Plans and Programs Committee: Commissioners Campos (Chair), Chu (Vice Chair), Avalos, Chiu, Wiener and Mirkarimi (Ex Officio)

10.14.11 Plans and Programs Committee October 18, 2011 Plans and Programs Committee: Commissioners Campos (Chair), Chu (Vice Chair), Avalos, Chiu, Wiener and Mirkarimi (Ex Officio) Maria Lombardo Chief Deputy Director for Policy and Programming Lee Saage Deputy Director for Capital Projects José Luis Moscovich Executive Director Update on the Central Subway Project The Central Subway project is at the critical juncture between planning/engineering and construction, with the final design phase progressing simultaneously with the early construction phase. On September 19, 2011, the San Francisco Municipal Transportation Agency (SFMTA) submitted to the Federal Transit Administration (FTA) its request for the project s Full Funding Grant Agreement (FFGA), a major milestone in the New Starts process. Approval of the FFGA, expected in January 2012, is the FTA s official commitment of the remaining $849 million in federal New Starts funds to the project and is a necessary milestone that allows the project to move into the major construction phase. Consistent with FTA guidelines, work is also under way on an early construction phase that includes three construction contracts. Utility Relocation 1, in the area of the Yerba Buena/Moscone Station and at the tunnel portal is now complete. Utility Relocation 2, in the area of the Union Square station, is 45% complete, with substantial completion expected in May 2012. The tunnels contract, which is the first major construction contract for the project, was awarded in June 2011, to the Joint Venture of Barnard/Impregilo/Haley in the amount of $233.9 million, $13 million below the engineer s estimate. On July 19, 2011, the Authority Board allocated $57.2 million in Prop K funds to leverage $14.2 million federal funds for the tunnel boring machines and launch box portions of the larger tunnel contract. Notice to Proceed is expected for the boring machines in late October 2011. The ongoing State financial crisis and prolonged economic downturn continues to bring uncertainty as to the timing of availability of over $368 million in state bond funds for the project. Authority and SFMTA staffs are working together on an advocacy strategy to prioritize the project for future bond sales. We are also working with the Metropolitan Transportation Commission (MTC) and other funding partners to determine the timing and mechanism through which bridge funding for the state and federal New Starts funds could be provided. The project remains the highest-rated pre-ffga project in the country. This is an information item. The San Francisco Municipal Transportation Agency s (SFMTA s) Central Subway project will extend the T-Third light rail line (also known as the Initial Operating Segment of the Third Street Light Rail Project) north from King Street along Fourth Street, entering a tunnel north of Bryant Street, crossing beneath Market Street, and running under Stockton Street to Stockton and Washington Streets. A surface station will be provided near Brannan Street, and underground stations will be located at the Moscone Center, Union Square, and Chinatown. The Central Subway was one of the major capital projects in the Prop B program that was grandfathered into the Prop K Expenditure Plan. In January 2010, the Federal Transit Administration (FTA) granted permission to the SFMTA to enter the Final Design phase for the project. Construction is currently scheduled to be completed in March 2018 and revenue service is currently scheduled to start in December 2018. On March 30, 2010, through Resolution 10-51, the Authority Board adopted a Baseline Budget, Schedule and Funding Plan

