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DELAWARE RIVERPORT AUTHORITY

&PORT AUTHORITY TRANSIT CORP.

BOARD MEETING

Wednesday, August 19, 2015The Philadelphia Convention Center

1101 Arch StreetPhiladelphia, PA

10:00 a.m.

John Hanson, Chief Executive Officer

DRPA BOARD

DELAWARE RIVER PORT AUTHORITYBOARD MEETING

Wednesday, August 19, 2015 at 10:00 a.m.Philadelphia Convention Center1101 Arch Street, Room 119A/B

Philadelphia, PAORDER OF BUSINESS

1. Swearing in of New Commissioner

2. Roll Call

3. Report of the CEO – August 2015

4. Report of the CFO

Key Performance Indicators

5. Approval of July 15, 2015 Board Meeting Minutes

6. Monthly List of Previously Approved Payments – Covering Month of July 2015

7. Monthly List of Previously Approved Purchase Orders and Contracts of July 2015

8. Balance Sheet – First Quarter Financials – March 31, 2015

9. Approval of Operations & Maintenance Committee Minutes of August 5, 2015

10. Adopt Resolutions Approved by Operations & Maintenance Committee of August 5,2015

DRPA-15-097 Contract No. BF-44-2015, Ben Franklin BridgeMiscellaneous Pavement Repairs

DRPA-15-098 Construction Monitoring Services for Contract No.WW-20-2015, Walt Whitman Bridge Painting SuspensionSpan and Towers

DRPA-15-099 Capital Project Contract Modifications

DRPA-15-100 Purchasing Bid B0006348 Procurement of AmeristarAegis II Fence and Fence Material for the Ben FranklinBridge – No Substitutions

DRPA-15-101 Carpet Replacement for One Port Center Building

DRPA-15-102 City of Philadelphia Request for Office of EmergencyManagement Use of Lots Under the Ben FranklinBridge

11. Adopt Resolutions Approved by Finance Committee of August 12, 2015

DRPA-15-103 Camera and Call Box Maintenance Agreement

DRPA-15-104 Active Benefit-Eligible Employees/Under Age 65Retiree, and Eligible Dependents - Health Benefits 2016(DRPA/PATCO)

DRPA-15-105 Employee Dental Coverage 2016-2017 (DRPA/PATCO)

DRPA-15-106 Employee Vision Coverage 2016 - 2017 (DRPA/PATCO)

12. Unfinished Business

DRPA-15-060 Amended Audiolog Recorder Upgrades

13. New Business

DRPA-15-107 Consideration of Pending DRPA Contracts (Between$25,000 and $100,000)

14. Citizens Advisory Committee Report

15. Public Comment

16. Executive Session

17. Adjournment

CEO REPORT

AUGUST, 2015

Delaware River Port Authority

of Pennsylvania and New Jersey

One Port Center

2 Riverside Drive

Camden, New Jersey 08101-1949

August 19, 2015

To the Commissioners:

The following is a summary of recent DRPA activities. The appropriate reports are attached:

During a recent PATCO train delay, a customer wrote, “You have a female employee(Supervisor Passenger Services, Sylvia Cuevas) at 8th and Market; she's there frequentlyaround 4-5 pm, who did a phenomenal job handling the delay today. She was attentive,friendly, informative, and calming. As information was coming in, she relayed it immediately.She made the best of a bad situation.”

A customer tweeted the following regarding our sale of Papal Passes, “I just wanted to letyou know the customer service rep on the phone and the 2 ladies at the Broadway ticketwindow were very helpful and nice to this first time FREEDOM ticket buyer.#PapalVisitFrenzyNFrazzled

A customer wrote in to commend staff, “It was my mom's first time riding the train back toJersey alone and the train operator was so helpful in making sure she got off at the correctstop. She made it to Woodcrest safe and sound!”

A customer wrote in to praise PATCO staff at Ashland Station, “I just wanted to thank youfor your fast and responsive service. I passed out at Ashland station and everyone took greatcare of me; from the EMT to the familiar faces that called my husband. Thanks for your greatwork!”

Report of the Chief Executive Officer

Stewardship

/Stewardship

Special Vendor Outreach Event

On Thursday, August 6th, Chairman Boyer and I welcomed more than 60 vendors to aSpecial Vendor Outreach event. The Purchasing Department and the Office of BusinessDevelopment & Equal Opportunity worked together to develop a pilot program that willafford minority, women-owned and other small businesses an opportunity to compete forannual contracts in four commodity areas: gloves, trash can liners, safety equipment andfasteners. Instead of supplying these commodities in small quantities on an “as needed”basis, vendors will now have the opportunity to compete for larger annual contracts. Thisprocurement strategy will ensure that our storerooms at DRPA and PATCO are alwaysstocked to meet our business needs. The purpose of the event was to educate vendors about apilot.

Press from Al Dia and the Philadelphia Tribune newspapers were in attendance. Buyers(Adam Carmasine, Natasha Roman, Michelle Dinella and Linda Willis) from thePurchasing Department were on hand to distribute bid packets to vendors interested in eachcommodity and answer questions. Any interested vendors unable to attend the event are alsoencouraged to submit a bid through the regular distribution channels.

Vendor feedback was extremely positive. Vendors told us they appreciated having the “theability to meet directly with buyers and leave with bid packets”.

The event organizers, EEO Specialist Erin Watterson, Compliance Specialist Ron Kelly,Project Analyst Ann DuVall, Administrative Coordinator Thaddeus Abbott III, andAdministration Division Summer Intern Francis Hagarty worked collaboratively under thedirection of CAO Brown. The event supports the goals of the Board’s Diversity & InclusionSubcommittee, and also supports the Authority’s new Shared Value of CommunityStewardship.

Enhanced New Hire Orientation Process: Authority-wide “Cultural Integration” Program

from a PILOT

Earlier this year, under the leadership of CAO Toni P. Brown, the Administration Divisionlaunched a new initiative for new hires coming into their division called the “CulturalIntegration Program.” This Cultural Integration session is in addition to a new employee’sregular New Hire Orientation, which is coordinated by Human Resource Services (HRS),lasts for 1 ½ days, and includes many presenters and topics.

This Cultural Integration Program was a PILOT initiative comprised of one-on-one sessionswith CAO Brown and HRS Director Kelly Forbes with each employee new to theAdministration Division. During the one-on-one sessions, each new hire received a speciallydesigned folder of information that included a Welcome Letter from the CAO, the Division’sVision Statement, an Organization Chart for the division, a division employee roster andinformation on division special events and accomplishments. In addition, the new hires wereencouraged to complete a survey on the value of the cultural integration session.

I recently charged all DRPA and PATCO Chiefs and Directors to take this innovativeCultural Integration Program and implement it Authority-wide. Not only will this specialcultural integration ensure that new employees understand the duties and responsibilitiesoutlined in their job specifications, but the program will also orient them to the culture of thenew division or department to which they have been assigned.

Valuable anecdotal feedback was received by CAO Brown about the Cultural IntegrationProgram experience from her division’s new hires. Some of the feedback included thefollowing statements, “Well-developed and well-designed session!;” “I was WOW’ed andwords cannot express how much and how truly grateful I am to be part of such a greatTeam;” and “The Cultural Integration Program is very beneficial. Along with clearlydefining the mission of the Authority and the Administration Division, the program gavebackground information on recent events held in the division. This information allows thenew employee to feel knowledgeable when reading about an event or initiative or being inconversations with colleagues when past events are discussed.”

This new Authority-wide Cultural Integration Program will help our incoming staff go frombeing “organizational outsiders” to “organizational insiders,” making them feel welcomedand able to understand the workplace culture. It will also help them hit the ground running,be effective performers, be satisfied in the position and be committed to the Authority.

Organization & Resource Allocation Study

The Organizational Structure and Resource Allocation Study is well underway. Ourconsultant, CCI met with Executive and Senior Staff on July 16th to discuss Phase One of theStudy, which involves the review of all job descriptions for non-represented employees bychiefs, directors and managers. This review, which is fundamental to the Study, is to be doneby completing Position Analysis Questionnaires (“PAQs”) which have been sent to all chiefsand directors for each non-represented job in their division. PAQs are due back to ProjectManager Kelly Forbes, Director, HRS by no later than July 31st. CCI consultants will thenmeet with the chiefs, directors and managers to review and discuss each completed PAQ.

It should be noted that Phase One of the Study does not include pricing of the jobs. That taskwill be handled in Phase Two of the Study once all PAQs have been received and reviewed.

Each month, CAO Brown briefs the Labor Committee on the progress of the Study. For theconvenience of all employees, we have created a special intranet page dedicated to the Study.There, employees will find a timeline and an up-to-date progress report.

Finance

On July 15, 2015 the Authority finalized two swap novation transactions, wherein UBS, ourcounterparty on our 1995 and 1999 Revenue Bond swaps was replaced by TD Securities andWells Fargo Bank, respectively. The new benefits to the Authority include: 1) reducedexposure to collateralization/terminations due to any DRPA Revenue Bond downgrade; 2)removal of cross-default language in the existing swap documents related to our PDP Bondsswaps (which were terminated in 2008 and 2010); 3) increased swap counterparty creditquality; 4) diversification of our counterparty exposure. The two transactions are expected tonet the Authority close to $800k.

DRPA

Enterprise Resource Planning (ERP) Update

We continue to prepare for our upcoming User Acceptance Testing (UAT). Our consultants,Grant Thornton and Quintel, have facilitated multiple “walk-through” sessions which gaveour employees an overview of how cross-functional processes will work in SAP. Ourconsultants are also fixing defects from Integration Testing 2, reviewing UAT scripts toensure they are ready for UAT and converting data into SAP.

Over the summer, our Help Desk facilitated Computer 101 and Tablet 101 training for over450 employees to ensure employees have those basic skills sets in advance of ERP Go-live.

Quintel is currently preparing uPerform simulations and other training tools. uPerformsimulations are videos that will walk staff step-by-step how to complete a transaction in SAP.These training tools will be used during Go-live when staff are still learning how to use SAP,and they can be used in the future for new hire training or as refresher training for existingemployees.

Upcoming Mandatory Equal Employment Opportunity (EEO) Training for Authority Staff

Together with the Human Resource Services Training Administrator, The Office of BusinessDevelopment & Equal Opportunity is managing biennial EEO training for all Authorityemployees. This mandatory training is being conducted by a subject expert from the EqualEmployment Opportunity Commission (EEOC). To accommodate every Authorityemployee, training will be held August 17 through December 1, 2015 at One Port Center,each of the four bridge facilities, and Lindenwold Station. Employees are now in thescheduling stage of this endeavor, working to accommodate vacations, BOOST training andother work load requirements.

For a list of Bridge and Finance actions, see Attachment 1For a list of Personnel Actions, see Attachment 2

For a list of Contracts and Purchases, see Attachment 3For a list of Risk Management & Safety Actions, see Attachment 4

For the Affirmative Action Report, see Attachment 5For a list of Legal Statistics, see Attachment 6

____________________________________________________________

Debit/Credit for Ticket Purchases

In response to customer input, PATCO offers the option to purchase tickets with a debit orcredit card as well as with cash. Since mid-June, 14% of the dollar value of magnetic ticketsales are debit/credit transactions, representing 9.5% of the magnetic tickets sold.

