.6 million and planning, environmental and construction related expenditures of $3.9 million. This report focuses exclusively on the earnings generated by the Agency’s investment portfolio and does not reflect the positive financial impacts resulting from the savings generated by the bond refunding. The weighted average maturity of the F/ETCA portfolio is 1.2 years. The weighted average book yield increased 7 basis points from 0.77 percent on March 31, 2016 to 0.84 percent on June 30, 2016. The resulting increase in yield is attributable to maturities and surplus revenue being reinvested at a higher rates and longer maturities. The market value of the portfolio is $2.1 million or 0.4 percent higher than book value at June 30, 2016, while the market value including accrued interest is $3.6 million or 0.6 percent higher than the book value at June 30, 2016. Market values reported herein have been obtained by Chandler Asset Management from Interactive Data Corporation. These market values are compared for reasonableness with the market values provided by the Trustee. Credit Update To maintain safety, adherence to an investment policy strategy of purchasing only top-rated securities and diversification of security types and maturities is required. As shown in Exhibit 2, approximately 79 percent of the entire portfolio is invested in U.S. Treasuries, Agency bonds and Supranationals that are rated AA+ by Standard and Poor’s and Aaa by Moody’s. The remainder of the portfolio is primarily invested in money market investments and medium-term corporate notes, all rated in one of the three highest rating categories by at least two nationally recognized statistical rating agencies, and short-term commercial paper rated at least “A-1/P-1”, the highest rating by the two rating agencies noted above. Economic Update The Federal Open Market Committee’s (“FOMC”) cautious stance in June seems to have been prudent. Just a week after the June FOMC meeting (during which the Committee voted to keep the fed funds rate unchanged), Britain unexpectedly voted to the leave the European Union. The outcome was a shock to the financial markets and prompted a broad selloff and a spike in volatility. The long-term implications of the Brexit vote with regard to global economic growth, global currencies, the stability of the European Union, and the global political climate are highly uncertain. Near term, financial market volatility is likely to remain elevated and interest rates may stay lower for longer. Concerns about global economic growth and a demand for “safe haven” assets, along with investors’ hunt for yield (particularly in light of negative rates in


Europe and Japan), continues to drive demand for U.S. Treasury securities. With the impact of Brexit unknown and domestic economic data pointing to slow growth, the FOMC is likely to remain cautious and keep monetary policy on hold. Nonfarm payrolls were much stronger than expected in June, up 287,000 versus the consensus forecast of 180,000. However, May payrolls (which were already quite low) were revised down to 11,000 from 38,000. During the second quarter, payrolls increased by an average of 147,000 per month, compared to an average of 196,000 during the first quarter. Job growth has decelerated but remains consistent with slow domestic economic growth. The unemployment rate increased to 4.9 percent in June from 4.7 percent in May, as the participation rate increased to 62.7 percent from 62.6 percent. A broader measure of unemployment called the U-6, which includes those who are marginally attached to the labor force and employed part time for economic reasons, edged down to 9.6 percent from 9.7 percent. Wages inched up 0.1 percent in June, following growth of 0.2 percent in May. On a year-over-year basis, wages were up 2.6 percent in June. The Consumer Price Index (CPI) was up just 1.0 percent year-over-year in June, versus 1.1 percent in May. Core CPI (CPI less food and energy) was up 2.3 percent year-over-year in June, versus. 2.2 percent in May. The Personal Consumption Expenditures (PCE) index was up 0.9 percent year-over-year in May, versus 1.1 percent in April. Core PCE (excluding food and energy) was unchanged in May, but is up 1.6 percent year-over-year. Although Core CPI is trending above 2.0 percent, the Federal Reserve's primary inflation gauge is PCE which remains below the Fed's 2.0 percent target. Total housing starts rose 4.8 percent on a month-over-month basis in June. Single-family starts rose 4.4 percent in June while multi-family starts rose 5.4 percent. Housing starts tend to be volatile on a month-to-month basis and the data is subject to revision but the underlying trend remains favorable. According to the Case-Shiller 20-City home price index, home prices were up 5.4 percent year-over-year in April, versus up 5.5 percent year-over-year in March. The global economy faces headwinds, but domestic economic data remains indicative of slow growth. Nonfarm payroll growth was lower in the second quarter than the first quarter, but remained high enough to absorb new entrants into the labor market. Consumer confidence remains strong and consumer spending has recently improved. Meanwhile, manufacturing trends have improved but remain soft. Inflation continues to run below the Federal Reserve’s long-term target. First quarter 2016 GDP grew 1.1 percent, following growth of 1.4 percent in the fourth quarter of 2015. The consensus forecast for GDP growth of 2.5 percent in the second quarter of 2016 and 2.2 percent in the third quarter of 2016.


Exhibits


This report provides a summary of the F/ETCA total portfolio value by asset sector on a book value basis (historical cost adjusted for the cumulative amortization of premium/discount recorded to date), a market value basis (fair value based on quoted market prices) and a market value plus accrued interest basis. Also inclusive in this report is both book and market yield returns along with the percentage held within each sector based upon market value plus accrued interest.

2. Sector Distribution Summary Graphs – Market Value including Accrued Interest

The pie charts are representations of the percentage of each asset sector in the portfolio based upon the market value plus accrued interest. The investment policy specifies percentage limitations on certain asset categories. At June 30, 2016, the Agency holdings were all below the maximum percentage limits.

3. Holdings Report – Non-Indenture Funds This report provides a detailed description and the associated ratings of each fixed income security held in the Non-Indenture Funds F/ETCA portfolio at June 30, 2016. This report includes all Agency security holdings including money market funds and cash. The report also includes an unrealized gain/loss position, average maturity and duration for each security. All of the Agency’s investments were rated at or above the minimum rating required per the Agency’s investment policy and debt agreements.

4. Holdings Report – Indenture Funds This report provides a detailed description and the associated ratings of each fixed income security held in the Indenture Funds F/ETCA portfolio at June 30, 2016. This report includes all Agency security holdings including money market funds and cash. The report also includes an unrealized gain/loss position, average maturity and duration for each security. All of the Agency’s investments were rated at or above the minimum rating required per the Agency’s investment policy and debt agreements.

5. Portfolio Composition by Fund – Indenture and Non-Indenture Funds Several fund categories have been established both outside of the indenture and in accordance with indenture provisions. The construction and general reserve funds are unrestricted custody funds. The restricted custody funds are set aside for specific construction activities and meeting current expenses. The debt service funds include net toll revenues transferred to cover debt service payments. Since the reserve requirements


for the reserve funds have been met, surplus revenue funds are transferred into the non-indenture custody account. The use and occupancy fund is a reserve for operating emergencies. The enterprise fund includes revenue and expense accounts pertaining to the operation of the corridor. Net toll revenues for the current month are transferred out to the appropriate debt service/custody accounts at the beginning of the following month.

6. Transaction Ledger These schedules detail the F/ETCA investment transactions during the month.

7. Definitions This is a list of common terminology used to describe the agency’s investment portfolio. Staff has provided this glossary to assist the Board in their review of the agency’s investment practices.

BUDGET: N/A CONCLUSION: Enclosed are the quarterly investment reports for the Foothill/Eastern Transportation Corridor Agency (F/ETCA) as of June 30, 2016. As of June 30, 2016, all indenture funds are invested in accordance with the permitted investment section of the respective indentures and all non-indenture funds are invested in compliance with both the California Government Code and F/ETCA Investment Policy. Attachments






US Treasury $214,004,926.33 0.63% $214,518,471.01 $385,383.97 $214,903,854.98 0.41% 37.37 %

Agency $232,731,124.08 0.90% $233,897,693.89 $679,206.36 $234,576,900.25 0.65% 40.79 %

Supranational $5,105,257.95 1.41% $5,141,036.00 $19,280.83 $5,160,316.83 1.11% 0.90 %

US Corporate $81,490,479.63 1.43% $81,892,669.63 $386,126.62 $82,278,796.25 1.23% 14.31 %

Total Portfolio $571,428,409.73 0.84 % $573,546,492.27 $1,469,997.78 $575,016,490.05 0.62 % 100.00 %

Page 1

Sector Distribution - Market Value Including Accrued Interest Exhibit #2Foothill/Eastern Total Portfolio

Foothill/Eastern Total Portfolio

June 30, 2016

$575,016,490.05

March 31, 2016

$531,642,368.59

Page 1


Foothill/Eastern - Non-Indenture Funds Exhibit #3






Moody/S&P Fitch

MaturityDuration



4,941,940.37 Various0.01 %

4,941,940.374,941,940.37

1.000.01 %

4,941,940.370.00

2.11 %0.00

Aaa / AAANR

0.000.00


4,941,940.370.00

2.11 %0.00

Aaa / AAANR

0.000.00

COMMERCIAL PAPER

30229AG52 Exxon Mobil Discount CP0.38% Due 7/5/2016

2,500,000.00 05/19/20160.39 %

2,498,786.112,499,894.44

100.000.39 %

2,499,894.440.00

1.07 %0.00

P-1 / A-1+NR

0.010.01

06538BG64 Bank of Tokyo Mitsubishi NY Discount CP0.54% Due 7/6/2016

120,000.00 04/26/20160.55 %

119,872.20119,991.00

99.990.55 %

119,991.000.00

0.05 %0.00

P-1 / A-1F-1

0.020.02

89233GGD2 Toyota Motor Credit Discount CP0.78% Due 7/13/2016

1,200,000.00 12/16/20150.79 %

1,194,540.001,199,688.00

99.970.79 %

1,199,688.000.00

0.51 %0.00

P-1 / A-1+F-1

0.040.04

89233GGE0 Toyota Motor Credit Discount CP0.35% Due 7/14/2016

100,000.00 06/09/20160.36 %

99,965.9799,987.36

99.990.36 %

99,987.360.00

0.04 %0.00

P-1 / A-1+F-1

0.040.04


1,000,000.00 03/23/20160.67 %

997,910.00999,743.33

99.970.67 %

999,743.330.00

0.43 %0.00

P-1 / A-1F-1

0.040.04

74005HH13 Praxair Discount CP0.39% Due 8/1/2016

1,500,000.00 06/29/20160.40 %

1,499,463.751,499,496.25

99.970.40 %

1,499,496.250.00

0.64 %0.00

P-1 / A-1NR

0.090.09

06538BH22 Bank of Tokyo Mitsubishi NY Discount CP0.56% Due 8/2/2016

2,000,000.00 05/19/20160.57 %

1,997,666.671,999,004.45

99.950.57 %

1,999,004.450.00

0.85 %0.00

P-1 / A-1F-1

0.090.09

02665JHC7 American Honda Corp Discount CP0.4% Due 8/12/2016

1,000,000.00 06/29/20160.41 %

999,511.11999,533.33

99.950.41 %

999,533.330.00

0.43 %0.00

P-1 / A-1F-1

0.120.12


3,000,000.00 03/23/20160.86 %

2,987,680.002,994,680.00

99.820.86 %

2,994,680.000.00

1.28 %0.00

P-1 / A-1NR

0.210.21

21687AKH5 Rabobank Nederland NV NY Discount CP0.88% Due 10/17/2016

2,000,000.00 03/23/20160.90 %

1,989,831.111,994,720.00

99.740.90 %

1,994,720.000.00

0.85 %0.00

P-1 / A-1NR

0.300.30

89233GMG8 Toyota Motor Credit Discount CP1.01% Due 12/16/2016

3,000,000.00 03/23/20161.03 %

2,977,443.332,985,860.00

99.531.03 %

2,985,860.000.00

1.27 %0.00

P-1 / A-1+F-1

0.460.46


17,392,598.160.00

7.42 %0.00

Aaa / AA+AA

0.180.18

US TREASURY


50,000.00 09/24/20150.35 %

50,070.4850,012.52

100.030.30 %

50,016.5583.56

0.02 %4.03

Aaa / AA+AAA

0.170.17


5,000,000.00 12/09/20150.72 %

5,006,071.445,001,624.56

100.110.33 %

5,005,720.0012,839.67

2.14 %4,095.44

Aaa / AA+AAA

0.210.21









Moody/S&P Fitch

MaturityDuration

US TREASURY


50,000.00 09/24/20150.37 %

50,064.6250,015.82

100.040.35 %

50,018.6062.84

0.02 %2.78

Aaa / AA+AAA

0.250.25


4,000,000.00 08/26/20150.43 %

4,008,763.404,002,232.19

100.080.36 %

4,003,124.005,259.56

1.71 %891.81

Aaa / AA+AAA

0.290.29


6,000,000.00 12/09/20150.72 %

5,995,332.605,998,390.86

100.080.36 %

6,004,686.007,889.34

2.56 %6,295.14

Aaa / AA+AAA

0.290.29

912828WF3 US Treasury Note0.625% Due 11/15/2016

3,000,000.00 12/09/20150.75 %

2,996,494.432,998,593.33

100.100.36 %

3,002,931.002,394.70

1.28 %4,337.67

Aaa / AA+AAA

0.380.37


10,000,000.00 11/06/20130.60 %

10,082,812.5010,011,333.61

100.210.38 %

10,020,500.007,411.20

4.28 %9,166.39

Aaa / AA+AAA

0.420.42


50,000.00 09/24/20150.48 %

50,174.0050,071.97

100.170.44 %

50,083.00173.08

0.02 %11.03

Aaa / AA+AAA

0.550.54


50,000.00 09/24/20150.50 %

50,084.1550,037.84

100.110.45 %

50,054.15117.62

0.02 %16.31

Aaa / AA+AAA

0.630.62

912828SJ0 US Treasury Note0.875% Due 2/28/2017

8,700,000.00 06/28/20130.97 %

8,670,093.738,694,484.81

100.260.49 %

8,722,437.3025,443.95

3.73 %27,952.49

Aaa / AA+AAA

0.670.66


6,070,000.00 03/25/20150.66 %

6,065,041.046,067,909.10

100.090.53 %

6,075,450.863,213.29

2.59 %7,541.76

Aaa / AA+AAA

0.920.91


50,000.00 09/23/20150.63 %

49,998.2149,999.02

100.090.53 %

50,044.9026.47

0.02 %45.88

Aaa / AA+AAA

0.920.91


50,000.00 09/24/20150.64 %

49,869.3149,923.25

99.970.53 %

49,984.40104.40

0.02 %61.15

Aaa / AA+AAA

1.081.08


7,000,000.00 02/26/20150.87 %

6,957,640.646,980,144.52

100.090.55 %

7,006,286.0014,622.96

2.99 %26,141.48

Aaa / AA+AAA

1.171.16


50,000.00 09/24/20150.66 %

49,970.8749,982.33

100.090.55 %

50,044.90104.45

0.02 %62.57

Aaa / AA+AAA

1.171.16


5,000,000.00 04/23/20150.75 %

5,000,407.385,000,209.29

100.240.57 %

5,012,110.006,317.93

2.14 %11,900.71

Aaa / AA+AAA

1.341.32


7,000,000.00 08/27/20150.81 %

7,009,867.207,006,132.51

100.410.57 %

7,028,987.007,822.69

3.00 %22,854.49

Aaa / AA+AAA

1.381.36


50,000.00 09/24/20150.76 %

49,992.3649,994.99

100.260.57 %

50,130.851.02

0.02 %135.86

Aaa / AA+AAA

1.501.49


50,000.00 09/23/20150.83 %

50,047.0450,031.77

100.460.58 %

50,232.40182.69

0.02 %200.63

Aaa / AA+AAA

1.591.57


50,000.00 09/23/20150.89 %

49,824.3949,877.46

100.270.59 %

50,136.7094.26

0.02 %259.24

Aaa / AA+AAA

1.751.74


62,382,978.6194,165.68

26.64 %121,976.86

Aaa / AA+Aaa

0.730.73









Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0XP3 FNMA Note0.375% Due 7/5/2016

50,000.00 09/24/20150.34 %

50,013.5050,000.19

100.000.38 %

49,999.9591.67

0.02 %(0.24)

Aaa / AA+AAA

0.010.01


45,000.00 09/25/20150.42 %

44,834.9844,978.48

99.950.42 %

44,978.480.00

0.02 %0.00

P-1 / A-1+F-1+

0.120.12

313588C29 FNMA Discount Note0.38% Due 8/15/2016

4,000,000.00 08/26/20150.39 %

3,985,011.123,998,100.00

99.950.39 %

3,998,100.000.00

1.70 %0.00

P-1 / A-1+F-1+

0.130.13


50,000.00 09/25/20150.43 %

50,712.5050,117.73

100.230.46 %

50,116.95350.00

0.02 %(0.78)

Aaa / AA+AAA

0.150.15

3135G0YE7 FNMA Note0.625% Due 8/26/2016

7,000,000.00 01/14/20140.64 %

6,998,179.996,999,878.43

100.020.48 %

7,001,589.0015,190.97

2.99 %1,710.57

Aaa / AA+AAA

0.160.16

3135G0ES8 FNMA Note1.375% Due 11/15/2016

50,000.00 09/24/20150.46 %

50,521.5050,170.67

100.340.45 %

50,172.3087.85

0.02 %1.63

Aaa / AA+AAA

0.380.37

3130A3J70 FHLB Note0.625% Due 11/23/2016

50,000.00 09/28/20150.47 %

50,091.5050,031.32

100.050.49 %

50,026.8532.99

0.02 %(4.47)