for the Central Subway project and subsequently adopted an amended funding plan on February 15, 2011, through Resolution 11-44. The purpose of this memorandum is to brief the Plans and Programs Committee on the status of the project. The baseline budget for the Central Subway project is $1.578 billion (Attachment 1), of which the project has incurred $132.7 million in costs through June 30, 2011. The project is at the critical juncture between planning/engineering and construction, with the Final Design phase progressing simultaneously with the Early Construction phase. On September 19, 2011, the SFMTA submitted to the FTA its request for the project s Full Funding Grant Agreement (FFGA), a major milestone in the New Starts process. Approval of the FFGA, expected in January 2012, is the FTA s official commitment of the remaining $849 million in federal New Starts funds to the project and is a necessary milestone that allows the project to move into the major construction phase. This project remains the highest-rated pre-ffga project in the country. Cost and user benefit are two of the most important metrics in the rating system. Revenue service is expected to commence on December 26, 2018. Design: Progress continues on the Final Design phase, where three contacts were let: DP1-Tunnels, DP2-Stations, and DP3-Systems. Design on the tunnels contract has been completed, the Stations contract is 70% complete, and the Systems contract is 43% complete. Construction: In parallel with Final Design and consistent with FTA guidelines, work is under way on an Early Construction phase that includes three construction contracts. Utility Relocation 1, in the area of the Yerba Buena/Moscone Station and at the tunnel portal is now complete and in closeout; Utility Relocation 2, in the area of the Union Square station, is 45% complete, with substantial completion expected in May 2012. The tunnels contract was awarded in June 2011, to the Joint Venture of Barnard/Impregilo/Haley in the amount of $233.9 million, $13 million below the engineer s estimate. The tunnels contract, also known as Contract 1252, is the first major construction contract for the project. It consists of 1.5 miles of twin-bore tunnels underneath Fourth Street and Stockton Street, from I-80 to North Beach. Its major components include Tunnel Boring Machine (TBM) procurement, construction of the TBM launch box and cross passages; construction of extraction shaft and portal; and monitoring and protection of existing utilities, buildings, and BART tunnels. This contract will have three separate Notice(s) to Proceed (NTPs): NTP1, for the procurement of two TBMs, will be issued in late October 2011; NTP2, TBM launch box construction, will be issued within 90 days of issuance of NTP1 and following receipt of the Letter of No Prejudice (LONP) from the FTA for NTP2. A LONP is granted by the FTA to project sponsors when the sponsor provides a justification for advancing the project based on an accurate assessment of the consequences to the project s scope, schedule, and budget should the LONP not be approved. The LONP is not a guarantee that the project will receive federal funds through the FFGA, but it does allow the local funds used for the advanced construction projects to count towards the overall local match for the project. NTP3, for tunnel construction, will be issued in early 2012, after FTA approval of the FFGA. The contractor is making preparations to start tunnel construction in January 2012, when work will begin on the station end walls and TBM launch pit. While this work, expected to last a year, is ongoing, the TBMs will be procured, manufactured, and delivered to the site for assembly. Tunneling will commence in October 2012 and last for one year. Completion of this contract is scheduled for July 2014.