For PATCO Ridership and Financial Information,

See the General Manager’s Report in the PATCO section

Attached are reports from the appropriate departments.____________________________________________________________

Respectfully Submitted,

John T. Hanson

Chief Executive Officer

PATCO

REPORT OF THE CHIEF EXECUTIVE OFFICER

ATTACHMENT 1

BRIDGE AND FINANCE

Activity for the Month of July 2015

166Adults: Juv.: 9CDS Arrests: 33DWI Arrests:6,778Calls for Service:

TotalCBB BFB PATCO BRB WWB

CBB: BFB: PATCO: BRB: WWB: Arrests NJ: Arrests PA:6 65 62 5 27 131 33

Total Arrests: 166

Incident Type

BFB: PATCO: BRB: WWB:4 11 2 0 9CBB:Reportable Accidents:

BFB: PATCO: BRB: WWB:CBB:Non Reportable Accidents:

BFB: PATCO: BRB: WWB:CBB:Accident with Injuries:

2 33 7 1 14

0 1 0 0 1

Arrests:

33 MV Stop 1,402222 305 79 216 578

26 Assist-Routine PD Backup 1,20279 427 229 97 370

25x Insufficient Funds 5041 4 2 497

25 Escort 47843 57 59 317

88X Parking Viol./Compl. 3971 395 1

47 Disabled MV 36143 84 4 46 184

35X Motorist Aid/Service To Patron 30228 45 133 23 71

302 Security Check 30228 74 68 73 59

90 Other PD Assist 1824 32 117 4 25

50X Leaving Jurisdiction 13427 38 16 13 40

91 Ped Investigation/Stop 12817 105 1 5

84 Check On Subject 1212 22 77 7 12

46 Construction/Trades Backup 11135 27 5 17 27

309 Special Detail 1112 107 2

15 MV Accident 1098 46 13 5 37

25T Fare Problem 7574 1

33C CV Stop 726 16 7 43

79 Roadway Hazard/Station Hazard 6712 13 1 11 30

8 911 Hang Up/Mis-Dial 481 19 27 1

78X Toll Evasion/TOS 4611 22 4 9

86 Removal 392 36 1

82 Notification 353 6 22 2 2

1 Headquarters Assignment 356 11 3 2 13

12 Suspicious Person/Activity/Event 321 4 22 4 1

80 Break 298 5 2 3 11

302 Security Check/Detail 283 6 3 10 6

25EZ Easy Pass Redirect 2828

999 Generated In Error 261 3 6 1 7





Total Arrests: 166

Incident Type




2 33 7 1 14

0 1 0 0 1

Arrests:

56 Med Emerg/Injury Report 251 3 17 2

29 Alarm Activation 249 15

52 Erratic Driver/Unfit Motorist 221 3 3 15

60 Stolen Check/Wanted 214 15 2

56 Medical Emerg/Injury Report 2111

220 Criminal History Check 1918 1

59 MV Look Up 181 4 7 6

58 Drivers License Check 1716 1

34 Suspicious Vehicle 164 12

341 Lost/Found Property 141 12 1

78 Toll Dispute 131 2 4 6

79X Debris Strike 121 6 5

16 Hit & Run 124 3 5

81 General Complaint 109 1

64 Larceny/Theft 109 1

101 BOLO 102 6 1 1

83 Counterfeit 91 6 1 1

38 Transport Courtesy 91 4 3 1

49X Inspection Report 87

TRN Train Problem Equipment/Mechanical 77

71 Fight/Disturbance 65 1

310 Bridge Damage/PATCO Damage 62 1 3

98 Panhandling/Soliciting 51 4

302K K9 Sweep 55

101S BOLO Suicidal 53 1

25R Revenue Escort 44

11 Fire 41 3

92 Lost Load 33





Total Arrests: 166

Incident Type




2 33 7 1 14

0 1 0 0 1

Arrests:

70 Animal Complaint 31 2

65 Vandalism/Criminal Mischief 33

17X Open/Secured Property 33

97 Traffic Pattern Adjust 22

93 Property Removal 22

74 Suicide Attempt 22

71R Road Rage 21 1

49 Investigate Location Conditions 22

48 Minor Incident 22

14 Intoxicated Subject (not DWI) 22

67 EDP (Emotionally Disturbed Person) 11

53 Abandoned Vehicle 11

312 Complaint against DRPA 11

212 Employee Injury 11

20 Stolen/Recovered Vehicle 11

01

ATTACHMENT 1

FINANCE

REVENUE AUDIT

Reported traffic and revenue for all four DRPA bridges for the month of May 2015:

2014 2015

Cash Revenue $8,577,821.04 $8,732,627.33

ETC Revenue $17,422,067.89 $18,175,034.86

Total Revenue $25,999,888.93 $26,907,662.19

Non ETC Traffic 1,574,876 1,607,798

ETC Traffic 2,628,381 2,731,700

Total Traffic 4,203,257 4,339,498

DELAWARE RIVER PORT AUTHORITY Attachment 1

TRAFFIC & BRIDGE TOLL FIGURES

FOR THE PERIODS INDICATED

MONTH OF May TRAFFIC BRIDGE TOLLS

-----2015----- -----2014-----INC/(DEC) INC/(DEC)

TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT

BEN FRANKLIN 1,588,791 $8,814,084.97 1,559,319 $8,660,928.22 1.89 29,472 1.77 $153,156.75

WALT WHITMAN 1,710,318 10,603,095.64 1,639,674 10,165,689.40 4.31 70,644 4.30 437,406.24

COMMODORE BARRY 602,653 4,540,591.62 578,846 4,304,114.61 4.11 23,807 5.49 236,477.01

BETSY ROSS 437,736 2,950,402.96 425,418 2,870,024.70 2.90 12,318 2.80 80,378.26

4,339,498 $26,908,175.19 4,203,257 $26,000,756.93 3.24 136,241 3.49 $907,418.26

`

YEAR TO DATE TRAFFIC BRIDGE TOLLS

1/1/15 TO 5/31/15 1/1/14 TO 5/31/14

INC/(DEC) INC/(DEC)

TRAFFIC TOLLS TRAFFIC TOLLS % AMOUNT % AMOUNT

BEN FRANKLIN 7,163,678 $39,890,909.65 7,165,229 $39,808,790.13 -0.02 (1,551) 0.21 $82,119.52

WALT WHITMAN 7,508,006 47,111,014.64 7,101,092 44,395,203.78 5.73 406,914 6.12 2,715,810.86

COMMODORE BARRY 2,593,218 19,949,405.89 2,510,859 18,888,065.87 3.28 82,359 5.62 1,061,340.02

BETSY ROSS 1,994,122 13,610,480.31 1,911,220 13,008,710.09 4.34 82,902 4.63 601,770.22

TOTALS 19,259,024 $120,561,810.49 18,688,400 $116,100,769.87 3.05 570,624 3.84 $4,461,040.62

Note: New Toll Schedule Went Into Effect July 1st, 2011.

Distribution: John Hanson

Jim White


ATTACHMENT 2

PERSONNEL ACTIONS

DELAWARE RIVER PORT AUTHORITYACTIONS OF THE CHIEF EXECUTIVE OFFICER

COMMISSION MEETING AUGUST 19, 2015ARTICLE XII-A

ATTACHMENT 2

PERSONNEL

*************************************************************************************************************************TEMPORARY APPOINTMENTS

David A. Gentile Temporary With Benefits Eff: 07/20/15 to 12/25/15Executive DivisionOffice of the Inspector General (OPC)

Raymond J. Santarelli Temporary With BenefitsExecutive DivisionOffice of the General Counsel (OPC)

Eff: 07/20/15 to 12/25/15

Austin Harris Temporary No BenefitsAdministration DivisionHuman Resource Services (OPC)

Eff: 07/20/15 to 12/25/15

Joseph Ramoni Temporary No BenefitsAdministration DivisionHuman Resource Services (OPC)

Eff: 07/20/15 to 12/25/15

APPOINTMENTS

Kyle D. Anderson Director, Corporate Communications Eff: 07/13/15& Community RelationsExecutive DivisionCorporate Communications &Community Relations (OPC)

Anthony R. Mixon Dispatcher Eff: 07/13/15Public Safety DivisionPublic Safety Administration (BFB)

Ada I. Lamadrid Police Officer Eff: 07/31/15Public Safety DivisionPublic Safety Administration (BFB)

Gerald M. Murphy Police Officer Eff: 07/31/15Public Safety DivisionPublic Safety Administration (BFB)

Actions of the Chief Executive OfficerCommission Meeting of 08/19/15Page 2 of 4

APPOINTMENTS

Ronald R. Paglia Police Officer Eff: 07/31/15Public Safety DivisionPublic Safety Administration (BFB)

Felicia N. Pappalardo Police Officer Eff: 07/31/15Public Safety DivisionPublic Safety Administration (BFB)

Kylie M. Whalen Police Officer Eff: 07/31/15Public Safety DivisionPublic Safety Administration (BFB)

TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION

Alfred J. Caruso From: Revenue Auditor To: Acting Supervisor, RevenueFinance Division AuditRevenue Audit (OPC) Finance Division

Revenue Audit (OPC)Eff: 07/01/15 to 12/31/15

Edward O. Braun, III From: Auto TechnicianOperations DivisionFleet Operations (BFB)

To: Acting Fleet Shop Manager-NorthOperations DivisionFleet Operations (North)Eff: 07/04/15 to 07/10/15

Mark A. Dumont From: Electrical TechnicianOperations DivisionConstruction & Maintenance (CBB)

To: Acting Electrical ForemanOperations DivisionConstruction & Maintenance(CBB)Eff: 07/04/15 to 07/17/15

Eric S. Rothman From: Fleet Service MechanicOperations DivisionFleet Operations (BRB)

To: Acting Auto TechnicianOperations DivisionFleet Operations (BFB)Eff: 07/04/15 to 07/10/15

George J. Zisis From: Building Services ClerkAdministration DivisionMailroom (OPC)

To: Acting Supervisor, MailroomAdministration DivisionMailroom (OPC)Eff: 07/04/15 to 09/04/15

Actions of the Chief Executive OfficerCommission Meeting of 08/19/15Page 3of 4

TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION - continued

Daniel P. Tomarchio From: Auto TechnicianOperations DivisionFleet Operations (BFB)

To: Acting Fleet ForemanOperations DivisionFleet Operations (BFB)Eff: 07/11/15 to 07/31/15

James P. Beach From: Payroll AdministratorFinance DivisionPayroll (OPC)

To: Acting Manager, PayrollFinance DivisionPayroll (OPC)Eff: 07/25/15 to 08/02/15

Adam E. Carmasine From: Purchasing ClerkFinance DivisionPurchasing (OPC)

To: Acting Management AnalystExecutive DivisionStrategic InitiativesEff: 07/25/15 to 12/25/15

PROMOTIONS

Mecca M. Muse From: Dispatcher To: Toll CollectorPublic Safety Division Operations DivisionPublic Safety (Transit Unit) Bridge/Toll (CBB)

Eff: 07/11/15

Christina M. Maroney From: Manager, Special Projects To: Director, Strategic InitiativesExecutive Division Executive DivisionRegional Development/Real Strategic Initiatives (OPC)Estate (OPC) Eff: 07/25/15

Timothy P. Fletcher From: Dispatcher To: Police OfficerPublic Safety Division Public Safety DivisionPublic Safety (Transit Unit) Public Safety Administration

(BFB)Eff: 07/31/15

INTERAGENCY PROMOTION to DRPA - from PATCO

William L. Holt From: Way & Power Maintainer To: Electrical ForemanPATCO Operations DivisionWay & Power Construction & Maintenance

(BFB)Eff: 07/11/15

Actions of the Chief Executive OfficerCommission Meeting of 08/19/15Page 4of 4

INTERAGENCY PROMOTION to PATCO - from DRPA - None

INTERAGENCY TRANSFERS to PATCO - from DRPA - None

INTERAGENCY TRANSFERS to DRPA - from PATCO - None

TRANSFERS - DEPARTMENTAL - None

RETIREMENTS

Paul Cipriani Police Officer Eff: 07/10/15Public Safety DivisionPublic Safety Administration (BRB)

RESIGNATIONS - None

DECEASED - None


ATTACHMENT 3

CONTRACTS AND PURCHASES

ATTACHMENT 3

MONTHLY REPORTGENERAL PROCUREMENT ACTIVITY

During the month of July there were 68 Purchase Orders awarded totaling$1,120,589.85

Approximately 16.74% or $187,537.50 of the monthly dollar total was madeavailable to MBE and WBE’s, representing 32.35% or 22 of the monthly totalnumber of Purchase Orders.

