[ Silence ] >> Things ready? >> Yes [inaudible]. >> Yes. I have Mr. Conway on the phone. >> So, we can open the meeting with our Finance Committee, and Virg, you're on the phone? >> Yeah, I'm ready to go Will. The first item on the agenda is the approval of the minutes of the last meeting, and if I hear you have corrections or objections I'll deemed that approved. >> Approved. >> The second item is the review and approval of the financial report for April, May, and June. John Bryan. >> Thank you, Virgil. Total traffic for the first half of the year was [inaudible] percent. >> That was very encouraging. >> Yes, it was 120 [inaudible] trips traveled on the system during that period. As I reported last time, we had a lack of significant major weather events that helped [inaudible]. So far traffic [inaudible] ups and downs unfortunately but mostly on the ups. Near the end of June, total revenues were up by 2.2%, and the total revenues increased by $7 million or the same percentage, 2.2% over last year. Compared to our budget, we're about $6 million or almost 2% higher than the expected on the revenue side, which is good news. On the expense side, again the warm winter weather that we had and our ongoing cost containments efforts have helped keep our costs down. Expenses for the Thruway and canal combined through the first half of the year were only a percent and a half higher than the first half of 2011, and compared to our budget, we are about $4.4 million or 1% less than the [inaudible] as well. Considering these results and things that we have planned with streamlining, operational efficiencies, we feel pretty confident that we'll meet our annual revenue [inaudible]. >> Do you have any questions or comments? >> Yeah, I have, I have a couple, Mr. Chairman. Richard, from Syracuse. >> I can't hear you. >> Richard from Syracuse has just, oh there we go. >> How's that? I can hear you. >> [inaudible]. >> Yeah, all right. There's a, there's an enormous amount of data in the financial reports. I'd hate to ask for anything in addition, but I really think we need to keep up with our outsourcing at the same time we look at everything within our general finances. I think it was the last meeting or the meeting before, John Bryan, when you put out a listing of all consultants, design, construction, and various other categories, and what the finances were as part of them. I'd really like to see that as part of whatever documents are handed out at the Board meetings so we can look at that part too. It's very significant. Basically even design and construction is 25% of the program, and a, and, and that's a lot more money than I see in things that get 2 or 3 pages and what [inaudible]. That was point 1. Point 2 is I call your attention to the June financial report, I think it's page 17, where it goes through producer price inflation, and construction inputs on a national level, and it shows that we are getting killed by inflation, and nobody talks about it. And since 19--, since 19--, in the last 14 years, asphalt pavement has gone up almost 3 times. Concrete has gone up about 1-1/2 times. Diesel fuel is out of sight, and if we do not react to these figures and find out what they are [inaudible] level, we are not going to have a successful [inaudible] program, and so I intend to put out something in written form for your later review, but I did want to call those 2 things to your attention. One, we need more attention to our outsource programs, and two, we have to get more conscious of inflation, and there are engineering ways that we can address some of the inflation. For example, asphalt pavement has gone up about 3 times, but concrete has only gone up 1-1/2 times. That's not necessarily concrete pavement, but actually it should be less for concrete pavement than the other concrete items. Maybe there is ways that we have to reverse our thinking, what we do to react to these dramatic price fluctuations and not just temporary fluctuations but it looks like a continuing both absolute and proportional. Thank you. >> Richard, thank you for those comments. Let me just make sure that we got the thrust of them. So the first one is you'd like to see more detail on the expenses that are being paid out of the Authority to [inaudible]. Is that [inaudible]. >> That's right. >> Give me some examples of the kinds of expenditures you have in mind. >> [inaudible] within the past few meetings, and John Bryan knows more than I do when it was, he removed the detailed report, which included how much, how many consultant contracts were out there and their value, how much we had spent so far, any that were running over, and it's detail that fits right in with our operations. A dollar tolled is a dollar tolled. It's very fungible. And whether we spend it on a consultant or we spend it on one of