Real Estate: Offer letters have been issued and purchase agreements have been drafted for the acquisition of the Chinatown Station and the Yerba Buena/Moscone Station sites. The SFMTA has completed an updated fair market value appraisal for the Yerba Buena/Moscone Station site and requested that the owner also prepare and produce an independent fair market value appraisal. The purchase agreement for the Chinatown property was approved by the SFMTA Board and close of escrow is currently scheduled for November 1, 2011. Offer letters have also been issued and purchase agreements have been drafted for three permanenteasement acquisitions in the vicinity of the Stockton/Market intersection. Pre-judgment Possession hearings were held on June 16 and 17, 2011. The SFMTA received possession of the three easements in July 2011. The SFMTA is working with the affected easement property owners to negotiate temporary license agreements for the installation of settlement monitoring and mitigation equipment, and has obtained 32 of 192 licenses to date. The SFMTA estimates that the remaining licenses will be obtained by December 2011. Relocations: To date, eight of nineteen residential households have relocated. Two additional residential households have made an offer on a short-sale property and are in contract to purchase a single family home in the City. Three of eight businesses have secured replacement sites and are working on modifying, obtaining permits, and submitting claims for moving and reestablishment expenses. Schedule: A list of major milestones for the project is shown below. The Summary Master Schedule is shown in Attachment 2. NTP1 for tunneling contract Oct 2011 Receipt of Letter of no Prejudice from the FTA Nov 2011 NTP2 for tunneling contract Jan 2011 Full Funding Grant Agreement Jan 2011 NTP3 for tunneling contract Jun 2012 NTP Union Square Station Sep 2012 NTP Chinatown Station Oct 2012 NTP Yerba Buena/Moscone Station Dec 2012 NTP Systems and Surface Station Apr 2013 Last construction contract complete Nov 2017 Startup and commissioning begins Jan 2018 Revenue Service Dec 2018 Funding Plan: The SFMTA s updated funding plan for the $1.58 billion Central Subway project is shown in Attachment 3. The Central Subway Funding Plan table shows funding by project phase, source and status (i.e., allocated, programmed or planned). The SFMTA has made a few updates to the funding plan since the Authority Board s review in June 2011 when it approved a $57.2 million Prop K allocation for the tunnel boring machines and launch box (Resolution 12-07). The recent changes reflect the availability or allocation of $114.7 million in funds previously shown as planned funds in the baseline funding plan. Recently allocated funds include $20 million in Fiscal Year 2009/10 Prop 1B

Public Transportation Modernization, Improvement, and Service Enhancement Account Program (PTMISEA) state bond funds, $17.5 million in Fiscal Year 2009/10 Congestion Mitigation and Air Quality Improvement Program (CMAQ) funds, $20 million in Fiscal Year 2010/11 FTA New Starts funds, and $57.2 million in Prop K funds as noted above. The ongoing State financial crisis and prolonged economic downturn continues to bring uncertainty as to the timing of availability of over $368 million in state bond funds for the project. In late September, the Treasurer did make a successful venture into the General Obligation bond market and sold $2.4 billion in General Obligation bonds. More than half of the bond proceeds are being used to refund existing, older bonds, carrying high interest, with remaining funds to be earmarked for new capital outlay purposes which include Prop 1B transportation projects, libraries, and K-university construction. We are working closely with our state legislative advocate to determine if a portion of the proceeds will be allocated to the Central Subway project. Authority and SFMTA staff continue to work together on a regional, state, and federal advocacy