Of the total monthly procurement available to MBE’s and WBE’s, approximately19.97% or $37,445.07 was awarded to MBE’s and approximately 11.01% or$20,639.23 was awarded to WBE’s.

Of the total number of Purchase Orders available to MBE’s and WBE’s,approximately 36.36% or 8 Purchase Orders were awarded to MBE’s andapproximately 13.64% or 3 Purchase Orders were awarded to WBE’s.

Page 1


ATTACHMENT 4

RISK MANAGEMENT & SAFETY

1

DELAWARE RIVER PORT AUTHORITYINTEROFFICE COMMUNICATION

To: Toni P. Brown, Chief Administrative Officer

From: Marianne Staszewski, Director Risk Management & Safety

Subject: Risk Management & Safety July Activity Report

The DRPA Risk Management & Safety Staff were in attendance for the following meetings for the month of July.

Contractor Meetings Attended By Risk Management & Safety

DATE CONTRACTOR DRPA CONTRACT NO. PROJECT/WORK AREA

7/8 CB-30-2015 Pre-Bid meeting for CBB Approach Repaving

7/8 IEW Construction BR-15-2012 Project progress meeting - resurfacing project

7/10 TRC Safety Briefing regarding drilling at BFB

Safety Meetings Attended By Safety Specialists * attended by Director of Risk Management

DATE NAME OF MEETING

7/6, 7/22 * Meeting with the Director of Risk Management & Safety Specialists regarding 2015 new initiative

7/7 Monthly Meeting with C&M Managers

7/8 * Monthly Risk Management & Safety Staff meeting with CAO

7/9, 7/23 Bi-weekly conference call with the Construction & Maintenance Supervisors and Fleet Managers

7/8, 7/22 Weekly Safety Department Cross Training

7/9 Monthly Work Place Safety Meeting at the CBB

7/14 * Monthly Incident Accident Investigation Committee meeting

7/21 Monthly Work Place Safety Meeting at the BRB

7/21 Monthly Safety Department SOP Review Meeting

7/22 * Central Safety & Health Committee meeting

7/22 Monthly Programs & Activities Subcommittee meeting

7/22 * Monthly Bridge Directors meeting with Safety, Risk Management and Fleet Management

7/22 *Weekly meeting with the Director of Risk Management regarding 2015 Up-coming safety traininginitiatives

7/23 * Monthly staff meeting with the Director of Risk Management

7/28 Monthly Work Place Safety Meeting at the WWB

Risk Management Meetings Attended By Risk Management

7/1 Operations & Maintenance Committee Meeting

7/6 Conference call with Aon regarding the Workers’ Compensation audit for DRPA and PATCO

7/8 Meeting with DRPA Real Estate Working Group

7/9, 7/30Weekly conference call on OCIP litigated claims with AIG claim representatives, TSIB and defensecounsel

7/9, 7/28 Weekly staff meetings with CAO

7/16 CCI Kick Off Leadership Meeting

7/17 Monthly Senior Staff meeting

7/21Kick Off Meeting with new TSIB Service Team and CAO in support of broker transition for the TraditionalProperty & Casualty Program

7/30 Administration Division Agenda Review Meeting

2

The DRPA Risk Management & Safety Staff were involved in the following training activities for the month of July

Training Coordinated or Conducted by DRPA Safety - * Attended By Risk Management & Safety

DATE TYPE OF TRAINING

7/8 Summer Intern New Hire Orientation

7/8 Monthly Mandatory OSHA Training Electrical Safety conducted by DRPA Safety staff at the WWB

7/13 New Hire Orientation for Director, Corporate Communications & Community Relations & Dispatcher

7/23 Monthly Mandatory OSHA Training Electrical Safety conducted by DRPA Safety staff at the CBB

7/24 Monthly Mandatory OSHA Training Electrical Safety conducted by DRPA Safety staff at the BFB and BRB

7/27 New Hire Orientation for Inspector General & General Counsel/Corporate Secretary

7/31 New Hire Orientation for Public Safety

The DRPA Risk Management & Safety Staff were involved in the following activities for the month of July.

The Safety staff conducted day time and night time random drug & alcohol testing on both Public Safetypersonnel (under policy 147A) and Construction & Maintenance personnel (under policy 147B).

Safety Specialists reviewed various Health and Safety plans from contractors who were awarded constructionand/or design projects during the month of July.

Safety Specialists reviewed and commented on various engineering Technical and Special Provisions documentsfor future DRPA projects. Safety Specialist conducted various site safety visits and inspections at DRPA Non-OCIP construction projects at the four bridges.

Risk Management reviewed and recommended the inclusion of proper insurance requirements on variousRequests for Bids from the Purchasing Department, Request for Proposals from the Engineering Department,Finance Department and third party contracts for the Legal Department.

Safety Specialist updated the Risk Management & Safety e.net page with the monthly safety tip for July, “4th ofJuly Fireworks Safety”.

The quarterly AIG OCIP Claim Services Review was held July 24th

at the AIG office in Wilmington, Delaware.The DRPA General and Deputy General Counsel, Director of Risk Management & Safety, AIG claims specialists,OCIP defense attorneys and the claims representative from Turner Surety Insurance Brokerage all attended.


ATTACHMENT 5

AFFIRMATIVE ACTION REPORT

DRPA EEO CATEGORIES(By State)

STATE OF

RESIDENCE

JOB TITLE DE NJ PA

1 Chief Executive Officer 12 Chief Administrative Officer 13 Chief Operating Officer4 Deputy Chief Executive Officer5 Chief Financial Officer 16 Chief Engineer 17 Deputy General Counsel 1 18 General Counsel 1

1 Director, Government Relations 12 Director, Information Services 13 Police Chief 14 Bridge Directors 25 Director, Fleet Management 16 Director, Human Resource Services 17 Director, Risk Management & Safety 18 Manager, Construction & Maintenance 19 Manager, Planning & Design 110 Captain of Police 111 Inspector General 112 Manager, Special Projects 113 Director, Homeland Security & Emergency Management 114 Director, Corporate Communications & Community Relations 1

1 Construction & Maintenance Manager 1 32 Fleet Shop Manager - South 13 Manager, Budget/Financial Analysis 14 Manager, Capital Grants 15 Manager, Community Relations & Corporate Communications 16 Manager, Contract Administration 17 Manager, Customer Service 18 Manager, Government Relations 19 Manager, Payroll 110 Manager, Procurement, Records & Stores 111 Manager, Production Systems 112 Manager, Revenue Audit 113 Toll Manager 1 1

Page 1 of 6 As of JULY 31, 2015


STATE OF

RESIDENCE

JOB TITLE DE NJ PA

1 Electrical Foreman 42 HVAC Foreman 23 Lead Programmer/Analyst 14 Maintenance Foreman 2 7 15 Sr. Accountant 16 User Support Group Leader 17 Highway Foreman 68 Purchasing Agent 1

1 Supervisor, Print Shop 12 Supervisor, Central Storeroom 1

OFFICIALS & MANAGERS (Total By State) 2 45 20

TOTAL OFFICIALS & MANAGERS 67

1 Lieutenant of Police 4 2

1 Plaza Supervisor 1 13 10

1 Graphic Design Administrator 12 Administrative Coordinator 1 7 43 C&M Technical Assistant 1 14 Grants Specialist 15 HRS Specialist 1 16 HRS Specialist, HRIS 17 Sr. Reproduction Technician 17 Purchasing Specialist 2 18 EEO Specialist 1

1 Project Manager, HS & EM 12 Administrator, Compensation/HRIS 13 Administrator, Employee Relations, Programs & Policies 14 Administrator, Staffing & Recruiting 15 Administrator, Training & Employee Development 1



STATE OF

RESIDENCE

JOB TITLE DE NJ PA

6 Associate Engineer 37 Claims Administrator 1 18 Construction Contract Compliance Specialist 19 Payroll Administrator 110 Accountant 1 111 Auditor 1 212 Budget Analyst 113 Project Analyst 114 Contract Administrator 115 Financial Analyst 116 Safety Specialist 1 117 Technical Support Administrator & Environmental Coordinator 1

1 Assistant General Counsel 3 22 Electrical Engineer 13 Principal Engineer 24 Senior Engineer 2 2

PROFESSIONALS (Total By State) 2 55 33

TOTAL PROFESSIONALS 90

1 Police Officer 2 75 23

1 Corporal of Police 12 2

1 Sergeant of Police 1 17 5

SERVICE WORKERS (Total By State) 3 104 30

TOTAL SERVICE WORKERS 137

1 HVAC Technician 7 2



STATE OF

RESIDENCE

JOB TITLE DE NJ PA

1 Auto Technician 10 1

1 Electrical Technician 17 6

1 Construction & Maintenance Mechanic 3 33 9

1 Maintenance Technician 33 8

1 Fleet Service Mechanic 3 2

CRAFT WORKERS (SKILLED) (Total By State) 3 103 28

TOTAL CRAFT WORKERS (SKILLED) 134

1 Programmer/Analyst 1 12 Systems Administrator 8 13 Data Base Administrator 14 Network Technician 55 User Support Administrator 1 16 Business Analyst 1

TECHNICIANS (Total By State) 1 17 2

TOTAL TECHNICIANS 20

1 Executive Assistant to the CEO 12 Executive Legal Secretary 13 Legal Assistant 14 Customer Service Coordinator 15 Executive Secretary 16 Legal Secretary 2



STATE OF

RESIDENCE

JOB TITLE DE NJ PA

1 Sr. Accounting Clerk 12 Accounting Clerk 1 13 Central Stores Clerk 14 Data Base Clerk 25 Administrative Clerk (Revenue Audit) 16 Building Services Clerk 3 17 Dispatcher 15 28 File Clerk 1 19 Purchasing Clerk 1 110 Media Specialist 1

1 Administrative Secretary 8 3

1 Revenue Auditor 1 4 1

1 Toll Collector 40 20

1 Revenue Operations Clerk 2 1

OFFICE & CLERICAL (Total By State) 1 84 35

TOTAL OFFICE & CLERICAL 120

TOTAL EMPLOYEES BY STATE 12 408 148

TOTAL DRPA EMPLOYEES - 568



STATE OF

RESIDENCE

JOB TITLE DE NJ PA

SUMMARY (Employee Class)