Aaa / AA+AAA

0.400.40

313371PV2 FHLB Note1.625% Due 12/9/2016

45,000.00 09/24/20150.50 %

45,608.8545,222.05

100.500.49 %

45,224.5144.69

0.02 %2.46

Aaa / AA+AAA

0.440.44

3130A0C65 FHLB Note0.625% Due 12/28/2016

3,000,000.00 06/25/20150.55 %

3,003,180.003,001,041.05

100.080.47 %

3,002,337.00156.25

1.28 %1,295.95

Aaa / AA+AAA

0.500.49


3,000,000.00 06/25/20150.61 %

2,994,993.002,998,187.35

99.990.51 %

2,999,844.006,416.67

1.28 %1,656.65

Aaa / AA+AAA

0.580.57


1,000,000.00 03/28/20160.72 %

1,001,390.001,000,994.32

100.240.50 %

1,002,389.003,135.42

0.43 %1,394.68

Aaa / AA+AAA

0.650.64


50,000.00 09/24/20150.55 %

50,229.0050,104.52

100.240.50 %

50,119.45156.77

0.02 %14.93

Aaa / AA+AAA

0.650.64


5,000,000.00 Various0.66 %

5,015,209.005,006,851.06

100.240.50 %

5,011,945.0015,677.08

2.14 %5,093.94

Aaa / AA+AAA

0.650.64

3130A4FR8 FHLB Note0.75% Due 3/2/2017

45,000.00 09/28/20150.60 %

45,095.4045,044.79

100.180.47 %

45,083.16111.56

0.02 %38.37

Aaa / AA+AAA

0.670.67


1,000,000.00 03/24/20160.71 %

1,002,732.001,001,985.10

100.330.52 %

1,003,279.003,138.89

0.43 %1,293.90

Aaa / AA+AAA

0.690.68


9,000,000.00 Various0.62 %

9,048,878.009,023,469.50

100.330.52 %

9,029,511.0028,250.00

3.86 %6,041.50

Aaa / AA+AAA

0.690.68


50,000.00 09/24/20150.60 %

50,111.0050,053.15

100.150.54 %

50,073.15111.46

0.02 %20.00

Aaa / AA+AAA

0.700.70

30769QAA8 Farmer Mac Note5.125% Due 4/19/2017

8,750,000.00 11/13/20130.97 %

9,973,687.509,038,670.66

103.610.61 %

9,065,638.7589,687.50

3.90 %26,968.09

Aa1 / NRAA-

0.800.79

3135G0ZB2 FNMA Note0.75% Due 4/20/2017

2,000,000.00 03/23/20160.72 %

2,000,640.002,000,477.67

100.200.50 %

2,004,040.002,958.33

0.86 %3,562.33

Aaa / AA+AAA

0.810.80

3135G0JA2 FNMA Note1.125% Due 4/27/2017

50,000.00 09/24/20150.58 %

50,427.0050,221.40

100.440.59 %

50,221.40100.00

0.02 %0.00

Aaa / AA+AAA

0.820.82









Moody/S&P Fitch

MaturityDuration

AGENCY


50,000.00 09/23/20150.64 %

50,492.2550,260.95

100.580.58 %

50,287.5585.07

0.02 %26.60

Aaa / AA+AAA

0.870.86

313379FW4 FHLB Note1% Due 6/9/2017

45,000.00 09/24/20150.67 %

45,252.9045,139.58

100.390.58 %

45,175.7327.50

0.02 %36.15

Aaa / AA+AAA

0.940.94


3,000,000.00 06/25/20150.75 %

3,014,643.003,007,318.21

100.410.59 %

3,012,204.00166.67

1.28 %4,885.79

Aaa / AA+AAA

1.000.99

3137EADV8 FHLMC Note0.75% Due 7/14/2017

7,000,000.00 08/26/20150.69 %

7,008,176.007,004,528.65

100.150.61 %

7,010,409.0024,354.17

3.00 %5,880.35

Aaa / AA+AAA

1.041.03


50,000.00 09/24/20150.65 %

50,319.0050,186.67

100.430.60 %

50,213.95212.50

0.02 %27.28

Aaa / AA+AAA

1.081.07

3135G0MZ3 FNMA Note0.875% Due 8/28/2017

2,000,000.00 03/28/20160.81 %

2,001,762.002,001,443.25

100.280.64 %

2,005,524.005,979.17

0.86 %4,080.75

Aaa / AA+AAA

1.161.15

313370SZ2 FHLB Note2.25% Due 9/8/2017

45,000.00 09/24/20150.72 %

46,328.4045,808.94

101.870.67 %

45,842.72317.81

0.02 %33.78

Aaa / AA+AAA

1.191.17

313370SZ2 FHLB Note2.25% Due 9/8/2017

2,000,000.00 Various0.86 %

2,039,722.002,032,662.82

101.870.67 %

2,037,454.0014,125.00

0.87 %4,791.18

Aaa / AA+AAA

1.191.17


50,000.00 09/24/20150.71 %

50,281.5050,173.21

100.470.61 %

50,235.70140.28

0.02 %62.49

Aaa / AA+AAA

1.221.21


50,000.00 09/24/20150.75 %

50,251.5050,156.07

100.400.68 %

50,199.10133.33

0.02 %43.03

Aaa / AA+AAA

1.241.22


7,000,000.00 08/26/20150.77 %

7,033,880.007,020,201.12

100.460.63 %

7,032,046.0018,277.78

3.01 %11,844.88

Aaa / AA+AAA

1.241.23

3136G0L33 FNMA Callable Note 1X 10/3/20140.9% Due 10/3/2017

2,000,000.00 03/24/20160.85 %

2,001,360.002,001,124.80

100.410.57 %

2,008,284.004,400.00

0.86 %7,159.20

Aaa / AA+AAA

1.261.25

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

50,000.00 09/24/20150.75 %

50,133.0050,084.30

100.350.61 %

50,174.1078.99

0.02 %89.80

Aaa / AA+AAA

1.321.31

31331KR44 FFCB Note1.5% Due 11/8/2017

2,000,000.00 03/24/20160.88 %

2,019,760.002,016,608.34

101.180.62 %

2,023,696.004,416.67

0.86 %7,087.66

Aaa / AA+AAA

1.361.34

3130A3HF4 FHLB Note1.125% Due 12/8/2017

2,000,000.00 03/24/20160.89 %

2,007,720.002,006,552.82

100.680.65 %

2,013,690.001,437.50

0.86 %7,137.18

Aaa / AA+AAA

1.441.43


7,000,000.00 08/26/20150.86 %

6,982,696.006,988,811.96

100.170.64 %

7,011,998.0024,645.83

3.00 %23,186.04

Aaa / AA+AAA

1.541.52


50,000.00 09/25/20150.84 %

49,903.0049,934.97

100.170.64 %

50,085.70176.04

0.02 %150.73

Aaa / AA+AAA

1.541.52

3135G0TG8 FNMA Note0.875% Due 2/8/2018

3,000,000.00 03/30/20160.79 %

3,004,422.003,003,823.79

100.510.56 %

3,015,297.0010,427.08

1.29 %11,473.21

Aaa / AA+AAA

1.611.59

3135G0TG8 FNMA Note0.875% Due 2/8/2018

50,000.00 09/25/20150.89 %

49,984.1549,989.19

100.510.56 %

50,254.95173.78

0.02 %265.76

Aaa / AA+AAA

1.611.59

313378A43 FHLB Note1.375% Due 3/9/2018

50,000.00 09/25/20150.93 %

50,538.0050,372.46

101.170.68 %

50,583.10213.89

0.02 %210.64

Aaa / AA+AAA

1.691.67









Moody/S&P Fitch

MaturityDuration

AGENCY

3130A7CX1 FHLB Note0.875% Due 3/19/2018

2,000,000.00 03/28/20160.91 %

1,998,800.001,998,950.34

100.350.67 %

2,007,034.004,958.33

0.86 %8,083.66

Aaa / AA+AAA

1.721.70

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

7,000,000.00 08/26/20150.94 %

7,033,292.007,022,810.07

100.820.67 %

7,057,057.0014,437.50

3.02 %34,246.93

Aaa / AA+AAA

1.821.80

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

45,000.00 09/25/20150.95 %

45,198.0045,140.11

100.820.67 %

45,366.8092.81

0.02 %226.69

Aaa / AA+AAA

1.821.80

3135G0WJ8 FNMA Note0.875% Due 5/21/2018

50,000.00 09/25/20151.00 %

49,831.6049,879.37

100.400.66 %

50,197.9048.61

0.02 %318.53

Aaa / AA+AAA

1.891.87


3,000,000.00 12/09/20151.18 %

2,999,340.002,999,478.41

100.840.74 %

3,025,209.001,657.50

1.29 %25,730.59

Aaa / AA+AAA

1.961.93


50,000.00 09/23/20151.32 %

49,861.9549,888.99

101.230.85 %

50,613.40260.42

0.02 %724.41

Aaa / AA+AAA

3.093.01


50,000.00 09/23/20151.40 %

49,713.6549,766.96

101.190.88 %

50,593.75154.51

0.02 %826.79

Aaa / AA+AAA

3.263.18

3130A7CV5 FHLB Note1.375% Due 2/18/2021

50,000.00 05/27/20161.45 %

49,837.5049,840.34

101.181.11 %

50,589.60253.99

0.02 %749.26

Aaa / AA+AAA

4.644.46

3135G0J20 FNMA Note1.375% Due 2/26/2021

35,000.00 05/27/20161.45 %

34,885.5534,887.53

101.041.15 %

35,362.60167.10

0.02 %475.07

Aaa / AA+AAA

4.664.48

Total Agency 94,005,000.00 0.77 %95,429,930.7994,431,423.66 0.58 %

94,640,367.60297,517.93

40.48 %208,943.94

Aaa / AA+Aaa

1.021.00

SUPRANATIONAL

459058DC4 Intl. Bank Recon & Development Note1.125% Due 7/18/2017

2,000,000.00 03/23/20160.87 %

2,006,600.002,005,257.95

100.480.67 %

2,009,540.0010,187.50

0.86 %4,282.05

Aaa / AAAAAA

1.051.04

45905UPF5 Intl. Bank Recon & Development Note1.76% Due 5/1/2019

3,100,000.00 05/01/20141.76 %

3,100,000.003,100,000.00

101.021.39 %

3,131,496.009,093.33

1.34 %31,496.00

Aaa / AAAAAA

2.842.75


5,141,036.0019,280.83

2.20 %35,778.05

Aaa / AAAAaa

2.142.08

US CORPORATE

91324PBS0 United Health Group Inc Note1.875% Due 11/15/2016

6,000,000.00 05/14/20140.70 %

6,173,520.006,026,117.65

100.370.87 %

6,022,434.0014,375.00

2.57 %(3,683.65)

A3 / A+A-

0.380.37

89233P5S1 Toyota Motor Credit Corp Note2.05% Due 1/12/2017

2,000,000.00 03/23/20160.82 %

2,019,580.002,013,003.91

100.640.84 %

2,012,842.0019,247.22

0.87 %(161.91)

Aa3 / AA-A

0.540.53

94974BFD7 Wells Fargo Corp Note2.1% Due 5/8/2017

2,000,000.00 03/23/20161.18 %

2,020,140.002,015,514.75

100.861.09 %

2,017,184.006,183.33

0.86 %1,669.25

A2 / AAA-

0.850.85

94974BFW5 Wells Fargo Corp Note1.15% Due 6/2/2017

2,000,000.00 03/23/20161.19 %

1,999,020.001,999,235.29

100.041.11 %

2,000,762.001,852.78

0.85 %1,526.71

A2 / AAA-

0.920.91


3,000,000.00 12/11/20151.42 %

3,007,440.003,005,409.56

100.830.97 %

3,024,861.002,583.33

1.29 %19,451.44

A1 / A+NR

1.451.43









Moody/S&P Fitch

MaturityDuration

US CORPORATE


2,000,000.00 03/23/20161.29 %

2,007,420.002,006,333.01

100.561.13 %

2,011,200.0013,750.00

0.86 %4,866.99

A2 / AAA-

1.551.51


25,000.00 09/24/20151.54 %

24,976.7524,984.44

100.561.13 %

25,140.00171.88

0.01 %155.56

A2 / AAA-

1.551.51


25,000.00 09/24/20151.26 %

25,168.0025,114.76

101.160.82 %

25,290.18152.85

0.01 %175.42

Aa2 / AAA+

1.611.58


3,000,000.00 12/11/20151.31 %

3,014,940.003,011,209.89

101.160.82 %

3,034,821.0018,341.67

1.30 %23,611.11

Aa2 / AAA+

1.611.58

037833BN9 Apple Inc Note1.3% Due 2/23/2018

2,000,000.00 03/24/20160.94 %

2,013,320.002,011,557.07

100.680.88 %

2,013,590.009,244.44

0.86 %2,032.93

Aa1 / AA+NR

1.651.62


1,265,000.00 03/24/20161.16 %

1,271,755.101,270,871.04

100.880.90 %

1,276,191.465,966.65

0.55 %5,320.42

Aaa / AA+NR

1.671.64


1,500,000.00 04/18/20161.45 %

1,506,630.001,505,911.79

100.551.36 %

1,508,305.508,500.00

0.65 %2,393.71

A3 / A-A+

1.671.63


3,735,000.00 Various1.38 %

3,733,286.913,733,861.69

100.551.03 %

3,755,512.6216,852.63

1.61 %21,650.93

Aa2 / AA-NR

1.671.64


25,000.00 09/28/20151.21 %

24,865.0024,903.84

100.250.86 %

25,061.5340.28

0.01 %157.69

Aa1 / AA+NR

1.841.82


4,000,000.00 Various1.16 %

3,985,440.003,988,604.47

100.250.86 %

4,009,844.006,444.44

1.71 %21,239.53

Aa1 / AA+NR

1.841.82


2,000,000.00 03/23/20161.42 %

2,012,940.002,011,479.00

101.171.10 %

2,023,364.00668.11

0.86 %11,885.00

Aa2 / AA-NR

1.981.87


4,401,000.00 Various1.05 %

4,848,423.014,847,863.50

110.221.03 %

4,850,782.2079,431.94

2.10 %2,918.70

A2 / AA

2.202.06


25,000.00 09/25/20151.77 %

25,170.7525,129.30

101.941.15 %

25,485.6593.06

0.01 %356.35

Aa3 / AA-A

2.322.26

91159HHE3 US Bancorp Callable Note Cont 10/15/20181.95% Due 11/15/2018

4,400,000.00 06/29/20161.05 %

4,489,144.004,489,036.92

102.101.02 %

4,492,395.6010,963.33

1.92 %3,358.68

A1 / A+AA

2.382.24


60,000.00 05/31/20161.73 %

60,393.0060,384.60

101.881.38 %

61,126.44366.47

0.03 %741.84

Aaa / AA+NR

3.683.45


60,000.00 05/27/20162.24 %

60,770.4060,759.61

102.172.01 %

61,301.40263.50

0.03 %541.79

A3 / A-A+

4.334.00









Moody/S&P Fitch

MaturityDuration

US CORPORATE


5,000,000.00 Various2.28 %

5,056,495.005,054,818.86

102.172.01 %

5,108,450.0021,958.33

2.19 %53,631.14

A3 / A-A+

4.334.00


49,385,944.58237,451.24

21.16 %173,839.63

A1 / A+A+

1.811.72

TOTAL PORTFOLIO 232,257,940.37 0.85 %234,514,599.12233,344,326.84 0.66 %

233,884,865.32648,415.68

100.00 %540,538.48

Aa1 / AA+Aaa

1.051.02




Foothill/Eastern - Indenture Funds Exhibit #4






Moody/S&P Fitch

MaturityDuration



15,591,381.00 Various0.01 %

15,591,381.0015,591,381.00

1.000.01 %

15,591,381.000.00

4.58 %0.00

Aaa / AAANR

0.000.00

99TCASH$1 Bank of New York Cash (2) 170,702.21 Various0.00 %

170,702.21170,702.21

1.000.00 %

170,702.210.00

0.05 %0.00

NR / NRNR

0.000.00


15,762,083.210.00

4.63 %0.00

Aaa / AAANR

0.000.00

US TREASURY


6,380,000.00 06/20/20160.21 %

6,379,141.986,379,515.03

99.990.21 %

6,379,515.030.00

1.87 %0.00

P-1 / A-1+F-1+

0.040.04


5,645,000.00 Various0.18 %

5,643,596.195,644,631.88

99.990.18 %

5,644,631.880.00

1.66 %0.00

P-1 / A-1+F-1+

0.040.04


50,000,000.00 Various0.27 %

49,962,234.2549,995,160.09

99.990.27 %

49,995,160.090.00

14.68 %0.00

P-1 / A-1+F-1+

0.040.04


5,474,000.00 01/10/20140.65 %

5,470,151.095,473,936.59

100.020.22 %

5,474,914.1615,790.38

1.61 %977.57

Aaa / AA+AAA

0.040.04


4,600,000.00 03/30/20160.29 %

4,604,507.604,600,589.40

100.020.22 %

4,600,768.2013,269.23

1.36 %178.80

Aaa / AA+AAA

0.040.04


495,000.00 06/30/20150.39 %

495,639.74495,090.49

100.030.30 %

495,163.85827.24

0.15 %73.36

Aaa / AA+AAA

0.170.17


4,520,000.00 08/06/20150.41 %

4,524,252.644,520,658.50

100.030.30 %

4,521,496.127,553.80

1.33 %837.62

Aaa / AA+AAA

0.170.17


345,000.00 09/24/20150.35 %

345,486.31345,086.40

100.030.30 %

345,114.20576.56

0.10 %27.80

Aaa / AA+AAA

0.170.17


345,000.00 09/25/20150.40 %

346,591.39345,340.84

100.110.33 %

345,394.68885.94

0.10 %53.84

Aaa / AA+AAA

0.210.21


17,665,000.00 02/27/20140.53 %

18,784,243.3617,773,212.93

100.660.38 %

17,781,182.71133,211.48

5.26 %7,969.78

Aaa / AA+AAA

0.250.25


1,670,000.00 02/28/20140.53 %

1,775,810.161,680,230.15

100.660.38 %

1,680,983.5912,593.44

0.50 %753.44

Aaa / AA+AAA

0.250.25


345,000.00 08/05/20150.51 %

346,645.30345,519.76

100.210.38 %

345,707.25255.69

0.10 %187.49

Aaa / AA+AAA

0.420.42

912828RX0 US Treasury Note0.875% Due 12/31/2016

3,592,000.00 01/10/20140.87 %

3,592,420.943,592,071.30

100.230.41 %

3,600,290.3485.41

1.06 %8,219.04

Aaa / AA+AAA

0.500.50


345,000.00 06/19/20150.51 %

347,009.16345,732.09

100.250.45 %

345,859.401,260.58

0.10 %127.31

Aaa / AA+AAA

0.590.58


495,000.00 09/24/20150.50 %

497,515.33496,088.85

100.250.45 %

496,233.051,808.65

0.15 %144.20

Aaa / AA+AAA

0.590.58


345,000.00 08/05/20150.59 %

345,189.83345,077.58

100.110.45 %

345,373.64811.56

0.10 %296.06

Aaa / AA+AAA

0.630.62

(1) Gain/Loss values are unrealized; however, if the security is held to maturity it will not result in a gain or loss on the security.(2) Cash held at the custodian; permitted by the Indenture.

Page 1








Moody/S&P Fitch

MaturityDuration

US TREASURY

912828GS3 US Treasury Note4.5% Due 5/15/2017

4,000,000.00 02/27/20140.78 %

4,471,093.754,129,158.64

103.430.56 %

4,137,344.0022,989.13

1.22 %8,185.36

Aaa / AA+AAA

0.870.86

912828WH9 US Treasury Note0.875% Due 5/15/2017

345,000.00 09/23/20150.62 %

346,429.67345,761.43

100.310.52 %

346,078.13385.55

0.10 %316.70

Aaa / AA+AAA

0.870.87


4,535,000.00 06/16/20150.69 %

4,529,346.444,532,339.20

100.090.53 %

4,539,072.432,400.70

1.33 %6,733.23

Aaa / AA+AAA

0.920.91


345,000.00 09/23/20150.63 %

344,987.68344,993.26

100.090.53 %

345,309.81182.63

0.10 %316.55

Aaa / AA+AAA

0.920.91

912828NK2 US Treasury Note2.5% Due 6/30/2017

3,607,000.00 01/02/20141.11 %

3,777,768.913,656,413.55

101.930.56 %

3,676,744.95245.04

1.08 %20,331.40

Aaa / AA+AAA

1.000.99


500,000.00 06/26/20150.74 %

497,482.14498,695.13

99.970.53 %

499,844.001,043.96

0.15 %1,148.87

Aaa / AA+AAA

1.081.08


1,750,000.00 02/26/20150.87 %

1,739,410.161,745,036.13

100.090.55 %

1,751,571.503,655.74

0.52 %6,535.37

Aaa / AA+AAA

1.171.16


500,000.00 08/05/20150.77 %

498,497.77499,149.74

100.090.55 %

500,449.001,044.50

0.15 %1,299.26

Aaa / AA+AAA

1.171.16

912828HH6 US Treasury Note4.25% Due 11/15/2017

4,515,000.00 02/27/20141.00 %

5,048,687.114,714,680.38

105.030.57 %

4,742,158.6824,507.37

1.40 %27,478.30

Aaa / AA+AAA

1.381.34


5,420,000.00 06/25/20150.89 %

5,385,508.005,399,809.25

100.080.57 %

5,424,444.402,869.20

1.59 %24,635.15

Aaa / AA+AAA

1.421.41


1,672,000.00 01/10/20141.37 %

1,632,028.751,656,679.01

100.260.57 %

1,676,375.6234.08

0.49 %19,696.61

Aaa / AA+AAA

1.501.49


845,000.00 08/05/20150.93 %

843,880.57844,282.81

100.460.58 %

848,927.563,087.50

0.25 %4,644.75

Aaa / AA+AAA

1.591.57


3,025,000.00 09/23/20150.83 %

3,027,846.073,026,922.24

100.460.58 %

3,039,060.2011,052.88

0.90 %12,137.96

Aaa / AA+AAA

1.591.57


500,000.00 09/23/20150.89 %

498,243.86498,774.55

100.270.59 %

501,367.00942.62

0.15 %2,592.45

Aaa / AA+AAA

1.751.74


5,050,000.00 06/16/20151.06 %

5,040,745.445,043,959.95

100.770.59 %

5,089,056.704,277.33

1.50 %45,096.75

Aaa / AA+AAA

1.921.90


345,000.00 08/05/20151.04 %

344,637.29344,752.32

100.770.59 %

347,668.23292.21

0.10 %2,915.91

Aaa / AA+AAA

1.921.90

912828XF2 US Treasury Note1.125% Due 6/15/2018

495,000.00 01/06/20161.15 %

494,692.28494,752.39

101.000.61 %

499,969.31243.44

0.15 %5,216.92

Aaa / AA+AAA

1.961.94


1,678,000.00 01/10/20141.58 %

1,663,055.311,671,196.50

101.520.61 %

1,703,497.2162.70

0.50 %32,300.71

Aaa / AA+AAA

2.001.97


5,015,000.00 08/05/20151.22 %

5,019,326.575,018,170.55

101.430.65 %

5,086,503.875,309.60

1.50 %68,333.32

Aaa / AA+AAA

2.422.38


345,000.00 09/23/20151.06 %

347,009.16346,530.94

101.430.65 %

349,919.01365.27

0.10 %3,388.07

Aaa / AA+AAA

2.422.38









Moody/S&P Fitch

MaturityDuration

US TREASURY

912828P87 US Treasury Note1.125% Due 2/28/2021

4,600,000.00 05/27/20161.35 %

4,553,116.974,553,924.73

100.700.97 %

4,632,342.6017,296.88

1.37 %78,417.87

Aaa / AA+AAA

4.674.52


152,135,492.40291,218.29

44.77 %391,567.82

Aaa / AAAAaa

0.660.65

AGENCY


4,895,000.00 06/18/20150.48 %

4,982,116.324,906,134.96

100.230.46 %

4,906,449.4134,265.00

1.45 %314.45

Aaa / AA+AAA

0.150.15


345,000.00 06/17/20150.57 %

346,380.00345,301.27

100.130.43 %

345,439.53645.68

0.10 %138.26

Aaa / AA+AAA

0.290.29


4,550,000.00 08/06/20150.50 %

4,570,020.004,554,831.87

100.130.43 %

4,555,796.708,515.45

1.34 %964.83

Aaa / AA+AAA

0.290.29

3135G0ES8 FNMA Note1.375% Due 11/15/2016

4,480,000.00 06/17/20150.58 %

4,529,190.404,493,133.40

100.340.45 %

4,495,438.087,871.11

1.32 %2,304.68

Aaa / AA+AAA

0.380.37

3135G0ES8 FNMA Note1.375% Due 11/15/2016

340,000.00 08/06/20150.52 %

343,668.60341,075.29

100.340.45 %

341,171.64597.36

0.10 %96.35

Aaa / AA+AAA

0.380.37

3135G0ES8 FNMA Note1.375% Due 11/15/2016

895,000.00 Various0.51 %

904,709.54897,885.85

100.340.45 %

898,084.171,572.47

0.26 %198.32

Aaa / AA+AAA

0.380.37

3133EFGX9 FFCB Note0.55% Due 2/2/2017

345,000.00 10/02/20150.45 %

345,458.85345,203.06

100.010.53 %

345,037.61785.35

0.10 %(165.45)