our own people, especially in the design and construction contracts, it's that same dollar. And it's a place to look for savings as well as within our own operations. >> Well okay. So let me give you a few examples and find out, you know, which of these you have in mind. So, there are certain kinds of repairs that are eligible to be made by outside contractors, and there are certain kind of repairs that we make with our internal staff. Did you have in mind tracking that on a project-by-project basis or [inaudible] basis. >> I wasn't thinking of that. I'm thinking more in terms of, of consultant inspection, where we have people, especially in the engineering parts of the Thruway Authority, who can do this just as well, probably better because they get a continuity that you can't get by just shuffling consultants around. >> Okay, so we're back to the, we're back to the question that we've discussed in the past of using our own internal engineers at hopefully a much lower cost and [inaudible] better quality due to consistency then then paying outside consultants to review the engineering. Is that one area you want to focus on? >> Yes, perhaps, and whether, how [inaudible] . >> That's not a financial issue, it's a [inaudible]. >> And also [inaudible] operations. >> [inaudible]. >> We don't know, we know how much it's costing [inaudible]. >> Operational [inaudible]. >> We don't know how much it's costing us in consultants on a continuing basis as part of our operations. It's all a tolled dollar. >>Okay, so Virgil has just made a good point. You know, you were both speaking so you couldn't hear each other, but that's really not a Finance Committee issue, it's an operational issue, but I think what we will do is ask that kind of information to be provided, and we'll ask Ted to take a look at some of these issues that have been raised by the interchangeability of products given inflation and how we are focusing on that and making sure we are staying on top of that. So Ted will respond to that question. >> Okay. >> Any other comments or words, comments or questions? Okay. We need to have a vote. Don, are you communicato or are you not communicato here? >> I'm on here. >> Oh, you are on? >> I'm here, Mr. Chairman. >> Is there a motion to oppose the financial reports. >> We need Don on [inaudible]. >> I'll give you a motion. >> One minute Virg. >> Okay. So, so we have a slight administrative problem, Virg, I just want to share with you, which is that while Don Rice [phonetic] is on the phone and we could see him, he is not publically accessible to be viewed, and under our, the way we have to run these meetings, we have to have a certain number of people who are visible to be seen, so I'd like to appoint Donna Lu [phonetic] as a voting member of the finance committee for today so that we can have the appropriate numbers. Do I have a motion on that? >> [inaudible]. >> Mr., Mr. Chairman, my understanding from the secretary is that I was visible and able to vote. We had a discussion ahead of time. I'm not on the telephone, is my understanding. >> No, we can see you. >> But the general council has advised me that your presence is not within whatever it needs to be. >> The issue is, Mr. Rice, that the location that you're at should be accessible to the public so that the public can appear where you actually are presently. >> Okay, we, we can discuss that later, but that wasn't, that wasn't made clear to me, but that's all right. >> Okay, well we [inaudible]. >> [inaudible]. >> Okay, a second, all in favor? >> Second. >> [inaudible]. >> Aye. >> Any opposed? Thank you. So Donna, you're a voting member of the Finance Committee today. >> Now I move [inaudible] approval of the finance reports for April, May, June. >> Second? >> Second. >> Okay, all in favor? >> Aye. >> Aye. >> Aye >> Donna? Good, so we got the unanimous consent. >> Thank you. >> Okay. Now the third item is 2 pass-through bond issues, one of 56, up to 560 and one up to 200. One's is a state personal income tax revenue bond, and I guess the other is [inaudible] totalling 760 [inaudible]. The last is [inaudible] take that. >> Right. Thank you, Mr. Conway. In all likelihood, it actually will be one issuance. This item seeks the committee's approval to advance to the full Board. The offer is [inaudible] to issue up to $560 million in new money bonds, which would include the cost of issuance and up to an additional $200 million for the refunding of prior bonds. A new series of personal income tax revenue bonds commonly referred to as pit bonds, that will be the series 2012-A bonds, will be used to finance a number of local transportation projects. Pit bonds are issued on behalf of the state at the request of a division of the budget. The series 2012-A bonds are being issued to provide the Authority with funds to potentially