NON-REP 5 126 64

195

IUOE 3 160 51

214

IBEW 1 18 3

22

FOP 3 104 30

137


PATCO EEO CATEGORIES(By State)

STATE OF

RESIDENCE

JOB TITLE DE NJ PA NY

1 General Manager 1

2 Assistant General Manager 1

3 Director, Equipment 1

4 Director, Fare Collection Operations 1

5 Director, Finance 1

6 Director, Transit Services 1

7 Director, Way & Power 1

8 Technical Supervisor, Transit Services 1

9 Technical Supervisor, Civil & Mechanical Systems 1

10 Manager, Electrical & Electronics 1

11 Manager, Mechanical & Custodial 1

12 Manager, Power, Signals & Communications 1

13 Manager, Systems Safety 1

14 Manager, Track, Structures & Mechanical 1

15 Manager, Track & Signals 1

16 Supervising Dispatcher 1

17 Dispatcher 5 1

18 Dispatcher Trainee 1

19 Electrical Foreman 4 1

20 Fare Collection Foreman 1

21 Mechanical Foreman 2

22 Payroll Administrator 1

23 Senior Accountant 3

24 Track Foreman 1 1

25 Purchasing Agent 1

26 Maintenance Foreman 1

27 Supervisor, Passenger Services 1

28 Money Room Supervisor 1

29 Supervisor, Transit Services 5

30 Supervisor/Traffic Analyst 3 1

31 Traffic Analyst 1

32 Supervisor, Storeroom 1

33 Custodial Foreman 1

34 Station Supervisor 9

OFFICIALS & MANAGERS (Total By State) 0 56 6

TOTAL OFFICIALS & MANAGERS 62

Page 1 of 3 As of July 31, 2015


STATE OF

RESIDENCE


1 Project Manager, Technical 1

2 Fare Collection System Analyst 1

3 Safety Specialist 1 1

4 Administrative Coordinator to GM 1

5 Administrative Coordinator 1

6 Purchasing Specialist 2

PROFESSIONALS (Total By State) 0 6 2

TOTAL PROFESSIONALS 8

1 Train Operator 1 46 9 1

OPERATIVES (SEMI-SKILLED) (Total By State) 1 46 9 1

TOTAL OPERATIVES (SEMI-SKILLED) 57

1 Custodian 23 9

2 Revenue Collector 1 1

SERVICE WORKERS (Total By State) 0 24 10

TOTAL SERVICE WORKERS 34

1 Storekeeper 5

2 Accounting Clerk 2

3 Payroll Clerk 1

4 Administrative Secretary 5 1

5 Purchasing Clerk 1

6 Customer Service Agent 2 1

7 Customer Service Agent/Traffic Checker 2 1

8 Data Entry Clerk 1

OFFICE & CLERICAL (Total By State) 0 18 4

TOTAL OFFICE & CLERICAL 22



STATE OF

RESIDENCE


1 Electronic Technician 1 15

2 Machinist 1/C 2

3 Machinist 1/C Tool Maker 1

4 Maintenance Mechanic 1/C 1

5 Mechanical & Structural Technician 12 1

6 Maintainer 19 5

7 Equipment Electrician 4 3

8 Equipment Electrician A/C 4

9 Machine Operator 1/C 3

10 Equipment Mechanic 20 1

11 Fare Collection Repairman 2 1

12 Grounds Keeper 2

13 Track Mechanic 17 5

14 Welder 1

CRAFT WORKERS (SKILLED) (Total By State) 1 103 16

TOTAL CRAFT WORKERS (SKILLED) 120

TOTAL EMPLOYEES BY STATE 2 253 47 1

TOTAL PATCO EMPLOYEES - 303

SUMMARY (Employee Class)

NON-REP 0 80 12 0

92

TEAMSTERS 2 173 35 1

211


SUMMARY OF PURCHASE AWARDS TO M/WBE & VOB VENDORSQUARTER ENDING: June 30, 2015

POs MBE/WBE AWARDED

TOTAL $ VALUE AVAILABLE FOR BID BY MBEs/WBEs THIS QUARTER:

$ MBE/WBE AWARDED

MBE- WBE- 39.5%

goods and supplies

procurement card (p-card)

$423,489.45

40.0%

AWARDED 0.5%

$169,376.92 TOTAL:

MBE: $167,203.72 $2,173.20

TOTAL # POs AWARDED TO ALL VENDORS THIS QUARTER:

205 MBE- WBE-

20.5%

AWARDED 42 TOTAL:

MBE: 41 1 0.5% 20.0%

WBE:

WBE:

TOTAL $ P-CARD PURCHASES

$274,682.56

TOTAL P-CARD TRANSACTIONS

1,587

$ MBE/WBE/VOB AWARDED

TOTAL MBE/WBE/VOB TRANSACTIONS

1.3%

AWARDED

AWARDED

0.9%

MBE- WBE- VOB-

MBE- WBE- VOB-

KEY:

0.9% 0.1% 0.4%

0.6% 0.2% 0.1%

MBE: WBE:

VOB:

TOTAL:

WBE: MBE:

VOB:

TOTAL:

PO=PURCHASE ORDER

MBE=MINORITY BUSINESS ENTERPRISE

WBE=WOMEN BUSINESS ENTERPRISE

VOB=VETERAN OWNED BUSINESS

$2,358.27 $235.65

$1,073.00

$3,666.92

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15


ATTACHMENT 6

LEGAL STATISTICS REPORT

Matter Count Report

by Open Date ; opendate: from 07/01/2015 up to 07/31/2015

by Matter Sub-Type

Date Range: 07/01/2015 07/31/2015to

Range RangeMattersMatter Sub-Type

Opened In Closed InTotal Pending

Contracts / Advertising/Public Relations 1 1 0

Contracts / Construction 6 9 3Contracts / Consulting 2 2 0Contracts / Grants 1 1 0

Contracts / Insurance 1 1 0Contracts / Process and Procedure 1 1 0Contracts / Purchase 7 7 0

Contracts / Real Estate License 1 1 0Contracts / Real Estate Right of Entry 8 10 2Contracts / Service 7 7 0

Employment / ADA 3 3 0Employment / Discipline 0 2 2Employment / Long Term Disability 1 1 0

Employment / Research 0 1 1Employment / Short Term Disability 7 7 0Employment / Workers' Compensation 10 10 0

Environmental / Assessment 0 1 1Labor / Arbitration 1 1 0Permits and Lic / Application 1 1 0

Personal Injury / Accidental Non-S&F 2 2 0Personal Injury / Train Lurch 1 1 0Real Estate / Acquisition 1 1 0

Real Estate / Lien 1 1 0

CaseTrack

08/11/2015 1Page:

Range RangeMattersMatter Sub-Type

Opened In Closed InTotal Pending

Real Estate / Mount Laurel 1 1 0

Real Estate / Zoning 0 1 1RFP/Bid / Construction 1 1 0RFP/Bid / Consulting Services 5 5 0

RFP/Bid / Service 2 2 0Right to Know / Open Public Records 1 4 3

29 Items 73 86 13

CaseTrack

08/11/2015 2Page:

CFO REPORT

% of Budget Target Variance

103.14% 100%-105% ON TARGET

102.89% 100%-105% ON TARGET


104.09% 100%-110% ON TARGET

104.67% 100%-110% ON TARGET


89.38% 95%-100% -5.62%

85.06% 95%-100% -9.94%


62.28% 95%-100% -32.72%

53.51% 95%-100% -41.49%


94.65% 96.5%-105% -1.85%

95.44% 96.5%-105% -1.06%


95.98% 100%-110% -4.02%

96.69% 100%-110% -3.31%


92.52% 95%-105% -2.48%

90.83% 95%-105% -4.17%


103.73% 100%-110% ON TARGET

106.45% 100%-110% ON TARGET

% On Time Target Variance

97.64% 98%-100% -0.36%

97.48% 98%-100% -0.52%

DRPA DASHBOARD YEAR TO DATE SUMMARY SHEET

PATCO Operating Budget

PATCO Operating Ratio:

Actual vs. Budget

PATCO On Time Performance

Year to Date Average

Current Month

Current Month


PATCO Ridership

MAY 2015REPORTING MONTH:

DRPA Bridge Traffic

Current Month


DRPA Bridge Revenue

Current Month


Current Month

Current Month


Current Month


PATCO Revenue

DRPA Operating Budget

DRPA Capital Budget


Current Month


Current Month


97.48%

97.64%

50% 55% 60% 65% 70% 75% 80% 85% 90% 95% 100%

106.45%

103.73%

50% 60% 70% 80% 90% 100% 110%

53.51%

62.28%

0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%

104.67%

104.09%

50% 60% 70% 80% 90% 100% 110%

CURRENT MONTH YEAR TO DATE AVERAGE

TARGET

102.89%

103.14%

50% 60% 70% 80% 90% 100% 110%

85.06%

89.38%

50% 60% 70% 80% 90% 100% 110%

95.44%

94.65%

50% 60% 70% 80% 90% 100% 110%

96.69%

95.98%

50% 60% 70% 80% 90% 100% 110%

90.83%

92.52%

50% 60% 70% 80% 90% 100% 110%

As of August 6, 2015 (revised and updated)

2014 vs. 2015 YTD thru 5/31/15 2014 Actual 2015 Actual Year-to-Year Change % Change DRPA Traffic 18,688,400 19,259,024 570,624 3.05% DRPA Toll Revenues 116,100,770$ 120,561,810$ 4,461,041$ 3.84%

Average Toll 6.2125$ 6.2600$ 0.0476$ 0.77%Note: Snow impacted January and February 2014

2014 vs. 2015 YTD thu 6/30/15 2014 Actual 2015 Actual Year-to-Year Change % Change PATCO Ridership 4,999,413 4,981,652 (17,761) -0.36% PATCO Net Passenger Revenues 12,184,421$ 12,239,845$ 55,424$ 0.45%

Average Fare 2.4372$ 2.4570$ 0.020$ 0.81%

2015 YTD thru 5/31/15 2015 Budget (5 mo) 2015 Actual (5 mo) (Under) / Over Budget % (Under) / Over Budget DRPA Traffic 18,717,756 19,259,024 541,268 2.89% DRPA Toll Revenues 115,184,859$ 120,561,810$ 5,376,952$ 4.67%Note: Snow impacted January and February 2014

2015 YTD thru 6/30/15 2015 Budget (6 mo) 2015 YTD Actual (6 mo) (Under) / Over Budget % (Under) / Over Budget PATCO Ridership 5,189,941 4,981,652 (208,289) -4.01% PATCO Net Passenger Revenues 12,478,559$ 12,239,845$ (238,714)$ -1.91%

2015 YTD thru 6/30/15 2015 YTD Budget 2015 YTD Actual (Under) / Over Budget % (Under) / Over Budget DRPA Budget 44,514,158$ 39,627,291$ (4,886,867)$ -10.98% PATCO Budget 26,248,941$ 23,490,834$ (2,758,107)$ -10.51% Total 70,763,099$ 63,118,125$ (7,644,974)$ -10.80%