Aaa / AA+AAA

0.590.59


4,525,000.00 06/17/20150.67 %

4,539,977.754,530,782.44

100.240.50 %

4,535,810.2314,187.76

1.34 %5,027.79

Aaa / AA+AAA

0.650.64


345,000.00 06/17/20150.67 %

346,141.95345,440.87

100.240.50 %

345,824.211,081.72

0.10 %383.34

Aaa / AA+AAA

0.650.64


450,000.00 06/25/20150.66 %

451,593.00450,619.09

100.240.50 %

451,075.051,410.94

0.13 %455.96

Aaa / AA+AAA

0.650.64

3130A4FR8 FHLB Note0.75% Due 3/2/2017

2,790,000.00 09/28/20150.60 %

2,795,914.802,792,776.98

100.180.47 %

2,795,155.926,916.87

0.82 %2,378.94

Aaa / AA+AAA

0.670.67


4,965,000.00 08/06/20150.68 %

4,970,759.404,967,527.71

100.150.54 %

4,972,263.8011,067.82

1.46 %4,736.09

Aaa / AA+AAA

0.700.70

3135G0JA2 FNMA Note1.125% Due 4/27/2017

4,510,000.00 06/18/20150.69 %

4,545,588.414,525,891.23

100.440.59 %

4,529,970.289,020.00

1.33 %4,079.05

Aaa / AA+AAA

0.820.82

3135G0JA2 FNMA Note1.125% Due 4/27/2017

445,000.00 06/25/20150.73 %

448,235.15446,453.45

100.440.59 %

446,970.46890.00

0.13 %517.01

Aaa / AA+AAA

0.820.82

3135G0JA2 FNMA Note1.125% Due 4/27/2017

345,000.00 09/24/20150.58 %

347,946.30346,527.63

100.440.59 %

346,527.66690.00

0.10 %0.03

Aaa / AA+AAA

0.820.82


4,485,000.00 06/18/20150.70 %

4,531,585.704,506,376.15

100.580.58 %

4,510,793.247,630.73

1.33 %4,417.09

Aaa / AA+AAA

0.870.86


445,000.00 06/25/20150.73 %

449,307.60446,988.50

100.580.58 %

447,559.20757.12

0.13 %570.70

Aaa / AA+AAA

0.870.86









Moody/S&P Fitch

MaturityDuration

AGENCY


340,000.00 09/23/20150.64 %

343,347.30341,774.48

100.580.58 %

341,955.34578.47

0.10 %180.86

Aaa / AA+AAA

0.870.86

313379FW4 FHLB Note1% Due 6/9/2017

4,520,000.00 08/05/20150.78 %

4,538,034.804,529,226.72

100.390.58 %

4,537,650.602,762.22

1.33 %8,423.88

Aaa / AA+AAA

0.940.94

313379FW4 FHLB Note1% Due 6/9/2017

790,000.00 08/05/20150.78 %

793,152.10791,612.63

100.390.58 %

793,084.96482.77

0.23 %1,472.33

Aaa / AA+AAA

0.940.94


4,975,000.00 08/05/20150.77 %

4,997,676.054,987,362.95

100.430.60 %

4,996,288.0321,143.75

1.47 %8,925.08

Aaa / AA+AAA

1.081.07


345,000.00 08/05/20150.77 %

346,572.51345,857.33

100.430.60 %

346,476.261,466.25

0.10 %618.93

Aaa / AA+AAA

1.081.07


4,995,000.00 08/05/20150.86 %

5,009,190.805,003,178.35

100.470.61 %

5,018,546.4314,013.75

1.48 %15,368.08

Aaa / AA+AAA

1.221.21


4,515,000.00 09/28/20150.75 %

4,548,320.704,535,627.96

100.650.59 %

4,544,315.9013,968.28

1.34 %8,687.94

Aaa / AA+AAA

1.231.22


345,000.00 09/28/20150.75 %

347,546.10346,576.22

100.650.59 %

347,240.091,067.34

0.10 %663.87

Aaa / AA+AAA

1.231.22


1,595,000.00 06/17/20150.95 %

1,596,936.811,596,060.75

100.400.68 %

1,601,351.294,253.33

0.47 %5,290.54

Aaa / AA+AAA

1.241.22


345,000.00 09/24/20150.72 %

346,914.75346,185.30

100.460.63 %

346,579.41900.83

0.10 %394.11

Aaa / AA+AAA

1.241.23

3133EDXA5 FFCB Note1.15% Due 10/10/2017

250,000.00 08/10/20150.90 %

251,322.50250,781.98

100.700.60 %

251,755.00646.88

0.07 %973.02

Aaa / AA+AAA

1.281.27

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

4,550,000.00 06/17/20150.93 %

4,544,085.004,546,650.16

100.350.61 %

4,565,843.107,188.37

1.34 %19,192.94

Aaa / AA+AAA

1.321.31

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

450,000.00 06/25/20150.89 %

449,856.00449,917.75

100.350.61 %

451,566.90710.94

0.13 %1,649.15

Aaa / AA+AAA

1.321.31

3135G0PQ0 FNMA Note0.875% Due 10/26/2017

345,000.00 08/05/20150.87 %

345,049.68345,029.34

100.350.61 %

346,201.29545.05

0.10 %1,171.95

Aaa / AA+AAA

1.321.31


450,000.00 08/05/20150.97 %

451,642.50451,020.72

100.650.68 %

452,929.05182.81

0.13 %1,908.33

Aaa / AA+AAA

1.471.45


345,000.00 09/28/20150.83 %

347,204.55346,457.21

100.650.68 %

347,245.61140.16

0.10 %788.40

Aaa / AA+AAA

1.471.45


350,000.00 06/25/20151.01 %

347,721.50348,622.40

100.170.64 %

350,599.901,232.29

0.10 %1,977.50

Aaa / AA+AAA

1.541.52


4,550,000.00 06/26/20151.02 %

4,519,424.004,531,512.69

100.170.64 %

4,557,798.7016,019.79

1.34 %26,286.01

Aaa / AA+AAA

1.541.52


450,000.00 08/05/20150.97 %

447,626.25448,500.47

100.170.64 %

450,771.301,584.38

0.13 %2,270.83

Aaa / AA+AAA

1.541.52

3135G0TG8 FNMA Note0.875% Due 2/8/2018

4,555,000.00 06/19/20150.93 %

4,548,103.734,550,762.49

100.510.56 %

4,578,225.9515,831.79

1.35 %27,463.46

Aaa / AA+AAA

1.611.59









Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0TG8 FNMA Note0.875% Due 2/8/2018

450,000.00 06/25/20151.03 %

448,182.00448,880.35

100.510.56 %

452,294.551,564.06

0.13 %3,414.20

Aaa / AA+AAA

1.611.59

3135G0TG8 FNMA Note0.875% Due 2/8/2018

350,000.00 08/05/20151.01 %

348,859.70349,266.66

100.510.56 %

351,784.651,216.49

0.10 %2,517.99

Aaa / AA+AAA

1.611.59

313378A43 FHLB Note1.375% Due 3/9/2018

4,950,000.00 06/25/20151.09 %

4,987,075.504,973,287.51

101.170.68 %

5,007,726.9021,175.00

1.48 %34,439.39

Aaa / AA+AAA

1.691.67

313378A43 FHLB Note1.375% Due 3/9/2018

340,000.00 08/05/20151.06 %

342,696.20341,764.56

101.170.68 %

343,965.081,454.44

0.10 %2,200.52

Aaa / AA+AAA

1.691.67

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

4,530,000.00 06/16/20151.09 %

4,534,371.454,532,789.76

100.820.67 %

4,566,924.039,343.13

1.34 %34,134.27

Aaa / AA+AAA

1.821.80

3130A4GJ5 FHLB Note1.125% Due 4/25/2018

450,000.00 06/25/20151.09 %

450,409.50450,263.66

100.820.67 %

453,667.95928.13

0.13 %3,404.29

Aaa / AA+AAA

1.821.80

313379DT3 FHLB Note1.25% Due 6/8/2018

345,000.00 08/05/20151.15 %

345,948.75345,650.63

101.130.66 %

348,895.74275.52

0.10 %3,245.11

Aaa / AA+AAA

1.941.91

313379DT3 FHLB Note1.25% Due 6/8/2018

4,500,000.00 09/25/20151.03 %

4,526,640.004,519,220.84

101.130.66 %

4,550,814.003,593.75

1.34 %31,593.16

Aaa / AA+AAA

1.941.91

3135G0E58 FNMA Note1.125% Due 10/19/2018

349,000.00 09/23/20151.09 %

349,401.70349,300.64

100.920.72 %

352,206.61785.25

0.10 %2,905.97

Aaa / AA+AAA

2.302.27

3135G0E58 FNMA Note1.125% Due 10/19/2018

4,570,000.00 09/23/20151.09 %

4,575,260.074,573,936.76

100.920.72 %

4,611,989.1610,282.50

1.36 %38,052.40

Aaa / AA+AAA

2.302.27

3133EFPJ0 FFCB Note1.29% Due 11/19/2018

200,000.00 05/27/20161.04 %

201,238.00201,196.29

101.180.79 %

202,353.80301.00

0.06 %1,157.51

Aaa / AA+AAA

2.392.35


4,650,000.00 12/22/20151.39 %

4,638,514.504,640,483.57

101.230.79 %

4,707,157.802,854.58

1.38 %66,674.23

Aaa / AA+AAA

2.462.41


5,295,000.00 09/23/20151.32 %

5,280,380.515,283,244.17

101.230.85 %

5,359,959.0627,578.13

1.58 %76,714.89

Aaa / AA+AAA

3.093.01


5,025,000.00 09/23/20151.40 %

4,996,221.835,001,579.59

101.190.88 %

5,084,671.8815,528.65

1.50 %83,092.29

Aaa / AA+AAA

3.263.18


345,000.00 09/23/20151.40 %

343,024.19343,392.04

101.190.88 %

349,096.881,066.15

0.10 %5,704.84

Aaa / AA+AAA

3.263.18

3135G0A78 FNMA Note1.625% Due 1/21/2020

300,000.00 03/17/20161.29 %

303,747.00303,475.07

102.360.95 %

307,085.702,166.67

0.09 %3,610.63

Aaa / AA+AAA

3.563.43

3135G0A78 FNMA Note1.625% Due 1/21/2020

3,075,000.00 12/09/20151.64 %

3,072,789.083,073,086.00

102.360.95 %

3,147,628.4322,208.33

0.93 %74,542.43

Aaa / AA+AAA

3.563.43

313378J77 FHLB Note1.875% Due 3/13/2020

400,000.00 03/17/20161.33 %

408,480.00407,883.45

103.121.01 %

412,482.402,250.00

0.12 %4,598.95

Aaa / AA+NR

3.703.56


3,325,000.00 05/27/20161.26 %

3,339,397.253,339,092.06

101.510.97 %

3,375,127.707,619.79

0.99 %36,035.64

Aaa / AA+AAA

3.843.72

3135G0D75 FNMA Note1.5% Due 6/22/2020

350,000.00 03/17/20161.40 %

351,466.50351,372.43

101.921.01 %

356,723.85131.25

0.10 %5,351.42

Aaa / AA+AAA

3.983.86









Moody/S&P Fitch

MaturityDuration

AGENCY

3135G0D75 FNMA Note1.5% Due 6/22/2020

450,000.00 05/27/20161.31 %

453,325.50453,259.57

101.921.01 %

458,644.95168.75

0.13 %5,385.38

Aaa / AA+AAA

3.983.86

3135G0D75 FNMA Note1.5% Due 6/22/2020

4,000,000.00 12/09/20151.76 %

3,954,808.003,960,182.97

101.921.01 %

4,076,844.001,500.00

1.20 %116,661.03

Aaa / AA+AAA

3.983.86

313370US5 FHLB Note2.875% Due 9/11/2020

745,000.00 05/27/20161.38 %

791,003.75790,133.40

107.381.07 %

799,978.026,544.61

0.24 %9,844.62

Aaa / AA+AAA

4.203.94

3135G0H55 FNMA Note1.875% Due 12/28/2020

5,390,000.00 05/27/20161.40 %

5,503,136.105,501,158.43

103.331.11 %

5,569,244.45842.19

1.64 %68,086.02

Aaa / AA+AAA

4.504.31

3130A7CV5 FHLB Note1.375% Due 2/18/2021

400,000.00 03/17/20161.52 %

397,236.00397,390.61

101.181.11 %

404,716.802,031.94

0.12 %7,326.19

Aaa / AA+AAA

4.644.46

3130A7CV5 FHLB Note1.375% Due 2/18/2021

4,600,000.00 05/27/20161.45 %

4,585,050.004,585,310.99

101.181.11 %

4,654,243.2023,367.36

1.37 %68,932.21

Aaa / AA+AAA

4.644.46

3130A7CV5 FHLB Note1.375% Due 2/18/2021

450,000.00 Various1.50 %

447,293.10447,430.76

101.181.11 %

455,306.402,285.93

0.13 %7,875.64

Aaa / AA+AAA

4.644.46

Total Agency 138,049,000.00 0.99 %138,544,277.58138,299,700.42 0.69 %

139,257,326.29381,688.43

41.01 %957,625.87

Aaa / AA+Aaa

1.861.82

US CORPORATE


1,250,000.00 09/28/20151.12 %

1,252,112.501,251,333.37

100.350.92 %

1,254,426.253,166.67

0.37 %3,092.88

A1 / AA-A+

1.291.28


1,700,000.00 09/25/20151.29 %

1,709,418.001,706,208.46

100.830.97 %

1,714,087.901,463.89

0.50 %7,879.44

A1 / A+NR

1.451.43


1,250,000.00 09/24/20151.54 %

1,248,837.501,249,222.00

100.561.13 %

1,257,000.008,593.75

0.37 %7,778.00

A2 / AAA-

1.551.51


1,700,000.00 09/24/20151.35 %

1,700,476.001,700,322.12

100.551.03 %

1,709,336.407,670.54

0.50 %9,014.28

Aa2 / AA-NR

1.671.64


1,100,000.00 11/19/20151.55 %

1,101,826.001,101,355.14

101.420.81 %

1,115,611.204,419.10

0.33 %14,256.06

A1 / AA+NR

1.761.72


1,250,000.00 09/24/20151.24 %

1,242,362.501,244,582.39

100.250.86 %

1,253,076.252,013.89

0.37 %8,493.86

Aa1 / AA+NR

1.841.82


1,705,000.00 10/01/20151.47 %

1,710,933.401,709,385.58

101.011.10 %

1,722,176.1712,730.66

0.51 %12,790.59

A2 / ANR

2.041.99


1,250,000.00 09/25/20151.77 %

1,258,537.501,256,465.22

101.941.15 %

1,274,282.504,652.78

0.38 %17,817.28

Aa3 / AA-A

2.322.26

94974BFQ8 Wells Fargo Corp Note2.15% Due 1/15/2019

450,000.00 03/17/20161.70 %

455,535.00455,008.47

102.091.31 %

459,412.654,461.25

0.14 %4,404.18

A2 / AAA-

2.552.45


1,700,000.00 09/24/20151.71 %

1,728,118.001,722,094.02

102.561.25 %

1,743,518.306,856.67

0.51 %21,424.28

A1 / A+AA

2.822.64









Moody/S&P Fitch

MaturityDuration

US CORPORATE


2,456,000.00 05/31/20161.73 %

2,472,086.802,471,743.14

101.881.38 %

2,502,108.9415,000.70

0.74 %30,365.80

Aaa / AA+NR

3.683.45

713448CS5 PepsiCo Inc Callable Note Cont 3/30/20201.85% Due 4/30/2020

1,625,000.00 05/27/20161.65 %

1,637,138.751,636,869.12

101.461.45 %

1,648,705.505,093.92

0.49 %11,836.38

A1 / AA

3.843.60


220,000.00 06/28/20161.85 %

226,437.20226,428.83

102.771.89 %

226,097.742,526.33

0.07 %(331.09)

A2 / AAA-

4.063.81


3,125,000.00 Various1.88 %

3,213,561.253,212,238.20

102.771.89 %

3,211,615.6335,885.42

0.95 %(622.57)