make grants to municipalities and other project sponsors throughout the state for highway, bridge, multimodal capital projects, MTA facilities, and high-speed rail projects and to cover the cost of issuing the bonds. In addition, bonds may be issued to refund outstanding pit bonds previously issued by the Authority. The series 2012-A bonds are secured by payments made to the Authority from funds held in the state revenue bond tax fund. The revenue bond tax fund is funded with 25% of the receipts collected from the personal income tax. This item requires the Board to approve the following documents: The 11 Supplemental Bond Resolution to the State Personal Income Tax Revenue Bond Resolution, which authorizes the issuances of up to $760 million of 2012-A bonds; the Bond Purchase Agreement in which the Authority agrees to sell and the underwriting syndicate agrees to purchase the series 2012-A bonds; the Preliminary Official Statement, which is a disclosure document for potential purchasers and summarizes the material aspects of the financing; and the Continuing Disclosure Agreement. The Board is requested to adopt and approve the form of the preliminary official statement and authorize its distribution and use. There is no pledge of Authority revenues or assets as security for the pit bonds. The Authority is not liable in the event that the state fails to appropriate the necessary monies for debt service, and the Authority is fully compensated for all expenses related to this transaction. Should the Board have any questions regarding this transaction, the following firms are represented here today: JP Morgan Chase, which is the senior book running underwriter, is represented in New York City by Kent Hiteshaw, Hiteshew, excuse me, and in Albany by Rob Pattison. M.R. Beal, which just announced today in fact a merger with Jackson Securities, is the co-coordinating manager and is represented here in New York City by Stan Grayson. M.R. Beal is an MWBE firm. First Southwest Company is the Authority's lead financial advisor and is represented here in New York City by Steve Kantor. Estrada Hinojosa is the co-financial advisor to the Authority and is represented by Steven Eade [phonetic]. Sidley Austin is bond counsel and is represented here in New York City by Michael Burke. And finally, the New York State division of the budget is represented by Pat Reale, principle budget examiner in Albany. Therefore, it is respectfully requested that the committee approve this item for full consideration by the Board. >> Any questions or comments? >> Just one question. We are, John Bryan, we are fully reimbursed for our efforts in putting these bonds out and getting them resolved for the state? >> That's correct. >> That's correct. Yes, staff at the Authority keeps timesheets, which is all billed back to the deal. >> And we are also, it's completely nonrecourse to us. We're, we're-- >> Fully nonrecourse. >> Fully nonrecourse to us. >> Yeah. We're just doing this to be helpful, and ah, is there any, any other questions? Ok, I move it. >> Second. >> Is there a second. >> All in favor? >> Aye. >> Aye. >> Aye. >> Thank you [inaudible]. >> Is there any other business to come before the Finance Committee? Hearing on. I'll take a motion to adjourn. >> So moved. >> Second. >> All in favor? >> Aye. >> Aye. >> Aye. >> I will turn the meeting back over to you, Howard. >> Thank you, Virg. Okay, we now open the meeting of the Major Projects Committee. First, do we have an approval on the minutes? Motion? >> I'll make the motion. >> Okay. >> Second. >> All in favor? >> Aye. >> Aye. >> A review and approved action of the amendment to increase the maximum payable of the Outside Environmental Council. The substance of this as you page through is we're raising a cap on the contract by $750,000. Do we have a motion on this? >> I'll make a motion. >> Second. >> All in favor? >> Second. >> Aye. >> Aye. >> Aye. >> Any other business to come before the Special Projects Committee today? >> No. >> [inaudible]. >> There being none, I will entertain a motion to adjourn the meeting of the Special Projects Committee. >> Hold on, Chairman, I don't [inaudible]. >> Yes, other business, Brandon. >> I don't think we had an opportunity to discuss that third item. I, I just was curious, out of the $3 million that is paid to the law firm, how much has been reimbursed by our partners, who are our former partners, [inaudible]. >> It's under the tripartite agreement, etc., so John do you know the details of how much these actually have been, been paid [inaudible]. >> I, I do not. >> I do on this one. >> Environmental Council was different than the rest of the agreement we had with our partners. At the time the project was started back in 2002, our other partners did not want to retain outside counsel, but the Board