2015 YTD thru 6/30/15 2015 YTD Budget 2015 YTD Actual Under / (Over) Budget % Under / (Over) Budget PATCO Subsidy (13,050,152)$ (10,608,400)$ 2,441,752$ 18.71%

Funding Source 07/31/2014 Actual 07/31/2015 Actual Year-to-Year Change % Change62.2$ 49.9$ (12.4)$ 0%

-$ 0%-$ -$ 0%

62.2$ 49.9$ (12.4)$ -19.9%

9.1$ million

Estimated Balance as of 07/31/2015 189.9$ million

13.5$ million

Estimated Balance as of 7/31/15 490.2$ million

Est. Change from previous month 8.4$ million - increase since 6/30/2015*includes receipt of $4.3 million repayment of Victor Loans loan

Decrease in project fund balances since last month

YEAR-TO-YEAR COMPARISON

CONSULTATIVE AND DELIBERATIVE WORKPAPERS

DRPA/PATCO UNAUDITED FINANCIAL SUMMARY - August Finance Committee Meeting

DRPA TRAFFIC / PATCO RIDERSHIP AND REVENUE

2014 vs. 2015 YTD (in millions)

BUDGET VS. ACTUAL

OPERATING EXPENSES - YTD May 31, 2015

BUDGET VS. ACTUAL

TOTAL CAPITAL EXPENDITURES

July YTD

ESTIMATED GENERAL FUND BALANACE

Project Fund Drawdowns

Total Capital Expenditures - Major ProjectsGeneral Fund

*Project fund consists of proceeds from the December 2013 revenue bond issuance. $348.8 million in net proceeds (after costs of issuance, debt reserve fund requirements and reimbursement to the General Fund (per the Board's Resolution #12-051:Reimbursement of Expenditures Resolution). $159.1 million in proceeds used to fund December 2013's through July's 2015's capital expenditures.

Increase in expenditures since last month

(CAPITAL) PROJECT FUND BALANCE

Economic Development

As of August 6, 2015 (revised and updated)

CONSULTATIVE AND DELIBERATIVE WORKPAPERS

DRPA/PATCO UNAUDITED FINANCIAL SUMMARY - August Finance Committee Meeting

DRPA TRAFFIC / PATCO RIDERSHIP AND REVENUE

TOTAL DRPA BOND DEBT(in thousands of dollars)

1/1/2016Outstanding Bond Issues 06/30/15 06/30/15 Maturities2008 Rev. Refunding Bonds 270,180$ 287,800$ (18,575)$ 2010 Rev. Refunding Bonds 316,955 337,255 (21,460)2010 Revenue Bonds 308,375 308,375 02013 Revenue Bonds 476,585 476,585 0

1,372,095$ 1,410,015$ (40,035)$

1998 A&B Port District Project Bonds - - 01999 A Port District Project Bonds 24,010 27,675$ (3,945)1999 B Port District Project Bonds - - 02001 A Port District Project Bonds - - 02001 B Port District Project Bonds - - 02012 Port District Project Refunding Bonds 141,440 147,240 (6,030)

165,450$ 174,915$ (9,975)$ Total Debt Outstanding 1,537,545$ 1,584,930$ (50,010)$

TOTAL BOND DEBT BY TYPE As of 6/30/15 (in thousands of dollars)

Principal Outstanding % of TotalBond Ratings (Moody's/S&P)

Fixed Rate Bonds 950,410 950,410$ 61.8% see below

Variable Rate Bonds 587,135 38.2% see below

Total Debt 1,537,545$ 100.0%

Revenue Bonds 1,372,095$ 89.2% A3 stable/ A positivePDP Bonds 165,450 10.8% Baa3 stable / BBB positive

Total Debt 1,537,545$ 100.0%

S&P upgraded DRPA Revenue and PDP Bonds in Nov. 2013 to A and BBB positive. In December 2014, S&P affirmed these ratings.Moody's moved all DRPA bonds to stable outlook in Nov. 2012

Letter of Credit O/S Principal Outstanding Letter of Credit Banks Principal Outstanding (est.) Expiration Date2008 Rev. Ref. Bonds Series A 274,887$ Bank of America 130,214$ 7/22/16

Series B TD Bank 144,672 12/31/172010 Rev. Ref. Bonds Series A 322,476 Royal Bank of Canada 138,204$ 3/18/16

Series B Barclay's Bank 138,204 3/20/15Series C Bank of New York Mellon 46,064 3/18/16

Total Variable Debt 597,363$ 597,357$

KEY 2013/2014/2015 FINANCE PLAN ACTIONS

3. New Bond issue - Ratings agency (Moody's & S&P) and investor presentations completed in November. S&P Ratings increased from A- to A.4. S&P affirms ratings December 2014.

5. Barclays agreed to extend the LOC to March 20, 2018, at a reduced facility rate of 7.5 basis points - expected $ 95k reduction in annual fees.6. Swap Novation - Documents related to swap novation have been signed with TD Bank, Wells Fargo. Transaction expected to be completed in July.

Original Notional Current Notional AmountAmount Active Swaps* MTM Value Change from 5/31/15 Est. Change from 12/31/14

$811 $587 ($147.6) $6.3 $11.6

*Current Notional Amounts: 1995 Revenue Bond swap currently $270.2 million; 1999 swap $317.0 million. Total $587.2 million

2015 Action Plan Initiatives

Total Swap Valuation - 7/31/2015 (in millions)

Total Subordinated Bonds

Total Senior (Revenue) Bonds

1. LOC restructuring for 2010 Revenue Refunding Bonds closed on March 21, 2013. Three new LOC providers. LOCs fees range from 0.45% to 0.70%.

2. 2008 Revenue Bond LOCs extensions were completed on June 28. Retaining TD Bank and Bank of America with fees at 0.655% to 0.70%, respectively.

FREE STATE REPORTING, INC.Court Reporting Transcription

D.C. Area 301-261-1902Balt. & Annap. 410-974-0947

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DELAWARE RIVER PORT AUTHORITY

BOARD MEETING

One Port CenterTwo Riverside DriveCamden, New Jersey

Wednesday, July 15, 2015

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PRESENT

Pennsylvania Commissioners

Ryan Boyer, ChairmanAntonio Fiol-SilvaMarian MoskowitzWhitney R. WhiteElinor HaiderRohan K. HepkinsEugene DePasquale, Pennsylvania Auditor GeneralJohn Lisko, Esq. (for Pennsylvania Treasurer

Timothy Reese, via telephone)

New Jersey Commissioners

Jeffrey Nash, Vice ChairmanRichard Sweeney (via telephone)Charles FentressE. Frank DiAntonioAlbert Frattali (via telephone at 10:40 a.m.)Tamarisk Jones (via telephone at 10:40 a.m.)

DRPA/PATCO Staff

John Hanson, Chief Executive OfficerMichael Conallen, Deputy Chief Executive OfficerKristen Mayock, Acting General Counsel &

Acting Corporate SecretaryStephen Holden, Deputy General CounselGerald Faber, Assistant General CounselKathleen P. Vandy, Assistant General CounselRichard J. Mosback, Jr., Assistant General CounselJames White, Chief Financial OfficerDan Auletto, Acting Chief Operating OfficerToni Brown, Chief Administrative OfficerMichael Venuto, Chief EngineerWilliam Shanahan, Director, Government RelationsMark Lopez, Manager, Government RelationsJohn Rink, General Manager, PATCOBennett Cornelius, Assistant General Manager, PATCO

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DRPA/PATCO Staff (continued)

Gary Smith, Captain, Public Safety (for PoliceChief Stief)

Kevin LaMarca, Director, ISDavid Aubrey, Acting Inspector GeneralSusan Squillace, Manager, Procurement & Stores,

DRPA/PATCOVijay Pandya, Principal EngineerHoward Korsen, Manager, Contract AdministrationChristina Maroney, Director, Strategic

InitiativesMike Williams, Acting Manager, Corporate

Communications & Community RelationsFran O'Brien, Manager, Corporate Communications &

Community RelationsSteve Reiners, Fleet Manager, Walt Whitman BridgeOrville Parker, Manager, Budget/Financial AnalysisJennifer DePoder, Financial AnalystSheila Milner, Administrative CoordinatorElizabeth McGee, Administrative CoordinatorComfort Dixon, Claims AdministrationNancy Farthing, Executive Assistant to the CEODawn Whiton, Administrative Coordinator to the CEO &

Deputy CEOKhalil Christian, Safety SpecialistCourtney McHugh, Police Dispatcher, Ben Franklin

BridgeKyle Anderson, Director of Corporate CommunicationsRaymond Santarelli, Esq., incoming General Counsel &

Corporate SecretaryDavid Gentile, incoming Inspector General

Others Present:

Amy Herbold, Esq., New Jersey Governor's AuthoritiesUnit

David Dix, Assistant to Chairman BoyerObra Kernodle, Deputy Chief of Staff, Pennsylvania

Governor's OfficeChelsea Guzowski, Director of Special Projects,

Pennsylvania Governor's Office of the Budget

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Others Present (continued):

Victoria Madden, Chief Counsel for Auditor GeneralEugene DePasquale

Christopher Gibson, Esq., Archer & Greiner,(New Jersey Counsel)

Alan Kessler, Esq., Duane Morris LLP(Pennsylvania Counsel)

Stephanie Kosta, Esq., Duane Morris LLP(Pennsylvania Counsel)

Denise Mason (former DRPA/PATCO Commissioner)Craig Hrinkevich, Managing Director, Wells FargoJon Livingston, Manager of Business Development,

Jacobs Engineering Group, Inc.Olivia C. Glenn, Regional Manager, New Jersey

Conservation FoundationTara Chupka (Assistant to John Dougherty)Marcia Perry (Assistant to Kyle Anderson)Joe QuigleyLarry Davis

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I N D E X

Page

Roll Call 9

Report of the CEO - July 2015 11

Report of the CFO 33

Approval of June 17, 2015 Board Meeting Minutes 38

Monthly List of Previously Approved Payments 38Covering Month of June 2015/Monthly List ofPreviously Approved Purchase Orders and Contractsof June 2015

Approval of Operations & Maintenance Committee 39Minutes of July 1, 2015

Adopt Resolutions Approved by Operations & 39Maintenance Committee of July 1, 2015:

DRPA-15-078 Fuel Contract for DRPA & PATCO

DRPA-15-079 Contract No. 83330, SupplementContract for Procurement andDelivery of Highway Rock Saltfor DRPA and PATCO Facilities

DRPA-15-080 Contract No. BF-41-2014 (R),Ben Franklin Bridge Admini-stration and Annex BuildingChiller Replacement Project

DRPA-15-081 Contract No. WW-20-2015, WaltWhitman Bridge Suspension Spanand Towers Painting

DRPA-15-082 Contract No. WW-23-2015, WaltWhitman Bridge Toll Plaza,Substructure, PavingRehabilitation

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I N D E X

(continued)

Page

DRPA-15-083 Construction MonitoringServices for Contract No.WW-23-2015, Walt Whitman BridgeToll Plaza, Substructure,Paving Rehabilitation

DRPA-15-084 Sole Source Contract forGeneral Construction Servicesfor Emergency Work DuringPapal Visit

DRPA-15-085 Sole Source Contract for RailConstruction Services forEmergency Work During PapalVisit

DRPA-15-086 Electrical Energy ProcurementConsulting Services

DRPA-15-087 Verizon Wireless TemporaryLease

Approval of Finance Committee Minutes of 41July 1, 2015

Adopt Resolutions Approved by Finance Committee 41of July 1, 2015:

DRPA-15-088 Wide Area Network (WAN)Equipment

DRPA-15-089 Broker/Consultant for theBridge Property Damage andLoss of Toll Revenue Programand the Claims-Made ExcessLiability Policy

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I N D E X

(continued)

Page

DRPA-15-090 Amendment to Current DRPA 42Bridge Toll Schedule toImplement Discounted TollingProgram and Certain PassengerVehicles and Related Actions

Approval of Audit Committee Minutes of 51July 8, 2015

Approval of Labor Committee Minutes of 52July 8, 2015

Adopt Resolutions Approved by Labor Committee 52of July 8, 2015:

DRPA-15-091 Outside Employment

Unfinished Business 54

New Business

DRPA-15-092 Consideration of Pending 54DRPA Contracts (between$25,000 and $100,000)

DRPA-15-093 Appointment of General 54Counsel

DRPA-15-094 Appointment of Inspector 58General

Executive Session 63

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I N D E X

(continued)

Page

Other Business 63

DRPA-15-095 Approval of Authority'sParticipation in CamdenCounty Improvement Authority(CCIA) Camden BaseballStadium Restructuring Plan

DRPA-15-096 Temporary, Outside Employment

Citizens Advisory Committee Report 64

Public Comment 64

Adjournment 71

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P R O C E E D I N G S

(9:00 a.m.)