A2 / AAA-

4.063.81

458140AQ3 Intel Corp Note2.45% Due 7/29/2020

180,000.00 06/09/20161.57 %

186,332.40186,246.46

103.991.44 %

187,186.141,862.00

0.06 %939.68

A1 / A+A+

4.083.85


4,700,000.00 05/27/20162.24 %

4,760,348.004,759,502.60

102.172.01 %

4,801,943.0020,640.84

1.42 %42,440.40

A3 / A-A+

4.334.00


2,300,000.00 06/07/20161.71 %

2,348,760.002,348,146.20

103.111.48 %

2,371,486.302,389.44

0.70 %23,340.10

A1 / A+NR

4.464.24


740,000.00 06/09/20161.69 %

756,420.60756,213.92

103.111.48 %

762,999.94768.78

0.22 %6,786.02

A1 / A+NR

4.464.24

166764BG4 Chevron Corp Callable Note Cont 4/15/20212.1% Due 5/16/2021

3,230,000.00 06/28/20161.73 %

3,285,071.503,285,009.44

101.911.68 %

3,291,654.248,478.75

0.97 %6,644.80

Aa2 / AA-NR

4.884.54


32,506,725.05148,675.38

9.59 %228,350.37

A1 / A+A+

3.293.10

TOTAL PORTFOLIO 337,090,083.21 0.83 %340,164,902.86338,084,082.89 0.60 %

339,661,626.95821,582.10

100.00 %1,577,544.06

Aaa / AA+Aaa

1.371.33



Exhibit #5

SECURITY TYPE

CONSTRUCTION &

GENERAL

RESERVE FUNDS

RESTRICTED

CONSTRUCTION

FUNDS

MAINTENANCE

& OPERATIONS

FUNDS

CURRENT

EXPENSE

RESERVE FUND

DEBT SERVICE

FUNDS

DEBT SERVICE

RESERVE

FUNDS

USE &

OCCUPANCY

FUND

ENTERPRISE

FUND

MONEY MARKET/CASH 1,928,669 1,489,279 1,520,660 3,332 177,012 69,106 31,025 15,484,940 20,704,024

COMMERCIAL PAPER 7,181,435 9,991,185 - 219,978 - - - - 17,392,598

US TREASURY 54,876,177 7,006,055 - 500,746 73,006,467 65,065,287 3,818,338 10,245,400 214,518,471

US AGENCY 87,374,807 6,003,768 - 1,261,793 - 129,579,035 9,678,291 - 233,897,694

SUPRANATIONAL 5,141,036 - - - - - - - 5,141,036

US CORPORATE BONDS 49,162,539 - - 223,405 - 30,384,002 2,122,723 - 81,892,670

MUNICIPAL BONDS - - - - - - - - -

TOTAL PORTFOLIO 205,664,663 24,490,287 1,520,660 2,209,255 73,183,479 225,097,431 15,650,378 25,730,340 573,546,492

ACCRUED INTEREST 628,825 13,929 - 5,662 16,461 746,584 45,268 13,269 1,469,998

TOTAL COMBINED PORTFOLIO 206,293,488 24,504,216 1,520,660 2,214,917 73,199,940 225,844,014 15,695,646 25,743,609 575,016,490

NON-INDENTURE FUNDS INDENTURE FUNDS

TOTAL

FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY

PORTFOLIO COMPOSITION BY FUND

INDENTURE AND NON-INDENTURE FUNDS

JUNE 30, 2016

MARKET VALUE



Transaction Type




ACQUISITIONS


99.987 0.13 % 2,899,611.04 0.00 2,899,611.04 0.00

Purchase 06/09/2016 89233GGE0 100,000.00 Toyota Motor Credit Discount CP0.35% Due 7/14/2016

99.966 0.36 % 99,965.97 0.00 99,965.97 0.00


103.518 1.57 % 186,332.40 1,604.75 187,937.15 0.00

Purchase 06/10/2016 92826CAB8 2,300,000.00 Visa Inc Note2.2% Due 12/14/2020

102.120 1.71 % 2,348,760.00 24,737.78 2,373,497.78 0.00


102.219 1.69 % 449,763.60 4,732.44 454,496.04 0.00


102.219 1.69 % 306,657.00 3,226.67 309,883.67 0.00


99.987 0.21 % 2,149,710.85 0.00 2,149,710.85 0.00


99.987 0.21 % 6,379,141.98 0.00 6,379,141.98 0.00

Purchase 06/29/2016 02665JHC7 1,000,000.00 American Honda Corp Discount CP0.4% Due 8/12/2016

99.951 0.41 % 999,511.11 0.00 999,511.11 0.00

Purchase 06/29/2016 166764BG4 3,000,000.00 Chevron Corp Callable Note Cont 4/15/20212.1% Due 5/16/2021

101.705 1.73 % 3,051,150.00 7,525.00 3,058,675.00 0.00

Purchase 06/29/2016 166764BG4 230,000.00 Chevron Corp Callable Note Cont 4/15/20212.1% Due 5/16/2021

101.705 1.73 % 233,921.50 576.92 234,498.42 0.00

Purchase 06/29/2016 74005HH13 1,500,000.00 Praxair Discount CP0.39% Due 8/1/2016

99.964 0.40 % 1,499,463.75 0.00 1,499,463.75 0.00

Purchase 06/29/2016 94974BGM6 2,150,000.00 Wells Fargo Corp Note2.6% Due 7/22/2020

102.926 1.85 % 2,212,909.00 24,378.61 2,237,287.61 0.00

Purchase 06/29/2016 94974BGM6 220,000.00 Wells Fargo Corp Note2.6% Due 7/22/2020

102.926 1.85 % 226,437.20 2,494.56 228,931.76 0.00

Purchase 06/30/2016 24422EQV4 1,520,000.00 John Deere Capital Corp Note5.75% Due 9/10/2018

110.115 1.07 % 1,673,748.00 27,191.11 1,700,939.11 0.00


110.133 1.07 % 991,197.00 16,100.00 1,007,297.00 0.00

Purchase 06/30/2016 24422EQV4 1,981,000.00 John Deere Capital Corp Note5.75% Due 9/10/2018

110.221 1.03 % 2,183,478.01 35,437.89 2,218,915.90 0.00

Page 1



Transaction Type




ACQUISITIONS

Purchase 06/30/2016 91159HHE3 4,400,000.00 US Bancorp Callable Note Cont 10/15/20181.95% Due 11/15/2018

102.026 1.05 % 4,489,144.00 10,725.00 4,499,869.00 0.00

Subtotal 31,651,000.00 32,380,902.41 158,730.73 32,539,633.14 0.00


DISPOSITIONS


100.000 100,000.00 0.00 100,000.00 0.00


100.000 450,000.00 0.00 450,000.00 0.00


100.000 500,000.00 0.00 500,000.00 0.00

Maturity 06/15/2016 06538BFF5 1,500,000.00 Bank of Tokyo Mitsubishi NY Discount CP0.54% Due 6/15/2016

99.874 1,500,000.00 0.00 1,500,000.00 0.00

Maturity 06/24/2016 3133834R9 5,130,000.00 FHLB Note0.375% Due 6/24/2016

100.000 5,130,000.00 0.00 5,130,000.00 0.00

Maturity 06/24/2016 3133834R9 450,000.00 FHLB Note0.375% Due 6/24/2016

100.000 450,000.00 0.00 450,000.00 0.00

Maturity 06/27/2016 31315PJ42 6,300,000.00 FAMCA Note0.6% Due 6/27/2016

100.000 6,300,000.00 0.00 6,300,000.00 0.00

Subtotal 14,430,000.00 14,430,000.00 0.00 14,430,000.00 0.00

TOTAL DISPOSITIONS 14,430,000.00 14,430,000.00 0.00 14,430,000.00 0.00

Page 2


settlement date.








protection.














Page 1














rate.










Page 2

SAN JOAQUIN HILLS BOARD OF DIRECTORS File No. 2016F-034 X FOOTHILL/EASTERN BOARD OF DIRECTORS BOARD MEETING DATE: August 11, 2016 SUBJECT: Pacifica HVAC Modernization Project; Construction Management and Mechanical

Engineering Contract Amendments STAFF RECOMMENDATION: Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 6 to Contract No. K000818 with Integrated Design Services Group (IDS) for an amount not-to-exceed $10,000 for services through November, 2016.

2. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 2 to Contract No. K001025 with

APSI Construction Management in an amount not-to-exceed $28,000 for services through November, 2016. SUMMARY: The Pacifica Building HVAC Modernization Project is experiencing unexpected delays in equipment manufacturer’s lead and delivery times and several issues uncovered during the early stages of construction which have caused the original project completion date to be extended approximately two months. This delay will impact the contracts for the project’s engineering firm and construction management firm, Integrated Design Services Group (IDS) and APSI Construction Management, respectively. After discussions and negotiation with each firm, staff recommends the Board authorize contract amendments in the amounts not-to-exceed $10,000 for IDS and $28,000 for APSI. CONTRACTOR/CONSULTANT: Integrated Design Services Group APSI Construction Management BUDGET: SJH: F/E: $10,000 (IDS) and $28,000 (APSI) REPORT WRITTEN BY: Kurt Machtolf , Facilities Manager (949) 790-7726


DATE: August 11, 2016 TO: Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Kurt Machtolf, Facilities Manager SUBJECT: Pacifica HVAC Modernization Project; Construction Management and

Mechanical Engineering Contract Amendments STAFF RECOMMENDATION: Foothill/Eastern Transportation Corridor Agency Recommendation:

1. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 6 to Contract No. K000818 with Integrated Design Services Group (IDS) for an amount not-to-exceed $10,000 for services through November, 2016.

2. Authorize the Chief Executive Officer (CEO) to execute Amendment No. 2 to Contract No.

K001025 with APSI Construction Management in an amount not-to-exceed $28,000 for services through November, 2016.

BACKGROUND: The Foothill/Eastern Transportation Corridor Agency Board of Directors (Board) approved a project and included funding in the Fiscal Year (FY) 2017 budget to replace the central heating, ventilation and air conditioning (HVAC) systems that have exceeded their useful lives. Delivery of the project involves three separate contracts for design, construction and construction management/oversight, which were competitively procured and awarded by the Board to Integrated Design Services Group (IDS), AMP Mechanical, and APSI Construction Management (APSI), respectively, in FY 2016. The Board’s contract authorization for both IDS and APSI were based on the expected completion date of September 30, 2016.

Pacifica HVAC Modernization Project File No. 2016F-034 August 11, 2016 Page 2 of 3

DISCUSSION: The Pacifica HVAC Modernization project has been underway since February 26, 2016. However, unexpected delays for equipment lead-times and deliveries, along with several items uncovered during the early stages of construction, have caused the original project completion date to be extended by approximately two months. The uncovered items included the need to relocate inaccessible isolation valves for retrofitting the HVAC water piping, repairs to damaged ductwork, relocation of Variable Air Volume (VAV) boxes, relocation of fire dampers and corrections to older electrical junction boxes and wiring found within some of the attic spaces and electrical panels. The current delay in project schedule does not impact the construction contract with Amp Mechanical, Inc. but it does result in the need to amend the contracts with IDS and APSI Construction Management. These contracts were authorized with not-to-exceed values based on billable hours that correlated to the initial 7-month construction schedule. The revised project completion date is now November 18, 2016. The construction contract and the overall project budget were developed with contingencies to cover these types of issues. Integrated Design Services Group (IDS) The contract with IDS provides typical design and support services such as responding to the construction contractor’s Requests for Information (RFI’s), changes to the plans in response to approved change orders, and any other engineering and design document changes. IDS has agreed to provide all services needed to complete the project for an additional not-to-exceed amount of $10,000. Staff believes this is a fair price due to the types of issues that have already surfaced in the construction phase, and recommends approval of an amendment to the contract in this amount for a total contract value of $156,721. APSI Construction Management The APSI contract provides construction management services through the initial project completion date of September 30, 2016. An amendment is needed to add 167 hours of oversight to align with the new completion date. After this increase, APSI’s overall construction management fees are still within the industry standard of 10 to 15 percent of project cost. Staff recommends amending the contract in an amount not-to-exceed $28,000 for a total contract value of $ 140,320. BUDGET: Funding for the recommended amendments would be allocated from contingency funds approved with the project as part of the FY17 budget.

Pacifica HVAC Modernization Project File No. 2016F-034 August 11, 2016 Page 3 of 3

CONCLUSION: The Pacifica Building HVAC Modernization Project is experiencing unexpected delays in equipment manufacturer’s lead and delivery times and several items uncovered during the early stages of construction causing the original project completion date to be extended approximately two months. Amendments are needed for the design and construction management contracts with, Integrated Design Services Group (IDS) and APSI Construction Management, respectively, to accommodate the extended schedule.

PROCUREMENT SUMMARY REPORT File No. 2016F-034 Contract #: K000818 Amendment #: A6 Title: Pacifica HVAC Modernization Project Consultant: IDS Group (Irvine, CA) Subconsultant: None Procurement Process Type: Negotiated Amendment Award Criteria: Continuity of Service Price: Not-to-Exceed $10,000 Notes: IDS Group (IDS) was initially selected through a competitive process to assess the existing central heating, ventilation and air conditioning (HVAC) systems and provide design recommendations and cost estimates for system modernization. Staff then recommended, and the Board approved, the HVAC modernization project. The current contract balance with IDS covers the overall HVAC equipment commissioning. Construction administration services such as responding to the prime contractor’s Requests for Information, changes to the plans in response to approved change orders and any other engineering and design document changes that may arise are only covered through September 30, 2016, the initial project completion date. The expected date of completion is now November 18, 2016. After negotiations, IDS has agreed to provide all services to complete the project for a price not-to-exceed $10,000. Due to the issues that have already surfaced in the construction phase, staff believes this is a fair price. Hourly rates remain unchanged. Contract No. K000818 Compensation:

F/ETCA DESCRIPTION Original NTE Amount $ 21,266.00 Assessment

Previous Amendments 125,455.00 Construction Administration Services

Current NTE Amount $146,721.00

Proposed Amendment No. 6 10,000.00 Construction Administration Services

Revised NTE Amount $156,721.00

PROCUREMENT SUMMARY REPORT File No. 2016F-034 Contract #: K001025 Amendment #: A2 Title: Pacifica HVAC Modernization Project Contractor: APSI Construction Management (Irvine, CA) Subcontractor: None Procurement Process Type: Negotiated Amendment Award Criteria: Continuity of Service Price: Not-to-Exceed $28,000 Notes: Amendment No. 2 authorizes Consultant to continue to provide full oversight during the HVAC construction project which includes scheduling, cost and records management, inspection and project close out services. Hourly rates remain unchanged. Contract No. K001025 Compensation:

F/ETCA DESCRIPTION Original NTE Amount $112,320 Previous Amendment $ 0 Extension of time Current NTE Amount $112,320

Proposed Amendment No. 2 $ 28,000 Continued construction management services

Revised NTE Amount $ 140,320

COMMITTEE TRANSMITTAL DATE: August 11, 2016 TO: Members of the Board of Directors FROM: David Lowe, Chief Engineer SUBJECT: 241/91 General Purpose Connector Queuing Enforcement Project Foothill/Eastern 241/91 Express Connector Ad Hoc Committee – July 19, 2016 Present: Todd Spitzer (Chair), Ed Sachs (Vice Chair), Kelley Jimenez (Alternate for

Lisa Bartlett), Christina Shea, Craig Young Absent: Chuck Puckett Committee Discussion

Staff provided an overview of this project. The Committee requested additional information be researched before this item is presented to the Board of Directors Meeting. Joint Capital Projects & Programs Committee – July 21, 2016 Present: Ross Chun, Laurie Davies (Vice-Chair), Kelley Jimenez, Mark Murphy,

Christina Shea, Todd Spitzer, Scott Voigts, Craig Young Absent: Chuck Puckett, Lisa Bartlett, Melody Carruth Committee Discussion Staff presented an overview of a proposed project to implement signing and striping improvement to better deter drivers from queue-jumping in the northbound 241 approach to eastbound 91 during evening peak hours.

Motion: Scott Voigts Second: Christina Shea Vote: Passed Opposed: Todd Spitzer Opposed to including Communication Portion: Mark Murphy


DATE: August 11, 2016 TO: Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: David Lowe, Chief Engineer SUBJECT: 241/91 General Purpose Connector Queuing Enforcement Project STAFF RECOMMENDATION: Foothill/Eastern Transportation Corridor Agency Recommendations:

1. Authorize the Chief Executive Officer (CEO) to execute Task Order 001 to Contract No. K001057 with Chrisp Company for signage and striping improvements in a not-to-exceed amount of $36,866.

2. Authorize the CEO to execute additional changes to this contract within 10 percent (or $3,687) of the authorized expenditure without further Board action.

BACKGROUND: Heavy travel demand on the northbound 241 Toll Road approaching the eastbound 91 freeway during weekday evening peak periods often results in traffic queues on the 241. These queues/back-ups are the result of limited eastbound capacity on State Route 91. The 241 Toll Road has four northbound lanes dedicated to the transition to SR 91. The left two lanes (#1 and #2 lanes) are designated for the westbound 91 traffic and the right two lanes (#3 and #4 lanes) are designated for the eastbound 91 traffic. During peak period traffic in the #3 and #4 lanes queues back as many as five miles. Many drivers travel in the westbound lanes as far as possible to bypass the eastbound queue before illegally crossing the solid white line and jumping into the eastbound lanes. This maneuver blocks and reduces speeds in the westbound lanes and slows the eastbound queue even more. In 2001, the Agency worked with Caltrans and California Highway Patrol (CHP) to implement signing and striping improvements in this location to make this restricted movement more visible

241/91 General Purpose Connector Queuing Enforcement Project File No. 2016F-032 August 11, 2016 Page 2 of 3

to drivers and more enforceable by the CHP. Nevertheless, the problem continues to be a common complaint of 241 Toll Road customers. DISCUSSION: Staff conducted a field meeting with Caltrans and CHP representatives and developed a number of improvements to address the problem. They include:

1. The addition of two warning and four regulatory roadside signs directing traffic to merge to proper lanes.

2. Installation of pavement stencils clearly marking lanes as WEST ONLY or EAST ONLY. 3. Installation of a double 8” solid white stripe (versus existing single 8”) and rumble-type

reflective markers between the #2 eastbound and the #3 westbound lane. The double solid white line will remain 1,800 feet long.

4. Special messages to post on the TCA Changeable Message Sign to alert drivers that violations will be enforced by CHP and the amount of the penalty

Task Order proposals were obtained from TCA’s two on-call signing and striping contractors and Chrisp Company (Rialto, CA) was selected as the lowest cost proposal for the work. Following installation of the additional signage and striping, staff is also proposing to utilize CHP units under the existing Contract No. K000029 to perform targeted enforcement in this area. The CHP provided the following information regarding citations and accidents in this area:

CITATIONS WITHIN QUEUEING ZONE Timeframe “Impeding” Citations1 “Unsafe Lane Change” Citations2 2015 19 (1.6 per month) 12 (1.0 per month) 2016 (through June) 9 (1.5 per month) 4 (0.7 per month) ACCIDENTS WITHIN QUEUEING ZONE Timeframe Nov. 2012-Sept. 2015 35 months 49 (1.4 per month) Sept. 2015-June 2016 10 months 25 (2.5 per month)

Table 1

1 Violation of California Vehicle Code Section 22400 2 Violation of California Vehicle Code Section 21658(a)

241/91 General Purpose Connector Queuing Enforcement Project File No. 2016F-032 August 11, 2016 Page 3 of 3

The citation information in Table 1 above indicates that CHP has only made citations based on officer judgement for impeding traffic or for unsafe lane changes. Following the field meeting with CHP and Caltrans, the CHP has requested installation of roadside regulatory signs that (after installation) will allow them to cite drivers that make the queue-jumping movement in violation of California Vehicle Code Section 21461(a) that requires drivers to obey the provisions of a regulatory sign, a section that they feel is not as open to interpretation or challenge. CHP has not to date provided staff with the requested information regarding whether there has been a history of citations being challenged or overturned. Channelizers were considered but are not proposed at this time due to Caltrans’ concerns. California Environmental Quality Act Determination and Summary The proposed project is exempt from the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines Section 15301 (Class C). This exemption, entitled “Existing Facilities” expressly allows for the operation, repair, maintenance, or minor alteration of existing public or private structures, facilities, involving negligible or no expansion of use beyond that existing at the time of the lead agency’s determination. Class C is specific to “existing highways and street, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities (this includes road grading for the purpose of public safety). Additionally, the project is exempt under CEQA Guidelines Section 15061(b)(3) as it has been determined that the activity associated with the project will not have a significant effect on the environment. Based upon the above, staff has determined that a Notice of Exemption is appropriate and may be used to fulfill the environmental requirements for the project. BUDGET: The project costs are included in the FY2017 budget. CONCLUSION: Additional signing and striping improvements are proposed to educate drivers on which lanes to be in and deter drivers from crossing the solid white line to bypass the peak period queue from the northbound 241 to the eastbound 91 and thereby reducing traffic flow in westbound lanes. Staff has worked with Caltrans and CHP to develop this plan to address concerns expressed by customers.