and the Authority felt that that would be a prudent thing to do, and so outside counsel was retained and was, and we were the direct client of outside counsel up-- >> So we're paying for all of it? >> Up until this year, and now I'm going to ask Ted to chime in, but I think up until that time, we were paying for it 100%, and I think going forward it is being possibly split with our partners as are the other contracts. Do you know that off hand? >> I do not know that. >> Okay. >> I can, I can research on that. >> Okay, so Brandon, the history is to have our own separate counsel. We've been paying for it through this year at 100% and that since the beginning of this year there may be some sharing arrangement, and we will get back to the Board with the details. >> And [inaudible] goes back to 2002 then, the aggregate number, correct? >> Correct. >> Okay, so that's it [inaudible] thank you. >> Okay, are there, is there any other matters for the Special Projects Committee? Okay, we'll entertain a motion to adjourn. >> So moved. >> Second. >> All in favor? >> Aye. >> Aye. >> Okay, we now turn to our regular Board meeting. Do we have a motion on the minutes? >> I'll make a motion. >> Second. All in favor? Aye. >> Aye. >> Aye. >> We now have the review and approval of the financial reports from April, May, and June that we just heard earlier. Do we have a motion? >> So moved. >> Second. >> All in favor? Aye. >> Aye. >> Aye. >> Okay, approve and adopting the 11 Supplemental Bond Resolution, the pit bonds, that we approved earlier in the Finance Committee, do we have a motion? >> So moved. >> Second. >> Aye. >> Aye. >> We now have the authorization to amend maximum amount payable for the Outside Environmental Council that we just approved in the Special Projects Committee, do we have a motion? >> I'll make a motion. >> So moved. >> Second. >> All in favor? Aye. >> Aye. >> Aye. >> Other business. Is there other business? >> We now turn to the public comments portion of our meeting. The individuals who wish to comment in the public session may do so from any of the meeting locations. Individuals who wish to comment in the public session must sign up to do so from their meeting locations prior to the start of the meeting on a list provided for that purpose or by contacting the [inaudible] Thruway Authority Board administrator, Joe Warner, at [inaudible] thruway.ny.gov. Individuals will have a few minutes to speak. The speakers who are registered, I'll pull your name, and then please present. Mr. Newhouse [phonetic]. >> Thank you, Mr. Chairman [inaudible] I'm a Thruway retiree, [inaudible] had the opportunity to appear before the Board on July 17, which was a couple weeks ago, to speak regarding my letter of July 5, which addressed the retiree health insurance issue. At that time, I respectfully urged you to reject the Chairman's recommendation to adopt the New York Health Insurance Plan, and as you recall at that time I handed out copies of the Thruway Authority Administrative manual policy #253-10 entitled Employee Services and Benefits Payment Over Time [inaudible] Health Insurance Premium, and I sent [inaudible] copies for all of you to take a look at, because I didn't have copies at the meeting for you to hand out at that point. But, this policy, which is good in effect for Thruway retirees since 1968 [inaudible] is very clear with letting the Authority's payment of 100% of health insurance costs for individual employees with dependents' coverage equal to 50% to 75% in 1971. And while the rationale presented by the Board for proposing this action against retirees was at the last meeting at very best very creative and at worst very demeaning. It takes the focus off the primary issue, which is really the Board's responsibility to honor its own policy, which I understand remains in effect today [inaudible] report was, I believe, in error, stating that the Thruway should adopt a healthcare plan for current retirees. They either were unaware of the Thruway policy or they chose to ignore it. The Board likewise, I believe, was in error when they accepted the report containing this [inaudible]. In light of, in light of Thruway policy 253-10, we have all agreed not to adopt the New York State Healthcare Plan for the current retirees. I'm hoping that that's the case, and I really would like to find out. I know you mentioned, Mr. Chairman, that you are going to have your staff at the legal department look into it and [inaudible] policy, and I'm just wondering whether there has been any decision made or any further information [inaudible]. >> The precise question that I put to our general counsel was, is there a reason why there's a material difference between the situation that our retirees find themselves in and all other state retirees as they are substantive in material