CHAIRMAN BOYER: If I could ask everyone to

please rise for a moment of silence and then the

Pledge of Allegiance to the flag.

(Pause/Pledge of Allegiance)

CHAIRMAN BOYER: I'd like to ask the acting

corporate secretary to call roll.

MS. MAYOCK: Chairman Boyer?

CHAIRMAN BOYER: Present.

MS. MAYOCK: Vice Chairman Nash?

VICE CHAIRMAN NASH: Here.

MS. MAYOCK: General DePasquale?

COMMISSIONER DePASQUALE: Here.

MS. MAYOCK: Commissioner Moskowitz?

COMMISSIONER MOSKOWITZ: Here.

MS. MAYOCK: Commissioner Hepkins?

COMMISSIONER HEPKINS: Present.

MS. MAYOCK: Commissioner Haider?

COMMISSIONER HAIDER: Here.

MS. MAYOCK: Commissioner White?

COMMISSIONER WHITE: Here.

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MS. MAYOCK: Commissioner Fiol-Silva?

COMMISSIONER FIOL-SILVA: Present.

MS. MAYOCK: Commissioner Lisko?

COMMISSIONER LISKO: On the phone.

MS. MAYOCK: Thank you. Commissioner

DiAntonio?

COMMISSIONER DiANTONIO: Here.

MS. MAYOCK: Commissioner Fentress?

COMMISSIONER FENTRESS: Here.

MS. MAYOCK: Commissioner Sweeney?

COMMISSIONER SWEENEY: On the phone.

MS. MAYOCK: Thank you. That is a quorum,

sir.

CHAIRMAN BOYER: Thank you, thank you, thank

you. I see we have a pretty big crowd today, a little

larger than normal. I think they're here for some

exciting news that we are scheduled to vote on and

take the DRPA into an era of efficiency and

transparency. And, I would like to thank Vice Chairman

Nash for always keeping us aware that the commuters

need the discount back when we're doing well. Thank

you for that, Vice Chairman Nash.

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VICE CHAIRMAN NASH: Thank you, Chair.

CHAIRMAN BOYER: I would like to thank all the

Commissioners that were here, that were a part of all

the reforms to bring a new day to the Delaware River

Port Authority. Commissioner Dougherty could not be

here. He had a funeral to attend. But I talked to

him this morning and he wanted to give his regards.

As I see the crowd assembled here, I'm very

proud today to be the Chair of this Authority because

we have, I mean, just great leadership in John Hanson.

The team here is great and that's going to be

evidenced later on by what I hope to be the passion of

what you don't see very often in public agencies and

that's giving something back to the consumers. We're

very proud of that.

With that being said, we have the report of

the Chief Executive Officer, John Hanson.

MR. HANSON: Thank you, Chairman Boyer.

First, I would like to acknowledge a special

person who is here with us today. Former New Jersey

Commissioner Denise Mason is here with us, and I'd

like to acknowledge her presence, and thank her for

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her six years of service, great leadership, and

insight.

Vice Chairman Nash?

VICE CHAIRMAN NASH: Thank you, John, and good

morning, everyone. It has been my honor and privilege

to work with a woman, formerly a resident of Camden

City, who has served on this Board for --

MR. HANSON: Six years.

VICE CHAIRMAN NASH: -- 1,700 years or so it

feels. But she has been an outstanding commissioner.

She has been a commissioner who has taken the time --

although we are not compensated for this position --

she has taken an extraordinary amount of time to learn

the agenda before the meetings, to participate at the

committee meetings -- in particular the Finance

Committee and the Audit Committee where some very

difficult decisions that were made; and was directly

involved in several of the reforms that we initiated

at the DRPA in 2010 and 2011.

She took a job in Dallas, Texas, to pursue her

career, a great opportunity for her, but she has been

a great contributor to this Board. And for those

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reasons, on behalf of Governor Christie, Senate

President Steve Sweeney, the New Jersey Commissioners,

and I know I can speak for all current and past

commissioners, we thank you for your service. I think

we have a small token of the Board's appreciation.

Denise?

(Applause.)

VICE CHAIRMAN NASH: One of my favorite

photographs from the 1920s -- 1924 -- when the Ben

Franklin Bridge was discovered.

CHAIRMAN BOYER: You were 12.

(Laughter)

MS. MASON: I didn't know I was going to have

to say anything, but I just want to say that my time

spent on the Port Authority Board has been a great

experience. I've learned a lot. I came in a very

green commissioner in 2010. I think I was the only

banker. Everybody else pretty much is attorneys and

so I had a big learning curve. But, I learned a lot

and I appreciate my time here.

The staff has been wonderful; the

commissioners have been wonderful; and I really am

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going to miss being here.

I appreciate all the well-wishes. I'm sorry

that I'm leaving Camden, especially because I am a

resident and especially since I'm seeing all the

transformation here. So, I'll be back. Thank you

very much.

(Applause)

VICE CHAIRMAN NASH: And, Denise, just

remember . . . the Cowboys suck. (Laughter)

MR. HANSON: Commissioner Mason, on behalf of

my colleagues, the staff at DRPA and PATCO, I would

like to convey our appreciation for your years of

leadership. Thank you.

MS. MASON: Thank you.

MR. HANSON: Next, I would like to welcome

aboard a new member of the leadership team; the new

Director of Corporate Communications, Kyle Anderson,

is here with us. Kyle?

I have two examples of exemplary stewardship

performed by Authority employees. I'm going to go

through them. I would ask both employees to stand and

when they're done, come forward to have their picture

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taken with the chairman and vice chairman.

Since May 29th, DRPA police have taken reports

of nine incidents involving vehicles parked at Ferry

Avenue, in Camden. In these incidents, vehicle

windows were smashed, and electronics and other items

were stolen.

On June 18th, Dispatcher Courtney McHugh, who

was monitoring cameras, observed a suspicious

individual approach an SUV and appear to break the

window. She immediately notified responding officers

of the suspect's description and officers made an

arrest several blocks away. Investigators conclude

that this is the same individual involved in the

previous issues. He has a criminal history and was

currently wanted on an active warrant. This excellent

work of Dispatcher McHugh played a key role in taking

a criminal off the street. Thank you, Dispatcher

McHugh.

I would also like to commend DRPA Safety

Specialist Khalil Christian for a significant

accomplishment. Khalil's former job position at the

naval yard focused on environmental safety. The DRPA

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safety specialist must have a thorough knowledge of

all federal OSHA regulations and training

requirements, including the construction industry. In

order to fulfill the safety specialist job

specification for the development and implementation

of safety and health training programs, Khalil needed

to broaden his safety skills to include OSHA training,

focusing on the construction industry.

Khalil recently attended a week-long OSHA 500

training course called "OSHA Standards for

Construction," conducted by the Chesapeake Bay

Regional Safety Council. He scored a perfect 100 on

his written exam, as well as a perfect score for his

10-minute presentation to the class.

Congratulations, Khalil, on this stewardship

accomplishment and thank you for your continuing

commitment to learning and to helping the employees of

the Authority become safer employees.

Finally, I'd like to report correspondence

that we received from a customer in praise of the

actions of the PATCO staff when the entire system lost

power in wake of storms on June 23rd.

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"The PATCO staff was outstanding during the

delays, yesterday. I was stuck on a train at 8th and

Market, at 6 p.m., and the train operator and station

attendants were the best I've encountered in handling

delays and customers, and I've been riding PATCO for

almost 10 years.

"They made regular informative announcements,

via the conductor, via the PA system, and via station

attendants walking through the cars. The station

attendants also continued to ask if we were okay and

if we needed anything. Their combined, ongoing

efforts kept the atmosphere light and calm.

"When it began to look like the delay would be

longer than expected, they provided information on how

to use New Jersey Transit buses to get to PATCO

stations. As I left the station, there were many

displaced riders at the train station entrance and

everyone was calm as a station attendant worked her

way through the crowd to help the stranded passengers.

"As a long-term PATCO rider, I know the

scenario above shows how far PATCO has come in

customer service and crisis management. So a big

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thank you to PATCO staff and management."

I'd like to ask Khalil and Courtney to come

forward for a picture with the chairman and vice

chairman.

(Pause)

I would now like to inform the Board, as I am

required under the bylaws, of emergency powers actions

that have been taken. Since the last meeting, all

emergency powers actions are taken with the approval

of the Board chairman and vice chairman.

CEO emergency powers authorization was given

to remediate properties along the Gateway Park section

of the Admiral Wilson Boulevard and prepare a response

action outcome, RAO, for each property. Brinkerhoff

Environmental Services has submitted a cost proposal

for $1.5 million to complete the work. They

anticipate completing all work in one year; however,

certain sites will be completed sooner. Once RAOs are

prepared, the properties will be transferred to the

CCMUA.

Secondly, an emergency authorization has been

given to hire Prime Group Remediation, Inc., in the

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amount of $36,000. They are a sole source vendor who

can handle the removal of asbestos from an area above

the passenger ceiling of PATCO cars. The majority of

the ACM was removed and the remaining portion was

encapsulated several years ago. However, some

encapsulated asbestos has separated from the car skin

and is being removed. The remaining ACM remediation

is being done expeditiously.

Lastly, under "Emergency Powers,"

authorization was given to a communications firm in a

contractual amount not to exceed $25,000 for

communication services surrounding the Papal visit,

the communication of emergent issues, and other

communications and messaging services as required.

Community Marketing Concepts, Inc. has been

recommended for this interim role, and our new

Communications Director, Kyle Anderson, will be

working with them.

That concludes the emergency powers that have

been enacted since the last meeting.

Under our Vendor Diversity Program, the Office

of Business Development and Equal Opportunity, in

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collaboration with the DRPA Purchasing Department,

will host a special vendor diversity program event at

One Port Center, on Thursday, August 6th, from 8:30

a.m. to noon. It will feature an overview of the

Vendor Diversity Program and the Authority's

procurement process, plus the announcement of a new

pilot program for a competitive process involving

annual contracts for four frequently purchased

commodity specific areas: gloves, fasteners,

miscellaneous safety items, and trash bags.