PROCUREMENT SUMMARY REPORT File No. 2016F-032 Contract #: K001057 Task Order #: TO-001 Title: Signing and Striping Construction Services On-Call 241/91 General Purpose Connector Queuing

Enforcement Project Contractor: Chrisp Company, Rialto, CA Subcontractor: N/A Procurement Process

Type: Informal Bid Award Criteria: Lowest Responsive Bid Price: $36,866 Vendor Sourcing: Contractor submitted the lowest responsive bid of two bids received from the pre-qualified firms for on-call signing and striping construction services. The competitive Request for Statement of Qualifications was previously approved by the Boards of Directors. Bid Results:

CONTRACTOR NAME SUBCONTRACTORS RANK PRICE Chrisp Company, Rialto, CA N/A 1 36,866.00 Statewide Signing and Striping, Garden Grove, CA N/A 2 37,368.80

Engineer’s Estimate: $50,000 Contract No. K001057 Compensation:

F/ETCA SJHTCA TOTAL DESCRIPTION Current NTE Amount 0.00 0.00 $0.00

Task Order TO-001 $36,866.00 0.00 $36,866.00 241/91 General Purpose Connector Queuing Enforcement Project

Revised NTE Amount $36,866.00 $ 0.00 $36,866.00 Contract Notes: This action authorizes Contractor to provide additional signing and striping improvements to better prevent queue-jumping violations on the northbound 241 approaching the 91 during evening peak hours. All-inclusive labor rates remain unchanged.

COMMITTEE TRANSMITTAL

DATE: August 11, 2016 TO: Members of the Foothill/Eastern Board of Directors Members of the San Joaquin Hills Board of Directors FROM: Amy Potter, Chief Financial Officer SUBJECT: Local Government Investment Pools Joint Finance & Investment Committee – July 27, 2016 Present: Ross Chun (Chair), Lisa Bartlett (Vice-Chair), Tony Beall, Bert Hack, Lucille

Kring, Scott Peotter, Craig Young Absent: Melody Carruth, Scott Schoeffel Committee Discussion Staff discussed the California Local Agency Investment Fund (LAIF) and Orange County Investment Pool (OCIP) with the committee. These local government investment pools (“LGIPs”) were previously discussed with the committee at the April 2016 committee meeting as potential opportunities to be considered along with other authorized investment options when evaluating short-term investing needs. The committee requested that these LGIPs be brought back to the committee in July 2016 with the expectation of the committee recommending the LGIPs be approved by the Boards of Directors at the August 2016 Joint Boards of Directors meeting. The committee approved the following recommendations and forwarded them to the Boards of Directors for consideration. Staff Recommendation San Joaquin Hills Transportation Corridor Agency Recommendation: 1. Approve Resolution S2016-06 of the Board of Directors of the San Joaquin Hills


2. Approve Resolution S2016-07 of the Board of Directors of the SJHTCA which is required

by the California State Treasurer’s Office to enable the SJHTCA to utilize the Local Agency Investment Fund (“LAIF”) as an investment option for the SJHTCA non-indenture investment portfolio.


1. Approve Resolution F2016-06 of the Board of Directors of the Foothill/Eastern Transportation Corridor Agency (“F/ETCA”) which is required by the Treasurer-Tax Collector of the County of Orange to enable the F/ETCA to utilize the OCIP as an investment option for the F/ETCA non-indenture investment portfolio.

2. Approve Resolution F2016-07 of the Board of Directors of the F/ETCA which is required

by the California State Treasurer’s Office to enable the F/ETCA to utilize LAIF as an investment option for the F/ETCA non-indenture investment portfolio.


DATE: August 11, 2016 TO: San Joaquin Hills Transportation Corridor Agency Board of Directors Foothill/Eastern Transportation Corridor Agency Board of Directors FROM: Howard Mallen, Director of Finance SUBJECT: Local Government Investment Pools STAFF RECOMMENDATION: San Joaquin Hills Transportation Corridor Agency Recommendation: 1. Approve Resolution S2016-06 of the Board of Directors of the San Joaquin Hills Transportation

Corridor Agency (“SJHTCA”) which is required by the Treasurer-Tax Collector of the County of Orange to enable the SJHTCA to utilize the Orange County Investment Pool (“OCIP”) as an investment option for the SJHTCA non-indenture investment portfolio.

2. Approve Resolution S2016-07 of the Board of Directors of the SJHTCA which is required by

the California State Treasurer’s Office to enable the SJHTCA to utilize the Local Agency Investment Fund (“LAIF”) as an investment option for the SJHTCA non-indenture investment portfolio.

Foothill/Eastern Transportation Corridor Agency Recommendation: 1. Approve Resolution F2016-06 of the Board of Directors of the Foothill/Eastern Transportation

Corridor Agency (“F/ETCA”) which is required by the Treasurer-Tax Collector of the County of Orange to enable the F/ETCA to utilize the OCIP as an investment option for the F/ETCA non-indenture investment portfolio.

2. Approve Resolution F2016-07 of the Board of Directors of the F/ETCA which is required by

the California State Treasurer’s Office to enable the F/ETCA to utilize LAIF as an investment option for the F/ETCA non-indenture investment portfolio.

Local Government Investment Pools File No. 2016J-049 August 11, 2016 Page 2 of 3

BACKGROUND: As part of staff’s and its external investment advisor, Chandler Asset Management’s (“Chandler”) review of the F/ETCA’s and SJHTCA’s (“Agencies”) investment portfolios, Local Government Investment Pools (“LGIPs”) were analyzed for incorporation into the Agencies’ investment portfolios. The analysis determined that recent improvements in the returns of the LGIPs would dictate that they should be considered when evaluating short-term investing options. The LGIPs are approved investments under the Agencies’ Investment Policies, however, the LGIPs require the Boards of Directors’ to adopt resolutions enabling the Agencies to open accounts and utilize the investment pools. DISCUSSION: The staff and Chandler investment portfolio analysis included a review of liquidity vehicles permitted by the California Government Code and the Agencies’ Investment Policies. Investment pools are permitted in the non-indentured portion of the portfolios, and exposure to LGIPs is limited to 15% of the portfolio per the Investment Policies. The Agencies would be a voluntary participant in any LGIP it selects to deposit funds, thereby allowing the Agencies to remove or deposit funds with no requirement to maintain a balance. Staff and Chandler are currently recommending two LGIPs as short-term investing options. First is the Local Agency Investment Fund (LAIF) which is managed by the California State Treasurer’s Office, is the largest pool offered, and is used by many other local agencies throughout the state. The second LGIP is the Orange County Investment Pool (OCIP) which is managed by the Orange County, CA Treasurer’s Office and requires the agency depositing monies be located within Orange County. These LGIPs were analyzed thoroughly for safety, liquidity and return potential. Analysis included investment holdings, credit quality, asset pool size, participant allocations, management fees, and operational characteristics. The Agencies have no intent on immediately placing funds in the LGIPs; however, once available, the Agencies will consider the use of LGIPs in addition to commercial paper, U.S. Treasuries, corporate bonds and other authorized investments when evaluating options for short-term investing. OCIP, unlike LAIF, (which only requires a Board Resolution and standard account opening documents be completed), requires an Agreement, attached as Exhibit A, and an acknowledgment of the Agencies’ receipt and familiarity of the Investment Policy Statement (“IPS”) in addition to having an understanding of Net Asset Value (“NAV”). The IPS, attached as Exhibit B, is approved annually by the Orange County Board of Supervisors as required by California Government Code Section 53646(a)(1) and is reviewed annually by the Orange

Local Government Investment Pools File No. 2016J-049 August 11, 2016 Page 3 of 3

County Treasury Oversight Committee, pursuant to the requirements of California Government Code Section 27133. Staff and Chandler have reviewed and understand the contents and are comfortable with the Agreement, the IPS and NAV. The LGIPs were presented to the Joint Finance and Investment Committee on April 27, 2016. The committee recommended bringing the LGIPs to the Boards of Directors for approval in August 2016 at the same time Chandler would present its annual investment update to the Boards of Directors. The LGIPs were presented again to the Joint Finance and Investment Committee on July 27, 2016. The committee unanimously approved forwarding the Board Resolutions to the Boards of Directors BUDGET: N/A CONCLUSION: Staff recommends the Board of Directors approve the resolutions opening accounts at both the Local Agency Investment Fund and the Orange County Investment Pool for each Agency in order to provide additional alternatives for short-term investing.

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AGREEMENT FOR THE DEPOSIT AND INVESTMENT OF EXCESS FUNDS INTO THE COUNTY TREASURY

THIS AGREEMENT is made and entered into as of the date fully executed by and between _________________________________ hereinafter referred to as “Local Agency,” and the County of Orange, California a political subdivision of the State of California, hereinafter referred to as “County.” RECITALS

WHEREAS, Section 53684 of the California Government Code allows local agencies to deposit excess funds into the County Treasury for purposes of investment by the County Treasurer-Tax Collector (the “Treasurer”); and

WHEREAS, Local Agency has found that it may, from time to time, be advantageous to make such deposits for purposes of investment with the Treasurer; and

WHEREAS, the treasurer or other official responsible for the funds of the Local Agency has

determined, and may determine from time to time, that excess funds of the Local Agency exist which are not required for immediate use; and

WHEREAS, the governing body of Local Agency has authorized the deposit of moneys of Local Agency for purposes of investment with the County Treasury in accordance with the provisions of Section 53684 of the California Government Code; and

WHEREAS, with the consent of the Treasurer, the Treasurer may accept for investment deposits of Local Agency, provided that Local Agency is located within Orange County ,or a Joint Powers Authority (JPA) consisting of at least one public agency from within Orange County;

NOW, THEREFORE, in consideration of the mutual promise herein, the parties agree as follows: ARTICLES 1. ACKNOWLEDGMENT

The parties acknowledge that the Recitals are true and correct. 2. SCOPE OF AGREEMENT

This Agreement specifies the contractual terms and conditions by which County will manage and invest Local Agency’s excess funds which have been deposited for investment with the Treasurer. Pursuant to various provisions of the Government Code and Revenue and Taxation Code, the Treasurer shall provide central depository and investment services for Local Agency.

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EXHIBIT A

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3. COUNTY INVESTMENT POOL/INVESTMENT POLICY STATEMENT

Local Agency understands that the funds it deposits for investment will be held in the Orange County Investment Pool (OCIP) and shall be invested by the Treasurer in accordance with the policies contained in the Orange County Treasurer Investment Policy Statement (the “IPS”), as now in effect and as may be revised from time to time.

4. LOCAL AGENCY ACKNOWLEDGMENTS Local Agency acknowledges that it has received and carefully reviewed the IPS, and, is familiar with its contents. Having considered and weighed the risks of investing (including, but not limited to, the risks of loss of interest and principal) the Local Agency has determined that it is appropriate and legal to invest its moneys in the Orange County Treasury as permitted by the IPS. The Local Agency has been advised by the Treasurer and understands that the IPS may be amended by the Treasurer without the review or consent of Local Agency. To the extent its moneys are invested with the County, in whole or in part, in OCIP, the Local Agency further acknowledges that it has reviewed and understands Net Asset Value (“NAV”) risk that is discussed in Section V of the IPS. The Local Agency finds and determines that investment of any of its moneys in OCIP is an appropriate investment of its moneys.

5. TERM OF AGREEMENT

This Agreement shall become effective on the date fully executed and shall continue indefinitely, unless this Agreement is terminated earlier by either party in accordance with Article 8.

6. DEDUCTION OF ADMINISTRATIVE FEES

Local Agency agrees that the Treasurer shall deduct administrative charges from its gross interest income pursuant to California Government Code Sections 53684(b) and 27013.

7. AMENDMENT

Neither party shall make any change to this Agreement without the others written consent. Such changes shall be incorporated into an Agreement Amendment, which shall not become effective until signed by the parties. The Treasurer may make amendments if the changes are ministerial.

8. TERMINATION

Either party in accordance with this Article may terminate the provision of services under this Agreement, in whole or in part, whenever either party shall determine that such termination is its best interest. Any such termination shall be effected by delivery to the other party of a Notice of Termination specifying the extent to which services under the

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Agreement are terminated, and the date upon which such termination will become effective. After receipt of a Notice of Termination, and except as otherwise agreed:

(a) The County shall stop performing under this Agreement on the date specified and to

the extent specified in the Notice of Termination. (b) Local Agency shall request no further services requiring work to be performed after

the termination date as specified in the Notice of Termination.

Upon termination, Local Agency agrees to pay the County for all services performed prior to termination.

9. DEPOSITS AND WITHDRAWALS

The officers or employees listed on the Authorized Signature List, or their successors in office, shall be authorized to deposit and request withdrawals of moneys of Local Agency in the County Treasury. When Local Agency requests withdrawal of funds from the County Treasury, Local Agency and County shall comply with all applicable withdrawal provisions pursuant to California law, as now in effect and as may be subsequently added, including but not limited to Government Code Section 27136.

10. NOTICES

Where required to be given under this Agreement, notice shall be in writing and shall be deemed given when delivered personally or deposited in the United States mail, postage prepaid, certified, addressed as follows:

Local Agency:

County: Orange County Treasurer-Tax Collector Attention: Shari L. Freidenrich P.O Box 4515 Santa Ana, CA 92702-4515

11. MERGER/NO CONTINUING WAIVER

This Agreement contains the entire and complete understanding of the parties and supersedes any and all other prior agreements, oral or written, and discussions of the parties with respect to the provision of services under this Agreement. No waiver of any term or condition of this Agreement shall be deemed a continuing waiver thereof.

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date(s) written below.

DATED ____________________ LOCAL AGENCY

By ___________________________

By ___________________________

DATED ____________________ COUNTY OF ORANGE, CALIFORNIA, a political subdivision of the State of California

By ___________________________ Shari L. Freidenrich Orange County Treasurer-Tax Collector

APPROVED AS TO FORM: [INSERT NAME OF LOCAL AGENCY] By __________________________ Counsel for Local Agency DATED: _____________________ COUNTY OF ORANGE By __________________________ Angelica C. Daftary, Deputy County Counsel Office of the County Counsel DATED: _____________________

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Orange County Treasurer

Investment Policy

Statement (Approved By B.O.S. 12/15/2015)

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TABLE OF CONTENTS Page No.

I. Policy Statement ............................................................................................................... 3

II. Scope ................................................................................................................................ 3

III. Prudence ........................................................................................................................... 4 IV. Delegation of Authority ................................................................................................... 5

V. Objectives ......................................................................................................................... 5

VI. Authorized Investments ................................................................................................... .6

VII. Investment Restrictions .................................................................................................. 10

VIII. Diversification and Maturity Restrictions ...................................................................... 11

IX. Prohibited Transactions .................................................................................................. 12

X. Ethics and Conflict of Interest ........................................................................................ 13

XI. Authorized Broker/Dealers and Financial Institutions ................................................... 14

XII. Performance Evaluation ................................................................................................. 14

XIII. Safekeeping .................................................................................................................... 14

XIV. Maintaining the Public Trust .......................................................................................... 15

XV. Internal Controls ............................................................................................................. 15

XVI. Earnings and Costs Apportionment ................................................................................ 15 XVII. Voluntary Participants .................................................................................................... 16

XVIII. Withdrawal ..................................................................................................................... 16

XIX. Performance Standards ................................................................................................... 16

XX. Investment Policy Statement Review ............................................................................. 17

XXI. Financial Reporting ........................................................................................................ 17

XXII. Legislative Changes ....................................................................................................... 17

XXIII. Disaster Recovery Program ............................................................................................ 17

XXV. Glossary .......................................................................................................................... 19

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ORANGE COUNTY TREASURER

INVESTMENT POLICY STATEMENT

PURPOSE

This policy is intended to provide the structure for the prudent investment of the cash balances

entrusted to the Orange County Treasurer (the “Treasurer”) and outline the policies to assist in

maximizing the efficiency of the Treasurer’s cash management system while meeting the daily cash

flow demands of the County, the School Districts, Community Colleges, voluntary participants and

other County-related agency funds. The Treasurer’s Investment Policy Statement is approved

annually by the County Board of Supervisors as required by California Government Code Section

53646 (a) (1) and reviewed annually by the Treasury Oversight Committee, pursuant to the

requirements of California Government Code Section 27133. (All references are to the California

Government Code unless otherwise stated.)

I. POLICY STATEMENT

The investment practices and policies of the Treasurer are based on compliance with State law

and prudent money management. The primary goal is to invest public funds in a manner that

will provide the maximum security of principal invested with secondary emphasis on providing

adequate liquidity to pool participants and lastly to achieve a market rate of return within the

parameters of prudent risk management while conforming to all applicable statutes and

resolutions governing the investment of public funds.

The Orange County Investment Fund (the “OCIF”), which includes all cash balances entrusted

to the Treasurer as noted above, is designed to meet both the investment and cash requirements

of our participants. If separate funds are established, the Treasurer shall determine on a cash

flow basis what percent of available cash will be invested in each fund.

II. SCOPE

The scope of this Investment Policy Statement applies to all financial assets as indicated in II.1

below.

1. FUNDS

The Treasurer is responsible for investing the unexpended cash of the OCIF, defined as all

monies under the investment authority of the Treasurer, including funds, and subsets of

funds, for the Orange County Department of Education; and excluding the County

employee’s pension and medical trust funds which are invested separately by Orange

County Employees Retirement System (OCERS), and those funds that are invested

separately by the County Treasurer under bond indenture agreements. The County Funds are

accounted for in the County’s CAFR and include:

Governmental Funds, including the General Fund

Enterprise Funds

Fiduciary Funds

Any other funds or new funds created by the County, unless specifically exempted

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a) Pooled Funds:

It is the Treasurer’s policy to pool certain funds for investment purposes to provide

efficiencies and economies of scale. Investing through pooled funds will provide for greater

use of funds by allowing for more efficient cash flows, a reduction in transaction costs, and

improved access to the market. In addition to allowing for one pool for all participants,

OCIF may also be split into different pools to meet the specific needs of participants such as

short-term pools and longer-term pools. Each pool established will be reviewed separately

for purposes of determining compliance with the Investment Policy Statement. These pools

are based on the investment requirements detailed in Government Code Sections 53600 et

seq. and 53630 et seq.

i. If a longer-term pool such as an extended fund is established by the

Treasurer, it will be utilized for investment requirements generally longer

than one year. It will be invested primarily in high grade securities.

ii. If a short-term pool is established, it can be established as a single pool or as

separate pools depending on the needs of the pool participants. These pools

will be utilized for shorter-term investment requirements and providing

liquidity for immediate cash needs. They will be invested primarily in cash-

equivalent securities to fulfill the primary goals of safety and liquidity.

b) Specific Investment Accounts: From time to time, the Treasurer may be authorized by a participant’s governing board to

invest other specific investments or to manage bond proceeds issued by the County, a local

school district, voluntary participant, or other local agency. This may include deposits that

are set aside for future needs of a long-term nature and may be appropriately invested in

longer-term securities as allowed by Government Code. Participating agencies will sign a

written agreement acknowledging that there may be risk to principal should they desire to

redeem funds early, thereby forcing an early sale of securities rather than holding

investments to maturity.

No investment will be made in any security with a remaining maturity in excess of five

years at the time of purchase, unless the Board of Supervisors has granted express authority

to make such an investment specifically or as part of an investment program, which may

include investing through pooled funds. Board of Supervisor’s approval must occur at least

three months prior to the investment or investment programs being effective. Strategies for

such deposits may include matching maturities with long-term liabilities.

III. PRUDENCE

Government Code Sections 27000.3 and Section 53600.3 provides that the “prudent investor”

standard is to be used by the Treasurer as a fiduciary of public funds. This standard provides

that when investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public

funds, the Treasurer shall act with care, skill, prudence, and diligence under the circumstances

then prevailing, specifically including, but not limited to, the general economic conditions and

the anticipated needs of the County and other depositors that a prudent person acting in a like

capacity and familiarity with those matters would use in the conduct of funds of a like character

and with like aims, to safeguard the principal and maintain the liquidity needs of the County and

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the other depositors. Within the limitation of this section and considering individual investments

as part of an overall investment strategy, investments may be acquired as authorized by law.