difference, and I haven't had an answer to that, so I believe it's still being researched, is that correct? >> Correct. >> So as soon as we have that answer, we will make it public. >> That's fair enough Mr. Chairman. Thank you very much. >> Thank you. We now have Kathleen Reid [phonetic], who is attending via video conference from Syracuse. Is Kathleen Reid there? Richard is there anybody in Syracuse with you? >> There is no Kathleen. I was unaware that she was going to make a presentation. >> She is in Buffalo, Chairman. >> Buffalo. >> Oh. >> I see she is in Buffalo. Okay, Ms. Reid, you're, on our screen, you're a little cut off. I see Donna, most of Donna, and I could see, maybe if you switch into Donna's chair. Yeah, that's a little bit better. If you lean forward, that will [inaudible]. >> There is no audio. >> She's on mute. >> Okay. >> I think you're on mute. You have to release the mute because we're not hearing anything. There's a [inaudible]. >> Kathleen we can't hear you, you're muted. Donna can you, there should be someone in there to help you. >> We still are not hearing anything. [ Background Noise ] >> Is it on? [ Background Noise ] >> They got it now. >> Can you hear us? >> Yes, we can hear you. >> Now we hear you. >> Okay. >> So, Ms. Reid. >> Yes. I've been getting phone calls from retirees all across the state. They wanted-- >> Ms. Reid, we didn't quite hear. You've been getting calls from retirees, something across the state. >> Across the state. Right. >> Okay. >> They wanted me to attend today to hear the answer to Richard's question and also to make the statement that retirement is not an entitlement, it's earned. And retirees do not have the opportunity to sit at a negotiating table and represent themselves. The State Constitution states that retirement benefits of state employees are state [inaudible]. And the Constitution is not to be too narrowly construed. They'd like to know if your legal department is reviewing the State Constitution as well as the administrative manual in light of this matter. >> So, 2 points. Number 1, let me again underline that it is regrettable that the state is in the position of having to take this, this issue on and to make any cuts at all, but the overall fiscal condition of the state has generated this situation, number 1. Number 2, I believe there is a court case challenging what the state has done on these very grounds that's pending through the legal system. Number 3, I've asked that we have a determination made whether there is any, some material and substantial difference in the way our [inaudible] retirees should be treated as opposed to those in New York State. So, we don't have the answer to that last question yet, but one of two things will happen with this court case. Either the position that you just laid out, that these retiree benefits are sacrosanct will be upheld and therefore the other state cuts will be overturned, in which case I think that would satisfy your question, or there is some reason why we should be different than what happens in the state even if it's not overturned. So we're staying very focused on this. We will diligently pursue it, and you will find out, we will all find out the answer on the court case in due course and certainly well before that we'll have made public the conclusion as to whether or not there's a substantial material difference in the way the Thruway Authority retirees should be treated versus the rest of the New York State employees, who are similarly affected. Does that answer your question? >> Yes. Can I make on quick comment? >> Sure. >> From what I've been advised, I don't know personally, the constitutional argument to date has not been brought up in the state's case. >> Really? Well, in that case, we will also look at that matter, and we will get back to you with whatever we understand about whether it is and if it hasn't been raised, there may be a defect in that argument that may not be apparent to lay people like you and me. So, we'll find out if it has been brought in that case, and if it hasn't why we think it hasn't been brought, and if it's an oversight, then we'll have to figure out what to do next, but that's worth looking into, and we appreciate that. >> Thank you very much. >> Okay. Are there any other people who have signed up to speak? >> No [inaudible]. >> There being none, I will entertain a motion to adjourn this meeting, and may I have a motion to enter into executive session to discuss the ongoing procurement process for design build team for the Tappan Zee Bridge crossing project, and legal counsel will offer opinions at that meeting. Do I have a motion? >> I'll make the motion. >> Second. >> All in favor? Aye. Unanimously approved. Thank you and that ends the public portion of this meeting. Thank you all for attending. [ Silence ]