This special event demonstrates our ongoing

commitment to diversity and inclusion and to equal

contracting opportunities for all vendors interested

in doing business with the Authority.

The Authority continues its rebranding efforts

with new mission and vision statements, and a tag line

"Stewardship, Service, and Community." Our rebranding

initiative is moving full speed ahead. I would like

to ask CAO Toni Brown to give us an update on that.

MS. BROWN: Yes. Good morning, Commissioners.

I last came before you in April to present information

about our rebranding efforts. At that point, we were

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in the beginning stages. Since then, we have taken

quite a few steps.

Internally, the tag line has been added to all

Authority paychecks and computer station log-ins; each

morning when employees log-in, they see the new tag

line and the vision statement. Also, there is a

biweekly newsletter, Connections, that the information

is also on. The internal website, our e.net, has the

information. You also see our vision and also our tag

line on all the plasma screens throughout the

Authority and also on banners and boards on various

floors.

Now, externally, the tag line has also been

added to all PATCO FREEDOM Cards, to our press

releases, and to our e-newsletters, social media,

Twitter, Facebook, and Linked-In. We have 22 banners

that have been produced in-house by the Walt Whitman

Bridge Sign Shop and those signs are now mounted on

stands with the mission and vision statements for

display at all public meetings and expos. We have

informational brochures that have been distributed to

all facilities for rack displays. We also have them

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at all the PATCO stations.

We have now five new black tablecloths – or,

we call them throws -- that we take with us to expos

and other public meetings. We have displayed for you

up-front what it looks like now when we go out to

expos. There are the throws and we have our brochures

on display, as well as the mission, vision, and

projects banners on display. All of those banners

were created for us in-house by the Walt Whitman

Bridge Sign Shop.

The next steps in this rebranding effort will

be to have signage displays on our bridges, welcome

and thank you signs, vinyl decals to be displayed in

toll booths, also some signage on our DRPA and PATCO

vehicles; and we're looking into putting the logo, or

at least the "Stewardship, Service, and Community" tag

line, on our uniforms.

That concludes our efforts at this point.

We'll keep you posted. And, again, I also want to

say, if there are any commissioners that do want the

new business cards, to let me know. I do have the

forms and we can take that today from you.

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MR. HANSON: Thank you, Toni. And I'd like to

convey my appreciation to you and your rebranding

committee, Thaddeus Abbott, Ann DuVall, Maria Mondile,

Fritz Sims, and Mike Williams, who have worked

collaboratively across DRPA and division lines to move

this initiative forward. Very special thanks go to

Telete Garrison for taking the lead role in

coordinating the many components of this complex and

exciting project.

Toni, could you now give us a briefing and

update on the summer intern project?

MS. BROWN: Yes. Good morning, Commissioners.

We've also provided you, at your seats, with a

directory. This was first provided to the Labor

Committee last week and I was asked to provide this to

you as a Board.

We first want to continue to thank the Board

for its support of the 2015 Summer Intern Program.

With your support, we've been able to place interns in

just about every division, Authority-wide. As a

result of your actions on April 1, 2015, -- to clarify

very formally, via a resolution, our employment of

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relatives’ policy -- we now were able to help 21 of

our employees. So, employee relatives who applied and

met all of the screening criteria were placed. We

placed 48 interns this year and 21 of the 48 are

related to DRPA and PATCO employees.

Two things I'd like to reference. We have the

directory here that we put together by our Human

Resource Services Department. It shows you each and

every one of the interns. We have provided this

directory to the interns as a networking piece for

them. It's been helpful for them and it's helpful for

us.

Also, the report -- the special, by-the-

numbers infographic report -- is an example of some of

the work that our summer interns do. This was created

by a young man who works in my office with me. And it

gives you a glimpse of the program at a glance. It

tells you the top six schools that are represented,

the number of relatives, where these students have

been placed, their majors, and finally, it shows you

that this program is run at about $210,000, which is

not even a quarter percent of our operating budget.

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This $210,000 includes salary, background checks, drug

and alcohol screening, and the uniforms that the young

men and women are required to wear as part of their

work. And that concludes the report.

MR. HANSON: All of the summer interns are in

places where they are making significant contributions

to the organization.

The Papal visit. At this time, I would like

to ask Mr. Rink to update us on planned PATCO service

and fares during the Papal visit.

MR. RINK: Thank you, Mr. Hanson.

Commissioners, starting next week, our website

will go live for our one-day and two-day passes.

Customers interested in buying tickets can do it

online or at our FREEDOM Card center at Broadway

Station. As the Board approved last month, it's a $5

one-day pass or a $10 two-day pass. So, those tickets

go on sale next week. Our existing FREEDOM Card

holders will be able to use their FREEDOM Cards the

day of the event.

In regards to service, as published, on the

day -- the Pope's visit is on Saturday and Sunday.

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PATCO will be running express service from four of our

stations: Lindenwold, Woodcrest to Ferry Avenue and

Broadway, directly into 9th and 10th Street Station in

Philadelphia. The trains will run every 16 minutes

out of these stations -- direct, nonstop -- and we

will be having a train arrive at 9th and 10th every

four minutes.

MR. HANSON: And consistent with what other

transit entities are doing, we will not be selling

tickets on the day of the event; so, service will only

be available to existing FREEDOM Card holders or those

who purchase these special FREEDOM Cards online.

At this time, I'd like to ask the Director of

Information Services, Kevin LaMarca, to provide an

update on our Enterprise Resource Planning, or ERP,

Project.

MR. LaMARCA: Thanks, John. Good morning, Mr.

Chairman, Vice Chairman, and Commissioners.

The ERP project is moving along well. This

month we've had a lot of focus on training. We

identified a need for basic computer training early on

a few months ago, so over the past month, we've been

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conducting Computer 101 training. This system will be

utilized by every single employee, so it was important

that every single employee of the Authority receive

some sort of basic computer training.

We are also conducting tablet training. Some

of the employees will be using tablets when they work

out in the field. There is also a significant amount

of ERP-related training being scheduled for the months

of August, September, and October, including SAP basic

navigation training and SAP transactional training.

We are identifying DRPA and PATCO staff who will be

trainers and train their fellow co-workers in these

areas. This "Train the Trainer Program" will enable

us to retain SAP knowledge within the Authority,

rather than using consultants to train our staff on

how to use SAP.

Aside from training, we also have two upcoming

major milestones for the project kicking off this

month or within the next few weeks -- user acceptance

testing and also payroll parallel testing. The user

acceptance testing: during this phase, DRPA and PATCO

employees will test SAP for a third time with the goal

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of ensuring the current configuration of SAP meets the

needs of the Authority. If so, the Authority will

sign-off on the system, which is designed for go-live

later this year.

For payroll parallel, we are also starting

that. The purpose of payroll parallel is to run

payroll in parallel with SAP in our current systems,

and compare the actual pay to that calculated during

the same period through our current systems -- Banner

and Unisys -- to ensure that SAP meets the needs of

the Authority. Thank you.

MR. HANSON: Thank you, Kevin.

PATCO Car Overhaul Project. I'd like to ask

Chief Engineer Mike Venuto and General Manager John

Rink to provide an update on the Car Overhaul Project.

MR. VENUTO: Good morning, Commissioners. Our

first 12 cars have been accepted and have been put

into revenue service. We expect two more additional

cars to be accepted and put into service this week.

We also have Cars 15 and 16, an 8th married pair that

have been delivered to Lindenwold and will undergo

their initial testing.

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We encountered very few problems along the

line. We had an issue last week with a wiring short

that the contractor has since corrected. We have made

those corrective actions on all of the 16 cars, and

found the root cause of that problem. The car builder

is starting to ramp up their production and we expect

our next set of married pair to come down in the next

three or so weeks. And then from there, we expect

four married pair a month.

MR. HANSON: John, anything to add?

MR. RINK: I'd just add, currently, with our

existing fleet, we have 84 of our legacy, or existing

cars; and now, with the Alstom cars, we have 16; so

currently we have 100 cars on site and Alstom has 20.

As Mike had mentioned, in mid-August the next

two cars will be down here for conditional testing.

As we go through the process, from this point on, two

cars will be delivered and we will send two cars to

Alstom. So from this point on, we would have 100 cars

available for service.

MR. HANSON: Thank you. Mike, John, can you

continue with the status update on the Ben Franklin

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Bridge Track Rehab Project?

MR. VENUTO: Yes, sir. Track 1 work has been

completed; not only the track and the rail, but also

the electric power and the signal work.

We took Track 2 as a continuous outage;

started on July 6th and the summer outage will go

through September 6th. So, we're now working on

electrical power, signaling and wiring, some

miscellaneous painting and structural steel, and then

removing the under bridge platform -- the work

platform. The project is scheduled to be complete by

the end of this year.

MR. HANSON: Thank you.

John, anything to add?

MR. RINK: With the continuous outage that we

gave the contractor this summer, the job will finish

four to five months earlier than anticipated, which

will mean less issues for our customers and we can get

back to our normal schedule sooner than later.

MR. HANSON: Great, thank you.

Franklin Square update. Mike, John, you're up

again for Franklin Square.

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MR. VENUTO: Yes. So, we recently updated the

study to reopen Franklin Square. The study that we

undertook updated all the capital cost to open the

station. Internally, we updated and looked at the

operating cost to reopen the station.

With the capital cost and the operating cost

identified, last month we submitted a grant

application for $26.2 million for the estimated cost

and reopening of the station. We expect to hear

sometime in the fall.

We have prepared a draft schedule. We

prepared a draft advertisement for qualifications for

professional engineering companies to look at

reopening the station. The project will be on the

agenda for the O&M meeting in August to look at the

direction moving forward with this project.

MR. HANSON: John?

MR. RINK: Nothing more to add to Mike's

report.

MR. HANSON: Great. For anyone who hasn't

heard, buying a PATCO ticket is now easier than ever.

PATCO passengers can now use debit and credit cards,

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as well as cash, to purchase paper tickets. This

option will make travel much easier for casual riders

who sometimes arrive at our stations with little or no

cash in their pockets, expecting to pay

electronically. The majority of our regular customers

enjoy the convenience of the prepaid FREEDOM smart

card. Implementing this change is consistent with our

strategic goal of providing customer-oriented,

technologically advanced solutions that meet passenger

needs and expectations. And special thanks to PATCO

Director of Fare Collections, Kathleen Imperatore, who

championed this initiative and who did the analytical

cost/benefit analysis that made it happen.

Wi-Fi. Comcast has begun its installation of

conduit and hardware to offer Wi-Fi at all PATCO

stations and in the subway tunnels. We hope to have

this service available to our customers by the end of

August.

Mr. Chairman, that concludes the verbal

comments to my CEO Report.

CHAIRMAN BOYER: Does anyone have any

questions for the CEO Report?

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No questions. I'll entertain a motion to

accept the CEO's Report.

COMMISSIONER DiANTONIO: So moved.

CHAIRMAN BOYER: Second?

COMMISSIONER HAIDER: Second.

CHAIRMAN BOYER: All in favor?

ALL: Aye.

CHAIRMAN BOYER: All opposed?

Ayes have it.

Now, we'll have the Report of the Chief

Financial Officer, Jim White.

MR. WHITE: Good morning, Mr. Chair.