The Treasurer and those delegated staff shall act in accordance with written procedures and the

Investment Policy Statement, exercise due diligence, report in a timely fashion and implement

appropriate controls to mitigate adverse developments.

IV. DELEGATION OF AUTHORITY

Annually, the County Board of Supervisors delegates to the Treasurer the authority to invest and

reinvest the funds of the County and other depositors as specified in Government Code Sections

27000.1, 53607 and 53608. Such delegation is conditioned upon the Treasurer submitting any

and all investment policies and amendments thereto to the Board for review and approval. The

Treasurer may further delegate investment authority to such persons within the Treasurer’s

Department as deemed appropriate.

V. OBJECTIVES

Criteria for selecting investments and the absolute order of priority are:

1. SAFETY Safety of principal is the foremost objective of the investment program. Investments shall be

undertaken in a manner that seeks to ensure the preservation of capital in the overall

portfolio.

The Treasurer shall seek to preserve principal and minimize capital losses by mitigating

credit risk and market risk as follows:

a) Credit Risk: Defined as an issuer’s ability and willingness to repay interest and

principal. Credit risk shall be mitigated by diversifying the fund among issues and

issuers so that the failure of any one issue or issuer would not result in a significant loss

of income or principal to participants.

b) Market Risk: Defined as the risk of market value fluctuations due to changes in the

general level of interest rates. Because longer-term securities generally have greater

market risk than shorter-term securities, market risk will be mitigated by establishing a

maximum weighted average maturity or duration for the portfolio. Occasional market

losses on individual securities are inevitable with active portfolio management and must

be considered within the context of the overall investment return.

2. LIQUIDITY

Liquidity refers to the recurring maturity of a portion of the investment portfolio, as well as

the ability to sell an investment at any given moment with a minimal chance of principal

loss. A portion of OCIF, which may be in a separate pool, will maintain liquidity for the

purpose of meeting all operating requirements and reasonably anticipated cash flow needs.

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3. YIELD Yield refers to the objective of attaining a market rate of return commensurate with the risk

profile and cash flow characteristics of the portfolio throughout budgetary and economic

cycles. Although the Treasurer may employ certain indices to gauge the funds’ rate of

return, such indices shall be used solely for comparative purposes and do not constitute a

warranty or guarantee of actual fund performance.

4. MARK-TO-MARKET Investment pools, as described in Section II, 1 (a) of this Investment Policy Statement, are

marked to market. To the extent reasonably possible and consistent with the Treasurer’s

trust and fiduciary duty, any funds in a short-term pool will attempt to stabilize at a $1.00

net asset value (NAV). If the ratio of the market value of the short-term pool divided by the

book value of the short-term pool is less than $.995 or greater than $1.005, holdings may be

sold as necessary to maintain the ratio between $.995 and $1.005.

The Treasurer will act on a "best efforts" basis to stabilize any short-term pools within the

$.995 to $1.005 range. However, the $1.00 NAV is not guaranteed or insured by the

Treasurer for any pool, including any longer-term pool, nor are the pools registered with the

Securities Exchange Commission (SEC).

VI. AUTHORIZED INVESTMENTS

The County is authorized by Government Code Section 53600 et seq. to invest in specific types

of securities. Investments not specifically listed below are prohibited. Consistent with the

requirements of law and this Investment Policy Statement, the Treasurer may place orders for

the execution of transactions with or through such broker/dealers, banks or counterparties as

may be selected from time to time at his/her discretion. All securities must be U.S. dollar

denominated. To the extent consistent with the objectives stated above, the investment

restrictions outlined below, and the investment limitations specified in Sections VII and VIII,

the pools may invest in the following areas.

1. U. S. TREASURY SECURITIES United States Treasury bills, notes, bonds, or certificates of indebtedness, for which the full

faith and credit of the United States are pledged for the payment of principal and interest.

There is no limit on the percentage of a pool that can be invested in this category.

2. U. S. GOVERNMENT AGENCY SECURITIES

Obligations, participations, or other instruments of, or issued by, a federal agency or a

United States government-sponsored enterprise (GSE). There is no limit on the percentage

of a pool that can be invested in this category, but each issuer is limited to 33% of any

individual pool’s total assets except that GSE issuers rated 'AA-' or higher with final

maturities of 30 days or less are excluded from the calculation of the 33% limit.

3. COMMERCIAL PAPER

Eligible commercial paper shall be of “prime” quality of the highest ranking or of the

highest letter and number rating as provided by a Nationally Recognized Statistical Rating

Organization (NRSRO), shall not exceed 270 days maturity, and shall not exceed 40% of a

pool. The entity that issues the commercial paper shall meet all of the following conditions

in either paragraph (a) or paragraph (b):

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a) Has total assets in excess of five hundred million dollars ($500,000,000), is organized

and operating within the United States as a general corporation, and has debt other than

commercial paper, if any, that is rated “A” or higher by a NRSRO.

b) Is organized in the United States as a special purpose corporation, trust, or limited

liability company, has program-wide credit enhancements including, but not limited to

overcollateralization, letters of credit or a surety bond, has commercial paper that is rated

“A-1” or higher, or the equivalent, by a NRSRO.

Split ratings (i.e. A2/P1) are not allowed, and two NRSRO ratings are required. No more

than 5% of the total assets of any individual pool may be invested in any one issuer’s

commercial paper.

4. NEGOTIABLE CERTIFICATES OF DEPOSIT

Negotiable certificates of deposit issued by a nationally or state-chartered bank, savings

association, or, federal association (as defined by Section 5102 of the California Financial

Code) a state-licensed branch of a foreign bank. Issuing banks must be rated by at least two

NRSROs, have a short-term rating of not less than A1/P1 and a long-term rating of not less

than an “A” from a NRSRO, if any. No more than 30% of any individual pool’s total assets

may be invested in negotiable certificates of deposit.

5. REPURCHASE AGREEMENTS

Investments in repurchase agreements for the purpose of this Investment Policy Statement

means a purchase of securities by the Treasurer pursuant to an agreement by which the seller

will repurchase the securities on or before a specified date and for a specified amount and

will deliver the underlying securities to the Treasurer by book entry, physical delivery, or by

third party custodial agreement. The term of a repurchase agreement shall not exceed one

year. The term "securities," for the purpose of repurchase agreements, means securities of

the same issuer, description, issue date, and maturity.

To participate in repurchase agreements, a master repurchase agreement must be completed

and signed by all parties involved. The Treasurer will maintain a signed copy of the

agreement. Repurchase agreements are required to be collateralized by securities or cash.

a) Collateralization:

In order to anticipate market changes and provide a level of security for all repurchase

agreement transactions, the market value of securities that underlie a repurchase

agreement shall be valued at 102% or greater of the funds borrowed against those

securities and the value shall be adjusted no less frequently than weekly. Since the

market value of the underlying securities is subject to daily market fluctuations, the

investments in repurchase agreements shall be in compliance if the value of the

underlying securities is brought back up to 102% no later than the next business day.

Collateral will be limited to cash, and U.S. Treasury and U.S. Government Agency

securities. For compliance purposes, U.S. Treasury and/or U.S. Government Agency

collateral are exempt from the issuer limits as stated in Section VIII.2. Collateral will be

held by an independent third party with whom the Treasurer has a current custodial

agreement. A clearly marked evidence of ownership (safekeeping/custody receipt) must

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be supplied to the Treasurer and retained. No collateral substitutions may be made

without prior approval of the Treasurer.

Investments in repurchase agreements are limited to no more than 20% of any individual

pool’s total assets. Agreements are subject to Government Code Section 53601 and must

comply with the delivery requirements and the maturity provision from Section 53601.

6. BANKERS’ ACCEPTANCES

Bankers’ acceptances, also known as time drafts (bills of exchange), are drawn on and

accepted by a commercial bank. Purchases of bankers’ acceptances shall not exceed 180

days maturity. Issuing banks must be rated by at least two of the NRSROs and have a short-

term rating of at least A1/P1 and a long-term rating of not less than “A” from a NRSRO, if

any. Bankers’ acceptances are limited to no more than 40% of any individual pool’s total

assets.

7. MONEY MARKET MUTUAL FUNDS Shares of beneficial interest issued by diversified management companies that are money

market mutual funds registered with the Securities and Exchange Commission under the

Investment Company Act of 1940 (15 U.S.C. Sec. 80a-1 et seq.), which only invest in direct

obligations in U.S. Treasury bills, notes, and bonds, U.S. Government Agencies, Municipal

Debt, and repurchase agreements with a weighted average maturity of 60 days or less.

Money Market Mutual Funds that do not maintain a constant Net Asset Value (NAV) are

prohibited. Money market mutual funds are not required to conform to the restrictions

detailed in this Investment Policy Statement, but are limited to no more than 20% of any

individual pool’s total assets. The Treasurer shall be required to investigate money market

mutual funds prior to investing and perform a periodic review, but at least annually

thereafter while the funds are invested in the money market mutual fund. At a minimum,

approved money market mutual funds shall have met either of the following criteria:

a) Attained the highest ranking or the highest letter and numerical rating provided by no less

than two NRSROs.

b) Retained an investment advisor registered or exempt from registration with the Securities

and Exchange Commission with not less than five years experience managing money

market mutual funds with assets under management in excess of $500,000,000.

8. STATE POOL – LOCAL AGENCY INVESTMENT FUND The Treasurer may invest in the Local Agency Investment Fund (LAIF) established by the

State Treasurer under Government Code Section 16429.1. LAIF has no final stated maturity

and will be reported as a one-day maturity. Investments in LAIF shall not exceed $50 million

per pool.

9. MUNICIPAL DEBT Such instruments are defined as being issued by a local or state agency, including:

a) Bonds payable solely out of the revenues from a revenue-producing property owned,

controlled, or operated by the local agency or by a department, board, agency or

authority of the local agency.

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b) Registered state warrants or treasury notes or bonds, including bonds payable solely out

of the revenues from a revenue-producing property owned, controlled, or operated by the

state or by a department, board, agency, or authority of a state.

c) Bonds, notes, warrants, or other evidences of indebtedness of any local agency within a

state, including bonds payable solely out of the revenues from a revenue-producing

property owned, controlled, or operated by the local agency, or by a department, board,

agency, or authority of the local agency.

Issuing municipalities must have a short-term rating of not less than A1/P1 and a long-term

rating of not less than an “A” from the NRSROs, and two NRSRO ratings of “A” or better

are required unless they have a single NRSRO rating of AA-/AA3 or better. Municipal debt

issued by the County of Orange, California is exempt from this credit rating requirement.

10. MEDIUM-TERM NOTES Medium-term notes are defined as all corporate and depository institution debt securities

with a maximum remaining maturity of not more than 397 days for any short-term pools and

five years for any other pools such as a longer-term pool. Medium-term notes must be issued

by corporations organized and operating within the United States or by depository

institutions licensed by the United States or any state and operating within the United States.

Notes eligible for investment shall be rated not less than “A” or its equivalent from at least

two NRSROs and if remaining maturity is longer than 397 days, it shall be rated by at least

two NRSROs and have obtained no less than an “AA” rating by both. Investments in

medium-term notes are limited to no more than 30% of any individual pool’s total assets.

11. INVESTMENT POOLS Shares of beneficial interest issued by a joint powers authority organized pursuant to

Government Code Section 6509.7 that invests in the securities and obligations as authorized

under 53601 (a) to (o), inclusive, and that comply with the investment restrictions of

Government Code Sections 53600 through 53610 and Section 53630. The Treasurer shall be

required to investigate all local government investment pools prior to investing and perform

a quarterly review thereafter while the funds are invested in the pool. The analysis shall

include, but is not limited to, the following characteristics of a pool/fund as part of its

investigation and quarterly review:

Eligible securities

Maximum maturity

REPO collateral/counter-party

Size of the pool/fund

Limits on withdrawal/deposit

Expense ratio

Investments in this investment type are limited to no more than 20% of any individual pool’s

total assets. No more than 10% of an individual pool shall be invested in a single investment

pool.

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12. SUPRANATIONAL SECURITIES Supranational securities are defined as United States dollar denominated senior unsecured

unsubordinated obligations issued or unconditionally guaranteed by the International Bank

for Reconstruction and, Development, International Finance Corporation, or Inter-American

Development Bank, with a maximum remaining maturity five years or less, and eligible for

purchase and sale within the United States. Supranational securities eligible for investment

shall be rated "AA" or better from at least two NRSROs. Investments in supranationals shall

not exceed 30 percent of any individual pool’s total assets.

VII. INVESTMENT RESTRICTIONS

1. CREDIT RATINGS

Credit ratings will be applied at the time of purchase of a security. A subsequent downgrade

in a security’s credit rating will not constitute a violation of the Investment Policy

Statement. Securities which are downgraded below the minimum acceptable rating levels

must be reviewed for possible sale within a reasonable amount of time. Municipal debt

issued by the County of Orange, California is exempt from the credit rating requirements

listed below. U.S. Government obligations (as defined in Section VI (1) and VI (2)) are

exempt from the credit rating requirements listed below. The credit ratings referred to in this

policy must be assigned by one of the following Nationally Recognized Statistical Rating

Organizations (NRSRO): Standard & Poor’s Corporation “S&P,” Moody’s Investors

Service, Inc. “Moody’s”, and Fitch Ratings “Fitch.”

a) Short-term debt ratings – (two of the following and not less than the following)

“A-1” or “SP-1” Standard & Poor’s Corporation (S&P)

“P-1” or “MIG 1/VMIG 1” Moody’s Investors Service, Inc. (Moody’s)

“F1” Fitch Ratings (Fitch)

Split ratings are not allowed, i.e. A-1/P-1/F2 or similar. An issuer of short-term debt

must have no less than an “A” rating on long-term debt, if any.

Long-term debt ratings – Investments purchased for short-term pools or with remaining

maturities of 397 days or less- shall be rated by at least two NRSROs and have obtained

no less than an “A” rating by any. Investments purchased for pools with remaining

maturities longer than 397 days, shall be rated by at least two NRSROs and have

obtained no less than an “AA” rating by any. If an issuer of long-term debt has a short-

term rating, then it may not be less than A-1/SP-1 or P-1/MIG1 or F1 and should be

rated by two NRSROs.

b) Repurchase Agreement counterparties shall have a minimum short-term rating, or

counterparty rating, of no less than A-1 or equivalent by two NRSROs and have capital

of not less than $500 million.

c) Any issuer that has been placed on “Credit Watch-Negative” by a NRSRO will be

placed on hold and current holdings reviewed for possible sale within a reasonable

period of time unless the following criteria are met and are also approved in writing by

the Treasurer prior to purchase:

The issuer has:

(a) an A-1+ or F1+ short-term rating; or

(b) at least an AA or Aa2 long-term rating.

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d) If any issuer is placed on “Credit Watch-Negative” by a NRSRO, all related entities,

including parent and subsidiaries, will also be placed on hold and subject to the above

requirements.

VIII. DIVERSIFICATION AND MATURITY RESTRICTIONS

It is the policy of the Treasurer to diversify the pooled funds. Investments are diversified

to minimize the risk of loss resulting in overconcentration of assets in a specific maturity,

specific issuer, or a specific class of securities. Diversification strategies shall be

established by the Treasurer and periodically reviewed.

1. AUTHORIZED INVESTMENTS AND ISSUER CONCENTRATION Only debt issued by firms listed on the Office of the Treasurer’s Approved Issuer List

may be purchased. The following diversification limits will also be applied at the time of

purchase of a security.

Type of Investment

Cal Gov Code % of Funds Permitted

Orange County IPS

Cal Gov Code Maximum Final Maturity

Orange County IPS Maximum Final Maturity (All Pooled Funds Except Short-Term Funds)

Orange County IPS Maximum Final Maturity (Short-Term Fund)

U.S. Treasury Securities

100% 100% 5 Years 5 Years 397 Days

U.S. Government Agency Securities (GSEs)

100% 100% Total, no more than 33% in one issuer excluding securities with final maturities of30 days or less

5 Years 5 Years 397 Days

Municipal Debt 100% 30% Total, no more than 5% in one issuer except 10%- County of Orange


Medium-Term Notes

30% 30% Total, no more than 5% in one issuer


Bankers Acceptances

40%, 30% of a single issuer

40% Total, no more than 5% in one issuer

180 Days 180 Days 180 Days

Commercial Paper

40%, 10% of a

single issuer

40% Total, no more than 5% in one issuer

270 Days 270 Days 270 Days

Negotiable Certificates of Deposits



State of California Local Agency Investment Fund

$50 million per account

$50 million per pool

N/A N/A N/A

Repurchase Agreements


1 Year 1 Year 1 Year

Money Market Mutual Funds

20% 20% Total N/A N/A N/A

Investment Pools 100% 20% Total, no more than 10% in one pool

N/A N/A N/A

Supranationals 30% 30% Total, no more than 5% in one issuer


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2. MATURITY a) The weighted average maturity (WAM) of any short-term pool, on a dollar-

weighted basis, shall not exceed 60 days.

b) The maximum maturity of any investment purchased will be five years with the

exception of investments and investment pools authorized by the Board of

Supervisors to be invested in longer than five year maturities.

If short-term and long-term pools are used, the following restrictions will apply:

Short-term pool 13 months (397)

Long-term pool 5 years

c) For purposes of calculating a final maturity date, the earlier of either the final

maturity date, pre-refunded date, or mandatory put to tender option date that will

be used.

d) For purposes of calculating the weighted average maturity of the portfolio, the

maturity of a variable-rate security will be considered its next interest rate reset

date, if there is a reasonable expectation that the security will maintain an

approximate value of par upon each adjustment of the security’s interest rate at any

time until final maturity.

3. DURATION

a) All pools, except short-term pools, shall have an effective duration not to exceed a

leading 1-3 year index +25%.

IX. PROHIBITED TRANSACTIONS

At the time of purchase, all permitted investments shall conform in all respects with this Investment Policy Statement and with applicable provisions of the Government Code, as may be amended from time to time. No investment prohibited by Government Code shall be permitted herein.

Any investment transactions, credit risk criterion, percentage limitations, or market

valuation that are not in compliance with this Investment Policy Statement and cannot be

corrected without penalty at time of purchase must be documented and approved by the

Treasurer in writing as soon as possible. Thereafter, action shall be taken by the Treasurer to

correct such matter as soon as practical. If a percentage restriction is adhered to at the time

of purchase, a later increase or decrease in percentage resulting from a change in values or

assets will not constitute a violation of that restriction.

1. The following transactions are prohibited:

a) Borrowing for investment purposes (“Leverage”). b) Reverse Repurchase Agreements, as defined by Government Code Section 53601(j)

(3) and (j) (4) or otherwise.

c) Structured Notes (e.g. inverse floaters, leveraged floaters, structured certificates of

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deposit, equity-linked securities, event-linked securities). This includes all floating-

rate, adjustable-rate or variable-rate securities in which a change in interest rates or

other variables that can reasonably be foreseen to occur during their term would result

in their market value not returning to par at the time of each interest rate adjustment.

Simple “floating rate notes,” whose periodic coupon adjustment is based on a short-term (one-year or less) rate index (such as Treasury bills, federal funds, prime rate, or LIBOR) and which have a reasonable expectation of maintaining a value of par at each interest rate adjustment through final maturity, are exempt from this definition. Additionally, U.S. Treasury and Agency zero coupon bonds, U.S. Treasury and Agency strips, Resolution Funding Corporation (REFCORP) strips, or other callable securities which otherwise meet the quality, maturity, and percent limitations assigned to their respective security category, are exempt from this section.

d) Structured Investment Vehicles (SIV). e) Derivatives (e.g. options, futures, swaps, swap options, spreads, straddles, caps, floors,

collars). f) Money Market Mutual Funds that do not maintain a constant Net Asset Value (NAV).