strategy to prioritize the project for future bond sales and New Starts funds. Staffs are also working with the Metropolitan Transportation Commission (MTC) and other funding partners to determine the timing and mechanism through which bridge funding for the state and federal funds could be provided. This is an information item. None. This is an information item. None. This is an information item. None. This is an information item. None. This is an information item. Attachments 1. Central Subway Baseline Budget 2. Central Subway Summary Master Schedule (Updated August 2011) 3. Central Subway Baseline Funding Plan (Updated September 2011)

Attachment 1 CENTRAL SUBWAY MAJOR LINE ITEM BUDGET ENTIRE PROJECT No. Phase Major Line Item Adopted Baseline Budget (March 2009) Forecast Budget (January 2011) Forecast Budget (June 2011) Deviation 1 Planning Planning/Conceptual Engineering 26,764,071 26,764,071 26,764,071 2& Envir Planning/Conceptual Engineering Public Agencies 23,522,371 23,522,371 23,522,371 3 Environmental Studies (PA&ED) 1,972,000 1,972,000 1,972,000 Subtotal Planning/Conceptual Engineering/Environmental 52,258,442 52,258,442 52,258,442 4Design PS&E Design Package 1 Contract 4,983,728 4,983,728 4,983,728 5 Design Package 1 Public Agencies 1,018,476 1,018,476 1,018,476 6 Design Package 2 Contract 31,094,690 31,094,690 31,094,690 7 Design Package 2 Public Agencies 6,323,395 6,323,395 6,323,395 8 Design Package 3 Contract 12,000,000 15,320,801 15,320,801 (3,320,801) 9 Design Package 3 Public Agencies 3,192,185 3,192,185 3,192,185 0 10 Project Control Contract "PCC" 5,000,000 5,000,000 5,000,000 11 Public Art Final Design 1,976,264 (1,976,264) Subtotal Design PS&E 63,612,474 66,933,275 68,909,539 (5,297,065) 12 Program Management Contract Design Phase 35,000,000 35,079,723 17,531,889 17,468,111 13 Program Management Public Agencies Design 7,734,713 7,734,713 4,365,584 3,369,129 14 Other Direct Cost "ODC" 2,037,889 2,431,050 2,431,050 (393,161) 15 Const. Admin Legal; Permits & Fee 4,986,050 4,962,773 4,962,773 23,277 16 Insurance Excess Design Liability 6,000,000 7,019,120 7,019,120 (1,019,120) Subtotal Design PM 55,758,652 57,227,380 36,310,417 19,448,235 17 Early Utilities MOS CP01 11,249,591 9,273,939 9,273,939 1,975,652 18 Construction Utilities MOS CP01 Contingency 2,051,393 2,051,393 (2,051,393) 19 (LONP) Utilities MOS CP01 Form B (3,798,016) (3,798,016) 3,798,016 20 Utilities MOS CP01 Change Mod 1 15 1,731,118 (1,731,118) 21 Utilities CP02 22,228,098 16,832,650 16,832,650 5,395,448 22 Utilities CP02 Contingency 4,208,162 4,208,162 (4,208,162) 23 Utilities CP02 Form B (5,561,787) (5,561,787) 5,561,787 24 Tunnel Boring Machine Equipment (TBM) 26,000,000 35,304,581 35,304,581 (9,304,581) 25 Construction TBM Site Work / Launch Box 38,300,000 36,115,025 36,115,025 2,184,975 26 Surface, Trackwork & System C3 Equip 487,972 (487,972) Subtotal Early Construction 97,777,689 94,425,947 96,645,037 1,132,652 27 Early Program Management Contract Adv Const Support 28 Construction Program Management Public Agencies Adv Const Support 17,547,834 (17,547,834) 3,369,129 (3,369,129) 29 (LONP) PM Design Package 1 Construction Support 759,697 759,697 (759,697) 30 Design Package 1 Public Agencies 494,326 494,326 (494,326) 31 Const. Admin. Survey, Testing, Investigation 32 Const. Admin. Public Agencies 33 Insurance OCIP 3,852,918 (3,852,918) 5,871,339 (5,871,339) 4,000,000 (4,000,000) Subtotal Early Construction PM 1,254,023 35,895,244 (35,895,244) 34 Construction Design Package 1 Construction Support 1,516,272 756,575 756,575 759,697 35 Design Package 1 Public Agencies 986,621 492,295 492,295 494,326 36 Design Package 2 Construction Support 8,855,266 8,855,266 8,855,266 37 Design Package 2 Public Agencies 6,043,919 6,043,919 6,043,919 38 Design Package 3 Construction Support 8,000,000 4,895,593 4,895,593 3,104,407 39 