X. ETHICS AND CONFLICT OF INTEREST

The Treasurer and all persons involved in the investment process shall refrain from personal

business activity, which could create a conflict with proper execution of the investment

program, or which could impair the ability to execute impartial investment decisions. The

Treasurer and all treasury and investment personnel shall disclose to the Treasury Oversight

Committee any material financial interests in financial institutions, broker dealers, and

vendors (“outside entities”) that conduct business with the County of Orange and shall

disclose any material financial investment positions in such outside entities.

1. STATEMENT OF ECONOMIC INTEREST FORM 700

The Treasurer, Auditor-Controller, members of the Treasury Oversight Committee, and

all designated employees must annually file a Form 700 (Statement of Economic

Interests) in accordance with the County’s Conflict-of-Interest Code.

2. COUNTY’S GIFT BAN ORDINANCE – SEC. 1-3-22 THE CODIFIED

ORDINANCES, ORANGE COUNTY, CALIF.

The County’s Gift Ban Ordinance prohibits the receipt of specified gifts to the Treasurer,

Auditor-Controller, and “designated employees” from business entities and individuals

that “do business with the County” as that termed in defined in the Ordinance. Under the

Ordinance, the term “designated employee” includes every employee of the County who

is designated in the County’s Conflict-of-Interest Code to file a Form 700 and every

member of a board or commission under the jurisdiction of the Board of Supervisors

required to file such a form. For purposes of the Treasurer’s Office, “designated

employees” include: the Chief Assistant Treasurer-Tax Collector, the Assistant Treasurer-

Tax Collectors, all investment staff, all financial/credit analysts, all cash managers, and

all accounting and compliance staff. The Treasurer will review this list of “designated

employees” periodically and submit any proposed changes to the Board of Supervisors

for approval.

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XI. AUTHORIZED BROKER/DEALERS AND FINANCIAL INSTITUTIONS

The Treasurer will maintain a list of broker/dealers and financial institutions authorized to

provide investment and/or depository services and products. Any permitted investment, not

purchased directly from an approved issuer, shall be purchased either from a “primary” or

regional securities broker/dealer qualifying under SEC Rule 15c3-1(uniform net capital rule)

and licensed by the state as a broker/dealer as defined in Section 25004 of the Corporations

Code or a “well capitalized” national bank or Federal savings association as defined in Title

12 of the Code of Federal Regulations (CFR) Part 6.4 or a savings association or Federal

association as defined by Section 5102 of the California Financial Code. Broker/dealers must

comply with the political contribution limitations contained in Rule G-37 of the Municipal

Securities Rulemaking Board. Section 27133(c) of the Government Code prohibits the

selection of any broker, brokerage, dealer, or securities firm that has made a contribution to

the Treasurer, any member of the Board of Supervisors, or any candidate for those offices,

within any consecutive 48 month period. A detailed questionnaire is required to be completed

by broker/dealers and financial institutions seeking to provide investment services. The

Treasurer shall conduct an annual review of each broker/dealer’s and financial institution’s

financial condition and registrations to determine whether it should remain on the approved

list for investment and/or depository services and require annual audited financial statements

to be on file for each firm. The Treasurer shall, at least every two years, review all new

broker/dealers and financial institutions submitting a questionnaire to determine if they

should be added to the approved list. The Treasurer shall annually send a copy of the current

Investment Policy Statement to all broker/dealers and financial institutions approved to

provide investment services to the County, and they shall notify the Treasurer in writing of

receipt and that they have read it.

XII. PERFORMANCE EVALUATION

The Treasurer shall submit monthly, quarterly, and annual reports (in compliance with

Government Code Sections 53607, 53646, and 27134) to the Treasury Oversight Committee,

the pool participants, the County Executive Officer, the Director of Auditor-Controller

Internal Audit, the Auditor-Controller, and the Board of Supervisors. These reports shall

contain sufficient information to permit an informed outside reader to evaluate the

performance of the investment program and shall be in compliance with Government Code.

In accordance with GASB Statements 31 and 40, the Treasurer shall provide financial

information on investments for the County’s Comprehensive Annual Financial Report.

XIII. SAFEKEEPING

All security transactions, including collateral for repurchase agreements, entered into by the

Treasurer shall be conducted on a delivery-versus-payment (DVP) basis. All investments

shall have the County of Orange and either the OCIF or the specific pool name as its

registered owner except for municipal debt issued by the County of Orange and privately

placed with the County Treasurer in which case the investments shall have the Orange

County Treasurer on behalf of the OCIF as its registered owner.

All securities shall be held by a third party custodian designated by the Treasurer (this does

not apply to money market funds or investment pools). The third party custodian shall be

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required to issue a safekeeping statement to the Treasurer listing the specific instrument, rate,

maturity, and other pertinent information.

XIV. MAINTAINING THE PUBLIC TRUST

All participants in the investment process shall act as custodians of the public trust. The

overall program shall be designed and managed with a degree of professionalism that is

worthy of the public trust.

XV. INTERNAL CONTROLS

The Treasurer shall establish a system of written internal controls, which will be reviewed

annually with the County's independent (external) auditor. The controls shall be designed to

prevent loss of public funds due to fraud, employee error, and misrepresentation by third

parties, unanticipated market changes, or imprudent actions by employees of the Treasurer's

Office. The Treasurer shall evaluate audit reports in a timely manner with the Treasury

Oversight Committee. The quarterly audit reports of the Treasury shall be provided as

required by Government Code Sections 26920 through 26922. Daily compliance of the

investment portfolio shall be performed by the Treasurer’s Compliance Division. Compliance

will be determined on a fair market value basis. Cash held at the bank will not be included in

the pool balance. All agreements, statements, and trade packets will be subject to review

annually by auditors in conjunction with their audit.

1. INVESTMENT PROCEDURES

The Treasurer shall develop and maintain written administrative procedures for the

operation of the investment program that are consistent with this investment policy.

Procedures will include reference to safekeeping, Master Repurchase Agreements, wire

transfer agreements, collateral and depository agreements, banking service contracts, and

other investment and banking related activities. Such procedures shall include explicit

delegation of authority to personnel responsible for investment transactions.

No investment personnel may engage in an investment transaction except as provided

under terms of this policy and the procedures established by the County Treasurer. The

Treasurer shall be responsible for all transactions undertaken and shall establish a system

of controls to regulate the activities of all Treasury and Investment personnel.

XVI. EARNINGS AND COSTS APPORTIONMENT

The Treasurer determines the interest earnings for the respective pools on an accrual basis.

Accrual basis interest earnings and Treasury administrative fees (see below) are allocated to

each individual pool participant based upon their average daily balance on deposit with the

Treasurer. The actual cash distribution is generally paid in the months following.

As authorized by Government Code Section 27013, the Treasurer will charge all pool

participants for administrative and overhead costs. Costs include, but are not limited to,

portfolio management, bank and custodial fees, software maintenance fees, and other indirect

costs incurred from handling or managing funds. In addition, the costs of compliance with the

Treasury Oversight provisions of Government Code Sections 27130 through 27137 shall be

included as administrative costs. The Treasurer shall annually prepare a proposed budget

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revenue estimate, providing a detailed itemization of all estimated costs which comprise the

administrative fee charged in accordance with Government Code Section 27013. The

Treasurer will be required to annually reconcile the estimated charges and actual costs

incurred and adjust participant accounts accordingly.

Investment earnings and the above estimated fee charge will be allocated to the pool

participants on at least a quarterly basis. As of the first working day of the following period,

the pool participants' account will reflect the gross investment earnings and the estimated

monthly administrative and overhead costs. The Treasurer’s monthly report will state the

current estimated fees charged to participants.

XVII. VOLUNTARY PARTICIPANTS

Should a local agency within Orange County, or a Joint Powers Agency (JPA) consisting of

at least one public agency from within Orange County, not required by California law to

deposit monies with the Treasurer desire entry into the Treasurer's Investment Pool, the

agency shall comply with the requirements of Government Code Section 53684 and provide

to the Treasurer a resolution adopted by its governing board stating that excess funds are

available for the purpose of investment. The resolution shall specify that the local agency

authorizes the investment of excess funds pursuant to Section 53684, those persons

authorized at the agency to coordinate the transactions, the agency's willingness to be bound

by the withdrawal provisions of Government Code Section 27136, and the agency's

understanding that administrative charges will be deducted by the Treasurer as permitted by

Sections 53684(b) and 27013. The Treasurer shall approve or disapprove such agency’s

request in writing. Upon the Treasurer’s approval of voluntary participants to join the pool,

the Treasurer will notify the Board of Supervisors within 5 days.

Monies deposited by local agencies approved for entry into the Treasurer’s Investment Pool

will be invested in the OCIF and shall be invested by the Treasurer in accordance with this

Investment Policy Statement, as amended from time to time. The local agency’s authorized

representative will execute an agreement with the Treasurer. This agreement specifies the

contractual terms and conditions by which the Treasurer will manage and invest local

agency’s excess funds which have been deposited for investment with the Treasurer.

XVIII. WITHDRAWAL

Withdrawal of participant funds for the purpose of investing or depositing these funds outside

the County treasury shall require prior written approval from the Treasurer or designee. The

Treasurer shall thereafter review the withdrawal request consistent with his/her trust and

fiduciary duties. Prior to approving or disapproving the withdrawal request, the Treasurer or

designee shall make a finding of the effect on the stability and predictability of the

investments and on the interests of the other depositors in the County treasury. (Government

Code Sections 27000.3, 27133(h), 27136 and 53684(c))

XIX. PERFORMANCE STANDARDS

The investment portfolio shall be designed with the objective of obtaining a market rate of

return throughout budgetary and economic cycles, commensurate with the investment risk

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constraints and the cash flow needs, but focusing on, in order of importance, preservation of

capital, liquidity, and yield.

The Treasurer's investment strategy is to actively manage the portfolios to create less risk

than a benchmark comparable index and to use economies of scale to invest and administer

the program at a reasonable cost. Given this strategy, the basis used by the Treasurer to

determine whether market yields are being achieved shall be the indices most comparable to

the fund, such as money rate data published in Barron's, The Wall Street Journal, Bloomberg,

or other bond fund indices. The standards enumerated herein do not constitute a guarantee of

the fund’s performance.

XX. INVESTMENT POLICY STATEMENT REVIEW

This Investment Policy Statement shall be reviewed on an annual basis by the Treasury

Oversight Committee prior to being presented to for review and approval by, the Board of

Supervisors in an open session.

XXI. FINANCIAL REPORTING

The monthly Treasurer’s Investment Report and all compliance Audit Reports shall be

provided to the Orange County Board of Supervisors, the County Executive Officer, the

Chief Financial Officer, the Director of Auditor-Controller Internal Audit, the Auditor-

Controller, the Treasury Oversight Committee, the presiding judge of the Superior Court, the

director or director executive officer and Treasurer or other official responsible for the funds

of any Local Agency who has investments in the OCIF as allowed by Government Code

Sections 53607, 53646, and 53686.

All reports filed by the Treasurer in accordance with Government Code Section 53646 shall,

among other matters, state compliance of the portfolio with the Investment Policy Statement,

or the manner in which the portfolio is not in compliance. A statement will also be filed by

the Treasurer in accordance with Government Code 53646(b) denoting the ability of each

pool to meet its expenditure requirements for the next six months or provide an explanation

of why sufficient money may not be available.

XXII. LEGISLATIVE CHANGES

Any State of California law that further restricts allowable maturities, investment type,

percentage allocations, or any other provision of this Investment Policy Statement will, upon

effectiveness, be incorporated into this Investment Policy Statement and supersede any and

all previous applicable language.

XXIII. DISASTER RECOVERY PROGRAM

The Treasurer’s Disaster Plan includes critical phone numbers and addresses of key treasury

and investment personnel as well as currently approved bankers and broker/dealers. Three

copies of the Disaster Plan for home, office, and car have been distributed to key treasury and

investment personnel. The plan provides for an offsite location to be communicated at the

time of readiness if our offices are uninhabitable.

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In the event the Treasurer or authorized staff is unable to invest the portfolio, the Treasurer

has an agreement with the custodian for a daily sweep of all uninvested cash with the custody

bank into a money market mutual fund. Until normal operations of the Treasurer’s office

have been restored, the limitations on the size of an individual issuer and the percentage

restrictions by investment type would be allowed to exceed those approved in this Investment

Policy Statement and would be required to be reported to the Board of Supervisors and pool

participants in a timely manner.

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INVESTMENT POLICY STATEMENT

GLOSSARY

This Glossary is for general reference purposes only and does not constitute an exhaustive or

exclusive list of terms and definitions applicable to this Investment Policy Statement. The

definitions included herein do not modify any of the terms of this Investment Policy Statement or

applicable law.

ACCRUED INTEREST: The amount of interest that is earned but unpaid since the last interest

payment date.

ADJUSTABLE RATE NOTE: (See Floating Rate Note)

AGENCY SECURITIES: (See U.S. Government Agency Securities)

AMORTIZATION: The systematic reduction of the amount owed on a debt issue through

periodic payments of principal.

AVERAGE LIFE: The average length of time that an issue of serial bonds and/or term bonds with

a mandatory sinking fund feature is expected to be outstanding.

ASKED PRICE: The price at which securities are offered from a seller.

ASSET BACKED SECURITIES (ABS): (See Receivable-Backed Securities)

BANKERS’ ACCEPTANCE (BA): Negotiable money market instruments issued primarily to

finance international trade. These are time drafts in which a bank “accepts” as its financial

responsibility to pay the principal at maturity even if the importer does not. In essence, these are

bank obligations collateralized by goods being shipped between an exporter and an importer.

BASIS POINT: When a yield is expressed as 7.32%, the digits to the right of the decimal point are

known as basis points. One basis point equals 1/100 of one percent. Basis points are used more

often to describe changes in yields on bonds, notes and other fixed-income securities.

BID PRICE: The price at which a buyer offers to buy a security.

BOOK ENTRY: The system, maintained by the Federal Reserve, by which most money market

securities are “delivered” to an investor’s custodian bank. The Federal Reserve maintains a

computerized record of the ownership of these securities, and records any changes in ownership

corresponding to payments made over the Federal Reserve wire (delivery versus payment). The

owners of these securities do not receive physical certificates.

BOOK VALUE: The original cost of the investment, plus accrued interest and amortization of any

premium or discount.

BROKER: A broker brings buyers and sellers together and is compensated for his/her service.

CALLABLE BONDS: Bonds that may be redeemed by the issuing company prior to the maturity

date.

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CALL PRICE: The price at which an issuer may redeem a bond prior to maturity. The price is

usually at a slight premium to the bond’s original issue price to compensate the holder for loss of

income and ownership.

CALL RISK: The risk to a bondholder that a bond may be redeemed prior to maturity.

CAPITAL GAIN/LOSS: The profit or loss realized from the sale of a capital asset.

CERTIFICATE OF DEPOSIT (CD or NCD): A deposit of funds at a bank for a specified period

of time that earns interest at a specified rate. Commonly known as “CDs” or “negotiable CDs.”

COLLATERAL: Securities or cash pledged by a borrower to secure repayment of a loan or

repurchase agreement. Also, securities pledged by a financial institution to secure deposits of public

moneys.

COMMERCIAL PAPER (CP): Short-term unsecured promissory notes issued by corporations

for maturities of 180 days or less.

CONSUMER RECEIVABLE-BACKED BONDS: (See Receivable-Backed Securities)

CONVEXITY: A measure of a bond’s price sensitivity to changing interest rates. A high

convexity indicates greater sensitivity of a bond’s price to interest rate changes.

CREDIT OUTLOOK: (See Rating Outlook)

CREDIT QUALITY: The measurement of the financial strength of a bond issuer. This

measurement helps an investor to understand an issuer’s ability to make timely interest payments

and repay the loan principal upon maturity. Generally, the higher the credit quality of a bond issuer,

the lower the interest rate paid by the issuer because the risk of default is lower. Credit quality

ratings are provided by nationally recognized statistical rating organizations.

CREDIT RISK: The risk to an investor that an issuer will default in the payment of interest and/or

principal on a security.

CREDIT WATCH: indicates that a company’s credit is under review and credit ratings are subject

to change.

+ (positive) Credit is under review for possible upgrade.

- (negative) Credit is under review for possible downgrade.

Evolving/ Neutral Credit is under review, direction uncertain.

COUPON: The rate at which a bond pays interest.

CURRENT YIELD: The annual income from an investment divided by the current market value.

Since the mathematical calculation relies on the current market value rather than the investor’s cost,

current yield is unrelated to the actual return the investor will earn if the security is held to maturity.

CUSTODIAN: A bank or other financial institution that keeps custody of stock certificates and

other assets.

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DEALER: A dealer, as opposed to a broker, acts as a principal in all transactions, buying and

selling for his own account.

DELIVERY VERSUS PAYMENT (DVP): Delivery of securities with a simultaneous exchange

of money for the securities.

DERIVATIVE: A security whose interest rate of principal amount may vary and are determined

by a market index or a combination of market indexes.

DISCOUNT: The difference between the par value of a bond and the cost of the bond, when the

cost is below par. Some short-term securities, such as Treasury bills and bankers acceptances, are

known as discount securities. They sell at a discount from par, and return the par value to the

investor at maturity without additional interest. Other securities, which have fixed coupons, trade at

a discount when the coupon rate is lower than the current market rate for securities of that maturity

and/or quality.

DIVERSIFICATION: An investment principle designed to spread the risk in a portfolio by

dividing investments among different sectors, industries and companies.

DOLLAR-WEIGHTED AVERAGE MATURITY: A calculation that expresses the “average

maturity” of an investment portfolio using each investment’s maturity weighted by the size of that

investment.

DOMINION BOND RATING SERVICE, LTD: (see Nationally Recognized Statistical Rating

Organization)

DURATION: A measure of the timing of the cash flows, such as the interest payments and the

principal repayment, to be received from a given fixed-income security. This calculation is based on

three variables: term to maturity, coupon rate and yield to maturity. The duration of a security is a

useful indicator of its price volatility for given changes in interest rates.

FEDERAL FUNDS RATE: Interest rate charged by banks with excess reserves at a Federal

Reserve district bank to banks needing overnight loans to meet reserve requirements. A target rate is

set by the FOMC.

FEDERAL OPEN MARKET COMMITTEE (FOMC): This committee sets Federal Reserve

guidelines regarding purchases and sales of government securities in the open market as a means of

influencing the volume of bank credit and money.

FEDERAL RESERVE SYSTEM: A U.S. centralized banking system, which has supervisory

powers over the 12 Federal Reserve banks and about 6,000 member banks.

FITCH, INC: (see Nationally Recognized Statistical Rating Organization)

FIXED-INCOME SECURITIES: Securities that return a fixed income over a specified period.

FLOATING RATE NOTE: A debt security whose interest rate is reset periodically (monthly,

quarterly, annually) and is based on a market index (e.g. Treasury bills, LIBOR, etc.).

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INTEREST: The amount earned while owning a debt security, generally calculated as a

percentage of the principal amount.

INTERNAL CONTORLS: An internal control structure designed to ensure that the assets of the

entity are protected from loss, theft, or misuse. The internal control structure is designed to provide

reasonable assurance that these objectives are met. The concept of reasonable assurance recognizes

that 1) the cost of a control should not exceed the benefits likely to be derived and 2) the valuation

of costs and benefits requires estimates and judgments by management.

INVESTMENT COMPANY ACT OF 1940: Federal legislation which sets the standards by

which investment companies, such as mutual funds, are regulated in the areas of advertising,

promotion, performance reporting requirements, and securities valuations.

LIQUIDITY: The speed and ease with which an investment can be converted to cash.

LOCAL AGENCY: County, city, city and county, including a chartered city or county, school

district, community college district, public district, county board of education, county

superintendent of schools, or any public or municipal corporation.

MARK-TO-MARKET: The market valuation for every security in a portfolio used in determining

Net Asset Value (NAV).

MARKET RISK: The risk that changes in overall market conditions or interest rate may adversely

affect current market prices.