Design Package 3 Public Agencies 3,056,363 3,056,363 3,056,363 40 Program Management Contract Construction Phase 104,000,000 104,000,000 104,000,000 41 PM Public Agencies Construction Support 22,592,486 25,128,819 25,128,819 (2,536,333) 42 Other Direct Cost "ODC" 5,952,513 4,540,962 4,540,962 1,411,551 43 Const. Admin Project Control Contract "PCC" 5,855,281 5,000,000 5,000,000 855,281 44 Const. Admin Legal; Permits & Fee 4,986,050 4,962,773 4,962,773 23,277 45 Const. Admin. Survey, Testing, Investigation 14,957,556 14,888,037 11,035,118 3,922,438 46 Const. Admin. Public Agencies 27,552,982 27,552,982 21,681,643 5,871,339 47 Construction Tunnel 197,868,469 179,518,583 179,518,583 18,349,886 48 Union Square/Market Station UMS 228,839,935 234,041,301 234,041,301 (5,201,366) 49 Chinatown Station CTS 182,059,984 193,820,531 193,820,531 (11,760,547) 50 Moscone Station MOS 118,263,761 116,894,708 116,894,708 1,369,053 51 Surface, Trackwork & System 134,291,769 134,797,181 127,676,876 6,614,893 52 Fare Collection Equipment 2,400,000 2,400,000 2,400,000 53 Utility Connection Fees 14,858,685 14,891,316 14,891,316 (32,631) 54 Insurance OCIP 6,000,000 (6,000,000) 55 Public Art 14,500,000 14,500,000 12,523,736 1,976,264 56 Unallocated Contingency 117,444,575 121,475,868 116,377,084 1,067,491 57 Start Up 22,672,966 22,524,792 22,524,792 148,174 Subtotal Construction & Procurement 1,247,555,453 1,245,037,864 1,227,118,252 20,437,201 58 Procurement Vehicle Procurement 26,559,876 26,385,653 26,385,653 174,223 59 ROW Real Estate 30,000,000 30,000,000 30,000,000 60 ROW Real Estate Relocation 4,777,416 4,777,416 4,777,416 Subtotal ROW 34,777,416 34,777,416 34,777,416 Grand total 1,578,300,000 1,578,300,000 1,578,300,000

Attachment 2

Attachment 3 Central Subway Full Funding Plan Updated: September 2011 Project Phases 1 Source 2 Type Status PE/ENV PS&E ROW CON Total by Status TOTAL Allocated $36,936,758 $55,478,726 $0 $0 $92,415,484 5309 New Starts 3 Federal Programmed $0 $0 $0 $0 $0 $942,200,000 Planned $0 $0 $0 $849,784,516 $849,784,516 Allocated $6,025,000 $16,746,577 $0 $18,253,423 $41,025,000 CMAQ 4,5 Federal Programmed $0 $0 $0 $0 $0 $41,025,000 Planned $0 $0 $0 $0 $0 Allocated $0 $3,020,243 $17,388,707 $8,377,778 $28,786,728 Prop 1B-MTA 6 State Programmed $0 $0 $0 $0 $0 $207,792,000 Planned $0 $0 $0 $179,005,272 $179,005,272 Allocated $0 $8,834,306 $3,249,497 $2,916,197 $15,000,000 Prop 1B- MTC 6 State Programmed $0 $0 $0 $0 $0 $100,000,000 Planned $0 $3,389,547 $14,139,210 $67,471,243 $85,000,000 Allocated $0 $0 $0 $0 $0 RIP 4,7 State Programmed $0 $0 $0 $0 $0 $68,278,000 Planned $0 $0 $0 $68,278,000 $68,278,000 Allocated $0 $0 $0 $0 $0 Prop 1A High Speed Programmed $0 $0 $0 $27,090,000 $27,090,000 Rail Connectivity 8 State Planned $0 $0 $0 $34,218,000 $34,218,000 $61,308,000 Allocated $0 $0 $0 $0 $0 Prop 1B- SLPP 7 State Programmed $0 $0 $0 $0 $0 $19,722,000 Planned $0 $0 $0 $19,722,000 $19,722,000 Allocated $5,000,000 $9,000,000 $0 $0 $14,000,000 TCRP State Programmed $0 $0 $0 $0 $0 $14,000,000 Planned $0 $0 $0 $0 $0 Allocated $4,142,132 $27,418,669 $0 $72,692,199 $104,253,000 Prop K 4 Local Programmed $0 $0 $0 $19,722,000 $19,722,000 $123,975,000 Planned $0 $0 $0 $0 $0 Allocated $52,103,890 $120,498,521 $20,638,204 $102,239,597 $295,480,212 Totals Programmed $0 $0 $0 $46,812,000 $46,812,000 $1,578,300,000 Planned $0 $3,389,547 $14,139,210 $1,218,479,031 $1,236,007,788 $52,103,890 $123,888,068 $34,777,414 $1,367,530,628 $1,578,300,000 T:\02 - Central Subway\Funding\Funding Plans\UPDATED Cen. Subway Funding Plan _ September 2011 Page 1 of 2