MARKET VALUE: The price at which a security is trading and could presumably be purchased

or sold.

MASTER REPURCHASE AGREEMENT: A written contract between the parties of a

repurchase agreement establishing each party’s rights in all current and future transactions until

termination of the contract by either party.

MATURITY: The date upon which the principal or stated value of an investment becomes due

and payable.

MEDIUM TERM NOTES (MTN): Debt securities issued by a corporation or depository

institution with a maturity ranging from nine months to five years. The term “medium-term note”

refers to the time it takes for an obligation to mature, and includes other corporate debt securities

originally issued for maturities longer than five years, but which have now fallen within the five-

year maturity range. MTNs issued by banks are also called “bank notes.”

MONEY MARKET: The market in which short-term debt instruments (Treasury bills, discount

notes, commercial paper, bankers acceptances, etc.) are issued and traded.

MONEY MARKET MUTUAL FUNDS: An investment company that pools money from

investors and invest in a variety of short-term money market instruments.

MOODY’S INVESTORS SERVICE, INC: (See Nationally Recognized Rating Services)

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MUNICIPAL DEBT: Bonds, notes and other securities issued by a state, municipality or county.

NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION (NRSRO): Firms that review the creditworthiness of the issuers of debt securities, and express their opinion in

the form of letter ratings (e.g. AAA, AA, A, BBB, etc). The primary rating agencies are the

following: Standard & Poor’s Corporation; Moody’s Investor Services, Inc.; Fitch, Inc.; and

Dominion Bond Rating Service, Ltd.

NEGOTIABLE CD: (See Certificates of Deposit)

NET ASSET VALUE (NAV): A per-share valuation of a mutual fund based on total assets minus

total liabilities.

NON-CALLABLE: Bond that cannot be called at the option of the issuer.

OFFER PRICE: The price asked by a seller of securities.

PAR or PAR VALUE: The amount of principal that must be paid at maturity. Also referred to as

the face amount of a bond, normally quoted in $1,000 increments per bond.

PHYSICAL DELIVERY: The delivery of an investment to a custodian bank in the form of a

physical certificate and/or supporting documents evidencing the investment (as opposed to “book

entry” delivery).

PORTFOLIO: A group of securities held by an individual or institutional investor.

PREMIUM: The difference between the par value of a bond and the market value of the bond,

when the market value is above par.

PRICE RISK: The risk that the price of a bond sold prior to maturity will be less than the price at

which the bond was originally purchased.

PRIMARY DEALER: One of 21 banks and securities brokerages authorized to buy and sell

government securities in direct dealings with the Federal Reserve Bank of New York in its

execution of Federal Open Market Operations.

PRIME RATE: The base rate that banks use in pricing commercial loans to their best and most

creditworthy customers.

PRINCIPAL: The face value or par value of an investment.

PROSPECTUS: A legal document that must be provided to any prospective purchaser of a new

securities offering registered with the SEC. This can include information of the issuer, the issuer’s

business, the proposed use of proceeds, the experience of the issuer’s management, and certain

certified financial statements.

RATING OUTLOOK: The potential direction of the credit rating assigned by a NRSRO for a

specific company.

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REINVESTMENT RISK: The risk that coupon payments (or other payments received) cannot be

reinvested at the same rate as the initial investment.

RECEIVABLE-BACKED SECURITIES: Securities collateralized with consumer receivables,

such as automobile loans, credit card receivables, or home equity loans, which are owned by the

issuer, but placed with a trustee for the benefit of the investor.

RECEIVABLE PASS-THROUGH CERTIFICATE: A debt obligation that is backed by a

portfolio of receivables, normally issued by a bank or financial institution. The interest and

principal of the obligation is paid out of the cash flow generated by the receivables portfolio.

REFUNDED BOND: A bond secured by an escrow fund that is sufficient to pay off the entire

issue of bonds at the next call date (pre-funded) or maturity (escrowed to maturity).

REGISTERED STATE WARRANT: A short-term obligation of a state governmental body

issued in anticipation of revenue.

REPURCHASE AGREEMENT (REPO): The purchase of securities, on a temporary basis, with

the seller’s simultaneous agreement to repurchase the securities back at a later date at a specified

price that includes interest for the buyer’s holding period.

RULE 2a-7 OF THE INVESTMENT COMPANY ACT: Applies to all money market mutual

funds and mandates such funds to maintain certain standards, including a 13-month maturity limit

and a 60-day average maturity on investments, to help maintain a constant net asset value of one

dollar ($1.00).

RULE G-37 OF THE MUNICIPAL SECURITIES RULEMAKING BOARD: Federal

regulations to sever any connection between the making of political contributions and the awarding

of municipal securities business.

SAFEKEEPING: Storage and protection of a customer’s financial assets, valuables, or

documents, provided as a service by an institution serving as Agent or Custodian and, where control

is delegated by the customer.

SECURITIES & EXCHANGE COMMISSION (SEC): The federal agency responsible for

supervising and regulating the securities industry.

SINKING FUND: Money accumulated on a regular basis in a separate custodial account that is

used to redeem debt securities or preferred stock issues.

STANDARD & POOR’S CORPORATION: (See Nationally Recognized Rating Services)

STRUCTURED INVESTMENT VEHICLE (SIV): A pool of investment assets that attempts to

profit from credit spreads between short-term debt and long-term structured finance products such

as asset-backed securities (ABS). Funding for SIVs comes from the issuance of commercial paper

that is continuously renewed or rolled over; the proceeds are then invested in longer maturity assets

that have less liquidity but pay higher yields. SIVs often employ great amounts of leverage to

generate returns.

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SUPRANATIONAL: An entity that is formed by two or more central governments with the

purpose of promoting economic development for the member countries. Examples include the

International Bank for Reconstruction and Development, International Finance Corporation, and the

Inter-American Development Bank.

THIRD-PARTY CUSTODIAL AGREEMENT: (See Custodian)

TOTAL RETURN: The sum of all investment income plus changes in the capital value of the

portfolio. For mutual funds, return on an investment is composed of share price appreciation plus

any realized dividends or capital gains. This is calculated by taking the following components

during a certain time period.

(Price appreciation) + (Dividends paid) + (Capital gains) = Total Return

TRADE DATE: The date and time corresponding to an investor’s commitment to buy or sell a

security.

U. S. GOVERNMENT AGENCY SECURITIES: Debt securities issued by U.S. Government

sponsored enterprises and federally related institutions. These government agencies include: Federal

Home Loan Banks (FHLB), Federal Home Loan Mortgage Corporation (FHLMC or Freddie Mac),

Federal National Mortgage Association (FNMA or Fannie Mae), Federal Farm Credit Banks

(FFCB), Resolution Trust Corporation (RTC), and Tennessee Valley Authority (TVA).

U.S. TREASURY SECURITIES: Securities issued by the U.S. Treasury and backed by the full

faith and credit of the United States. Treasuries are considered to have no credit risk, and are the

benchmark for interest rates on all other securities in the U.S. and overseas. The Treasury issues

both discounted securities and fixed coupon notes and bonds.

Treasury bills: non-interest-bearing discount securities with maturities under one year

issued by the U.S. Treasury to finance the national debt.

Treasury notes: interest-bearing obligations of the U.S. Treasury with maturities ranging

from two to ten years from date of issue.

Treasury bonds: interest-bearing obligations issued by the U.S. Treasury with maturities

that range from ten to thirty years from date of issue.

UNIFORM NET CAPITAL RULE: SEC Rule 15C3-1 outlining capital requirements for

broker/dealers.

VARIABLE RATE NOTE: (See Floating Rate Note)

VOLATILITY: A degree of fluctuation in the price and valuation of securities.

WEIGHTED AVERAGE MATURITY (WAM): The average maturity of all the securities that

comprise a portfolio. According to SEC rule 2a-7, the WAM for SEC registered money market

mutual funds may not exceed 60 days and no one security may have a maturity that exceeds 397

days.

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WHEN ISSUED (WI): A conditional transaction in which an authorized new security has not

been issued. All “when issued” transactions are settled when the actual security is issued.

YIELD: The annual rate of return on a debt investment computed as though held to maturity

expressed as a percentage.

YIELD TO CALL (YTC): The rate of return an investor earns from a bond assuming the bond is

redeemed (called) prior to its nominal maturity date.

YIELD TO MATURITY (YTM): The rate of return earned on an investment considering all cash

flows and timing factors: interest earnings, discounts, and premiums above par.

ZERO-COUPON BONDS/U.S. TREASURY STRIPS: A bond which represents ownership of a

single coupon or principal payment due on a U.S. Treasury bond. Zeros or strips mature at face

value at a specified date in the future and make no payments until that date. They always sell at a

discount from face value.

RESOLUTION S2016-06

A RESOLUTION OF THE SAN JOAQUIN HILLS TRANSPORTATION CORRIDOR AGENCY

AUTHORIZING THE DEPOSIT AND INVESTMENT OF MONIES WITH THE TREASURER-TAX COLLECTOR OF THE COUNTY OF ORANGE, CALIFORNIA

WHEREAS, Section 53684 of the California Government Code allows San Joaquin Hills Transportation Corridor Agency, to deposit monies into the Orange County Treasury for purposes of investment by the Orange County Treasurer-Tax Collector “Treasurer”; and WHEREAS, The San Joaquin Hills Transportation Corridor Agency has determined or may determine from time to time, that monies of San Joaquin Hills Transportation Corridor Agency exist which are not required for immediate use; and WHEREAS, The San Joaquin Hills Transportation Corridor Agency includes the Orange County Investment Pool in its Investment Policy; and WHEREAS, the Treasurer may accept for investment deposits of the San Joaquin Hills Transportation Corridor Agency, provided that the San Joaquin Hills Transportation Corridor Agency is located within Orange County. NOW, THEREFORE, the Board of Directors of the San Joaquin Hills Transportation Corridor Agency does resolve, declare, determine and order as follows:

1. San Joaquin Hills Transportation Corridor Agency hereby finds that it may, from time to time, be advantageous to make deposits for purposes of investment in the Orange County Investment Pool.

2. San Joaquin Hills Transportation Corridor Agency has received and carefully reviewed the

Treasurer’s Investment Policy Statement (the “IPS”), and, is familiar with its contents. Having considered and weighed the risks of investing (including, but not limited to, the risks of loss of interest and principal), the San Joaquin Hills Transportation Corridor Agency finds and determines that it is appropriate and legal to invest its monies in the Orange County Investment Pool as permitted by the San Joaquin Hills Transportation Corridor Agency Investment Policy. The San Joaquin Hills Transportation Corridor Agency understands and agrees that the IPS may be amended at any time by the County Board of Supervisors.

3. The San Joaquin Hills Transportation Corridor Agency further acknowledges that it has

reviewed and understands Net Asset Value (“NAV”) risk that is described in Section V of the IPS.

4. The San Joaquin Hills Transportation Corridor Agency Board of Directors hereby finds and

determines that monies of the San Joaquin Hills Transportation Corridor Agency are not required for immediate use and that the investment of such funds in the Orange County Investment Pool is an appropriate investment of its monies.

5. The San Joaquin Hills Transportation Corridor Agency authorizes the deposit of monies of the San Joaquin Hills Transportation Corridor Agency into the Orange County Investment Pool for purposes of investment by the Treasurer in accordance with the provisions of Section 53684 of the California Government Code and the “Agreement for the Deposit and Investment of Excess Funds into the County Treasury” (the “Agreement”), which has been presented to the San Joaquin Hills Transportation Corridor Agency and which is approved in the form presented. The San Joaquin Hills Transportation Corridor Agency Treasurer is hereby authorized and directed, for and in the name of San Joaquin Hills Transportation Corridor Agency to execute the Agreement on behalf of the San Joaquin Hills Transportation Corridor Agency.

Adopted this 11th day of August, 2016, by the Board of Directors of the San Joaquin Hills Transportation Corridor Agency. ROSS CHUN, CHAIRMAN


RESOLUTION S2016-06



ATTEST: I, Martha M. Ochoa, Clerk of the Board of the San Joaquin Hills Transportation Corridor Agency hereby certify that the foregoing Resolution No. S2016-06 was duly adopted on August 11, 2016 by the Board of Directors of the San Joaquin Hills Transportation Corridor Agency by the following vote: Motion: Yes: No: Absent: Abstain:

Martha M. Ochoa, Secretary/Clerk of the Board of Directors San Joaquin Hills Transportation Corridor Agency

RESOLUTION S2016-07


AUTHORIZING INVESTMENT OF MONIES IN THE LOCAL AGENCY INVESTMENT FUND

WHEREAS, The Local Agency Investment Fund is established in the State Treasury under Government Code section 16429.1 et. seq. for the deposit of money of a local agency for purposes of investment by the State Treasurer; and WHEREAS, the Board of Directors hereby finds that the deposit and withdrawal of money in the Local Agency Investment Fund in accordance with Government Code section 16429.1 et. seq. for the purpose of investment as provided therein is in the best interests of the San Joaquin Hills Transportation Corridor Agency; NOW THEREFORE, BE IT RESOLVED, that the Board of Directors hereby authorizes the deposit and withdrawal of San Joaquin Hills Transportation Corridor Agency monies in the Local Agency Investment Fund in the State Treasury in accordance with Government Code section 16429.1 et. seq. for the purpose of investment as provided therein. BE IT FURTHER RESOLVED, that the San Joaquin Hills Transportation Corridor Agency Chief Financial Officer, Director of Finance, Manager of Treasury Operations and external investment advisor are hereby authorized to order the deposit or withdrawal of monies in the Local Agency Investment Fund and may execute and deliver any and all documents necessary or advisable in order to effectuate the purposes of this resolution and the transactions contemplated hereby. This resolution shall remain in full force and effect until rescinded by the Board of Directors by resolution and a copy of the resolution rescinding this resolution is filed with the State Treasurer’s Office. Adopted this 11th day of August, 2016, by the Board of Directors of the San Joaquin Hills Transportation Corridor Agency. ROSS CHUN, CHAIRMAN


RESOLUTION S2016-07



ATTEST: I, Martha M. Ochoa, Clerk of the Board of the San Joaquin Hills Transportation Corridor Agency hereby certify that the foregoing Resolution No. S2016-07 was duly adopted on August 11, 2016 by the Board of Directors of the San Joaquin Hills Transportation Corridor Agency by the following vote: Motion: Yes: No: Absent: Abstain:

Martha M. Ochoa, Secretary/Clerk of the Board of Directors San Joaquin Hills Transportation Corridor Agency

RESOLUTION F2016-06

A RESOLUTION OF THE FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY


WHEREAS, Section 53684 of the California Government Code allows Foothill/Eastern Transportation Corridor Agency, to deposit monies into the Orange County Treasury for purposes of investment by the Orange County Treasurer-Tax Collector “Treasurer”; and WHEREAS, The Foothill/Eastern Transportation Corridor Agency has determined or may determine from time to time, that monies of Foothill/Eastern Transportation Corridor Agency exist which are not required for immediate use; and WHEREAS, The Foothill/Eastern Transportation Corridor Agency includes the Orange County Investment Pool in its Investment Policy; and WHEREAS, the Treasurer may accept for investment deposits of a Foothill/Eastern Transportation Corridor Agency, provided that the Foothill/Eastern Transportation Corridor Agency is located within Orange County. NOW, THEREFORE, the Board of Directors of the Foothill/Eastern Transportation Corridor Agency does resolve, declare, determine and order as follows:

1. Foothill/Eastern Transportation Corridor Agency hereby finds that it may, from time to time, be advantageous to make deposits for purposes of investment in the Orange County Investment Pool.

2. Foothill/Eastern Transportation Corridor Agency has received and carefully reviewed the

Treasurer’s Investment Policy Statement (the “IPS”), and, is familiar with its contents. Having considered and weighed the risks of investing (including, but not limited to, the risks of loss of interest and principal), the Foothill/Eastern Transportation Corridor Agency finds and determines that it is appropriate and legal to invest its monies in the Orange County Investment Pool as permitted by the Foothill/Eastern Transportation Corridor Agency Investment Policy. The Foothill/Eastern Transportation Corridor Agency understands and agrees that the IPS may be amended at any time by the County Board of Supervisors.

3. Foothill/Eastern Transportation Corridor Agency further acknowledges that it has reviewed

and understands Net Asset Value (“NAV”) risk that is described in Section V of the IPS. 4. The Foothill/Eastern Transportation Corridor Agency Board hereby finds and determines that

monies of the Foothill/Eastern Transportation Corridor Agency are not required for immediate use and that the investment of such funds in the Orange County Investment Pool is an appropriate investment of its monies.

5. The Foothill/Eastern Transportation Corridor Agency authorizes the deposit of monies of the Foothill/Eastern Transportation Corridor Agency into the Orange County Investment Pool for purposes of investment by the Treasurer in accordance with the provisions of Section 53684 of the California Government Code and the “Agreement for the Deposit and Investment of Excess Funds into the County Treasury” (the “Agreement”), which has been presented to the Foothill/Eastern Transportation Corridor Agency and which is approved in the form presented. The Foothill/Eastern Transportation Corridor Agency Treasurer is hereby authorized and directed, for and in the name of Foothill/Eastern Transportation Corridor Agency to execute the Agreement on behalf of the Foothill/Eastern Transportation Corridor Agency.

Adopted this 11th day of August, 2016, by the Board of Directors of the Foothill/Eastern Transportation Corridor Agency. CRAIG YOUNG, CHAIRMAN FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY

RESOLUTION F2016-06



ATTEST: I, Martha M. Ochoa, Clerk of the Board of the Foothill/Eastern Transportation Corridor Agency hereby certify that the foregoing Resolution No. F2016-06 was duly adopted on August 11, 2016 by the Board of Directors of the Foothill/Eastern Transportation Corridor Agency by the following vote: Motion: Yes: No: Absent: Abstain:

Martha M. Ochoa, Secretary/Clerk of the Board of Directors Foothill/Eastern Transportation Corridor Agency

RESOLUTION F2016-07



WHEREAS, The Local Agency Investment Fund is established in the State Treasury under Government Code section 16429.1 et. seq. for the deposit of money of a local agency for purposes of investment by the State Treasurer; and WHEREAS, the Board of Directors hereby finds that the deposit and withdrawal of money in the Local Agency Investment Fund in accordance with Government Code section 16429.1 et. seq. for the purpose of investment as provided therein is in the best interests of the Foothill/Eastern Transportation Corridor Agency; NOW THEREFORE, BE IT RESOLVED, that the Board of Directors hereby authorizes the deposit and withdrawal of Foothill/Eastern Transportation Corridor Agency monies in the Local Agency Investment Fund in the State Treasury in accordance with Government Code section 16429.1 et. seq. for the purpose of investment as provided therein. BE IT FURTHER RESOLVED, that the Foothill/Eastern Transportation Corridor Agency Chief Financial Officer, Director of Finance, Manager of Treasury Operations and external investment advisor are hereby authorized to order the deposit or withdrawal of monies in the Local Agency Investment Fund and may execute and deliver any and all documents necessary or advisable in order to effectuate the purposes of this resolution and the transactions contemplated hereby. This resolution shall remain in full force and effect until rescinded by the Board of Directors by resolution and a copy of the resolution rescinding this resolution is filed with the State Treasurer’s Office. Adopted this 11th day of August, 2016, by the Board of Directors of the Foothill/Eastern Transportation Corridor Agency. CRAIG YOUNG, CHAIRMAN FOOTHILL/EASTERN TRANSPORTATION CORRIDOR AGENCY

RESOLUTION F2016-07



ATTEST: I, Martha M. Ochoa, Clerk of the Board of the Foothill/Eastern Transportation Corridor Agency hereby certify that the foregoing Resolution No. F2016-07 was duly adopted on August 11, 2016 by the Board of Directors of the Foothill/Eastern Transportation Corridor Agency by the following vote: Motion: Yes: No: Absent: Abstain:

Martha M. Ochoa, Secretary/Clerk of the Board of Directors Foothill/Eastern Transportation Corridor Agency

special joint meeting of the boards of directors · contract no. k000818 with integrated design...

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