Attachment 3 Central Subway Full Funding Plan Updated: September 2011 1 Acronyms used for project phases include: PE/ENV - Preliminary Engineering/Environmental Documentation, PS&E - Plans, Specifications & Estimates or Final Design, ROW - Right of Way, CON - Construction. For the purposes of this table, construction includes procurement (e.g. vehicles). 2 Acronyms used in this column include: CMAQ - Congestion Mitigation and Air Quality Improvement Program, MTC - Metropolitan Transportation Commission, RIP - Regional Improvement Program, SFMTA - San Francisco Municipal Transportation Agency, SLPP - State-Local Partnership Program and TCRP - Traffic Congestion Relief Program. 3 The $20 million in planned funds for the PS&E phase of the project is subject to Congressional approval in federal Fiscal Year 2010/11. It was recommended as part of the FTA's New Starts report released in December 2009. 4 In January 2008, the Authority working with MTC and SFMTA brokered a fund swap of $4 million in FY 2008/09 RIP funds programmed to Central Subway for an equivalent amount of CMAQ funds for the subject project. The swap gave SFMTA quicker access to the funds than would have been possible with the delay in available RIP funds. The $4 million in CMAQ funds count toward the Authority s RIP commitment to the project. The RIP funds helped MTC address eligibility issues for a regional project. In November 2008, the Authority approved a swap that traded $2,025,000 in FY 2008/09 Prop K funds for an equivalent amount of CMAQ funds to help SFMTA meet timely use of funds deadlines for three separate Regional Bike and Pedestrian Program (RBPP) projects (Res. 09-25), without any negative impacts to the Central Subway Program. 5 In September 2010, SFMTA brokered a fund swap of $17.5 million in CMAQ funds from AC Transit for an equivalent amount of Section 5307 federal transit funds. SFMTA then released an equivalent amount of Prop 1B funds from the Central Subway project to transit rehabilitation projects that were previously funded with the swapped Section 5307 funds and used the CMAQ funds for the Central Subway project. In February 2011, SFMTA brokered a similar $17.5 million CMAQ/Prop 1B fund swap with AC Transit that is pending MTC approval (anticipated in May 2011). 6 Both SFMTA and MTC have committed to dedicating these Prop 1B funds to the project. However, availability of Prop 1B funds is subject to the state's ability to sell bonds and therefore SFMTA will need to build some flexibility into the project's funding plan to account for possible delays. At its January 18, 2011 meeting the SFMTA Board committed to programming a total of $225.5 million of its Prop 1B funds to the project. That amount was reduced by $17.5 million to reflect the February 2011 CMAQ/Prop 1B swap referenced in footnote #5. 7 In November 2005, through Resolution 06-30, the Authority committed to prioritizing its RIP funds to four major capital projects, including the Central Subway. This commitment of RIP funds stems from the 2001 Regional Transportation Plan. A total of $88 million is yet to be programmed given the ongoing state budget crisis and its impacts on the STIP. The Authority and SFMTA are working together to find ways to ensure that funds are available to the project when needed in the event that RIP funds are delayed. In March 2011, through Resolution 11-47, the Authority Board committed all of San Francisco's $19.722 million in SLPP funds to the Central Subway project, thereby reducing the RIP commitment to $68.278 million. 8 In May 2010, the California Transportation Commission adopted the program of projects for Prop 1A High Speed Rail Connectivity Funds, which included programming $27 million for the construction phase of the Central Subway project. Availability of Prop 1A funds is subject to inclusion in the state budget and the state's ability to sell bonds. At its January 18, 2011 meeting the SFMTA Board committed to programming the entire share of Prop 1A funds ($61 million) to the project. T:\02 - Central Subway\Funding\Funding Plans\UPDATED Cen. Subway Funding Plan _ September 2011 Page 2 of 2