CHAIRMAN BOYER: Good morning, Mr. White.

MR. WHITE: Before I give you some brief

remarks on the financials, I wanted to call to your

attention the 2014 Annual Report, which each of you

hopefully received a copy of this morning. There are

a lot of people whose efforts are important in terms

of us publishing the Annual Report. I actually got

these copies late yesterday, so I want to particularly

thank Fritz Sims and his printing group for expediting

the printing of this.

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David Aubrey was important in terms of

overseeing the audit; also John Lotierzo, Director of

Finance at PATCO, was very important in this regard;

also Darcie DeBeaumont, who is Acting Manager. They

basically oversaw the audit. In addition, Mike

Williams and Jennifer DePoder were responsible for

pulling together the final report, the result of some

input from Fran O'Brien and others. Jen made a filing

to the GFOA hours before the deadline. Thank you,

Jen. Jen is in the back of the room. Thank you for

your efforts. And we filed for the GFOA award. We've

won that award 22 years in a row, so we hope to get

good news on that.

In addition, there was some mention of the

summer interns. If you look at the back of the

report, you'll actually see that we gave some

acknowledgement to Michael Peiffer, who helped us as a

summer intern and compiled some of the data relating

to the annual report. We're very thankful for that

summer intern.

If we can turn quickly to the DRPA dashboard.

I'll primarily just look at the summary here -- the

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year to date summary sheet -- which I think really

gives you a pretty good capture of what's going on

with the Authority.

We look very, very good in terms of bridge

traffic and I expect that in May and June we will

still be better than 2014. As you can see, year-to-

date through April, our numbers are 2.82 percent above

budget; so we're doing well in traffic. Again, we had

a light snow season, so the new traffic numbers really

reflect that.

In terms of bridge revenues, we are 4.8

percent above budget. What that translates to is,

DRPA toll revenues are roughly $3.5 million greater

than last year. Again, the snows did not impact us as

much as they did last year. And related to the

budget, we are roughly $4.3 million above what we

budgeted for this year. So, both our traffic and our

revenues are doing very, very well this year;

partially due to some traffic growth, partially due to

the fact that the inclement weather did not impact us

as much as usual.

In terms of the operating budget at DRPA, we

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are well below budget at this point. We do always

tend to see that that number gets closer to the 95

percent of budget number toward the end of the year,

but we are running very well as a result of

maintaining our costs in terms of the DRPA operating

budget.

On the capital budget, we are starting to see

expenditures increase. You'll see that in the current

month, we are pretty close to budget. Year-to-date,

we're roughly around 51 percent of the budget. I just

wanted to note that in the Operations Committee agenda

packet there is a report that Engineering Chief Mike

Venuto puts out, called the "Program Performance

Report," which gives you some key information about

the major capital projects and their expenditures

year-to-date. So that's something that you may want

to refer to.

In terms of PATCO ridership and revenues,

we're being impacted somewhat from the snow in the

beginning of the year and also, the Track Rehab

Project has had impact on those numbers. We're around

4.4 percent under budget in terms of the ridership and

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revenues still are trailing by roughly 3.2 percent.

In terms of the PATCO operating budget, it's

around ten (10) percent, year-to-date under; actual

expenditures are ten (10) percent under the budget.

Operating ratio is improving. The final thing here is

the PATCO on-time performance. Again, it is improving

in the current month. In the dashboard, April was 98

percent and the year-to-date average was 97.4 percent.

John, anything you want to add to that, or

John Rink?

MR. RINK: Thank you, Jim, the Commissioners.

As listed in my General Manager's Report, for

the month of June, our on-time performance had dropped

to 93.24 percent. That was a result of the loss of

power due to the June 23rd storm. If we remove those

trains that were affected -- there were 179 trains we

could not run -- our on-time performance would have

been 96.94 percent. Year-to-date, our on-time

performance would be 97.39 percent, close to our 98

percent goal.

MR. WHITE: Thank you, John.

The final thing I would just like to bring to

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your attention is, I've been talking about a swap

novation transaction for a number of months. Our goal

is to replace our current swap counterparty with one

or two new counterparties. We expect that transaction

to happen later today or within the next few days.

That concludes my report.

CHAIRMAN BOYER: Thank you.

Any questions on the CFO report?

There being none, I'm going to ask for

approval of the June 17, 2015 DRPA Board minutes. Can

I get a motion?

COMMISSIONER FENTRESS: Move the motion.

COMMISSIONER DiANTONIO: Second.


ALL: Aye.

CHAIRMAN BOYER: All those opposed?

Ayes have it.

We have a monthly list of previously approved

payments and a monthly list of previously approved

purchase orders and contracts covering the month of

June 2015. I'll accept a motion to receive and file

the monthly list of previously approved payments and

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monthly list of previously approved purchase orders

and contracts.

COMMISSIONER HAIDER: So moved.


COMMISSIONER HEPKINS: Second.


ALL: Aye.


Ayes have it.

Approval of the Operations & Maintenance

Committee meeting minutes of July 1, 2015.




ALL: Aye.


Ayes have it.

Adopt resolutions approved by the Operations &

Maintenance Committee of July 1, 2015. There are ten

(10) items from the Operations & Maintenance Committee

for consideration of approval. They are as follows:

DRPA-15-078, fuel contract for DRPA and PATCO;

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DRPA-15-079, Contract Number 83330,

supplemental contract for procurement and delivery of

highway rock salt for DRPA and PATCO facilities;

DRPA-15-080, Contract Number BF-41-2014, Ben

Franklin Bridge Administration and Annex Building

Chiller Replacement Project;

DRPA-15-081, Contract Number WW-20-2015, Walt

Whitman Bridge suspension span and tower painting;

DRPA-15-082, Contract Number WW-23-2015, Walt

Whitman Bridge toll plaza, substructure, paving

rehabilitation;

DRPA-15-083, construction monitoring services

for Contract Number WW-23-2015, Walt Whitman Bridge

toll plaza, substructure, paving rehabilitation;

DRPA-15-084, sole source contract for general

construction services for emergency work during Papal

visit;

DRPA-15-085, sole source contract for rail

construction services for emergency work during Papal

visit;

DRPA-15-086, electrical energy procurement

consulting services; and

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DRPA-15-087, Verizon Wireless temporary lease.

I'll take a motion for all ten (10).


CHAIRMAN BOYER: Any questions?

Can I get a second?



ALL: Aye.


Ayes have it.

Approval of the Finance Committee meeting

minutes of July 1, 2015.

COMMISSIONER HAIDER: So moved.


COMMISSIONER MOSKOWITZ: Second.


ALL: Aye.


Ayes have it.

Adopt resolutions approved by the Finance

Committee. There are three items for consideration.

They are as follows:

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DRPA-15-088, wide area network equipment; and

DRPA-15-089, Broker/Consultant for Bridge

Property Damage and Loss of Toll Revenue Program and

the Claims-Made and Excess Policy.

I'm going to do those two together; then I'll

do the next one, separately. Can I get a motion for

those two?

COMMISSIONER DePASQUALE: So moved.

CHAIRMAN BOYER: Can I get a second?

COMMISSIONER FENTRESS: Second.


ALL: Aye.

CHAIRMAN BOYER: All opposed? Okay.

And the last one is an amendment to the

current DRPA bridge toll schedule in order to

implement a discount tolling program on certain

passenger vehicles and related actions. This

authorizes -- this amendment authorizes the current

DRPA bridge toll schedule to include discount tolling

for certain passenger vehicles making minimum numbers

of toll crossings over DRPA bridges and related

actions.

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This resolution amends the current DRPA bridge

toll schedule and provides a discounted tolling

program for a period of three years beginning on or

before December 1, 2015, for those passenger vehicles

utilizing E-ZPass transponders and making a minimum of

eighteen (18) toll crossings over the DRPA bridges per

calendar month.

Do I have any comments on that?

VICE CHAIRMAN NASH: Yes, Chairman. Thank

you. It is time to lower the tolls to benefit our

frequent bridge commuters. I want to thank the

administration, John Hanson, Jim White, and so many

others who were part of the management team over the

past several years, and especially the men and women

who are the employees of this Authority, who have made

great sacrifices over the past years.

In 2010, this Board enacted several reforms

that changed the direction of the Authority and the

direction of this Board. As a consequence of those

changes, the great leadership of our administration

and the hard work of the employees, we were able to

set a course that put this Authority in an outstanding

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financial position. That has been reflected not just

by me, but through our audits and also by statements

made by the Wall Street rating agencies.

We are one of the few authorities that are

paying most of our liabilities back and we have begun

to repay some of our debt, especially some of the swap

transactions of several years ago. And because of

that, we are now in a position to benefit our most

frequent bridge commuters and that is a tribute to

everyone who has worked so hard to make that a

reality.

Once again, I want to thank John Hanson, his

team, and the employees for giving our customers --

our bridge customers -- that benefit.

CHAIRMAN BOYER: I would like to recognize

Auditor General DePasquale, who absolutely has been a

yeoman in this. He was voted into office by the

voters of the Commonwealth of Pennsylvania to be our

Auditor General and I would like to get his comments

on this.

COMMISSIONER DePASQUALE: Thank you, Chairman.

First of all, to John, and your team, and the entire

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staff of the Authority, it's great work by your team.

The Board sets the policy, but your team is

implementing it and all of your team should be

commended for this.

I want to commend, certainly, Chairman Boyer

and Vice Chairman Nash for their work here; also your

predecessors for their great work. 2010 was a big

turning point and I think both Republican and

Democratic governors of both New Jersey and

Pennsylvania, both current and previous, deserve

credit, as does Senate President Sweeney for his

leadership in this.

I know sometimes these things cannot always

get through the message of what happens, but this is

really about giving the working men and women of

southeast Pennsylvania and southern Jersey a little

bit of a break. Some people will say it's not a lot

of money; but for the hardworking men and women, it’s

a little bit of a break. In these tough economic

times, where you're seeing so many other prices go up

for them, we're one of the few entities anywhere in

the country that's actually lowering the cost. It

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gives people a little bit of a break, a little bit of

a breathing room.

And for that, again, thanks to the staff and

the leadership here for making that happen. It shows

that when you're willing to make the tough choices and

the sacrifices that this Board has made -- before I

got here and continuing when I did get here -- it can

pay off in the long run. So, thank you for your

leadership.

But, again, this is about giving the working

men and women of this region just a little bit of a

break. It doesn't solve all the problems. It gives

them a little bit of a break and that's a good thing.

CHAIRMAN BOYER: Any other commissioners have

any comments? Does anyone from the public have

comments? I'm told that we have a public comment?

Yes, you can go up to the mic. Make your way

to the mic, sir.

MR. DAVIS: Good morning. My name is Larry

Davis. I'm just about on the Citizens Advisory

Committee for the DRPA. I haven't had my final

interview yet. I have questions and concerns about

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this frequent commuter discount and giving back to the

men and women of New Jersey and Pennsylvania, and all

that, but not including PATCO.

I don't know. There has been talk about the

drivers on the bridge being the best customers. I

don't know why that doesn't include PATCO as being

good customers. There are six PATCO New Jersey

stations that commute into Pennsylvania that already

pay more per daily commute -- is something funny over

there, Mr. Nash? Am I not getting your attention?

VICE CHAIRMAN NASH: I was talking to the

Chairman about your issue.

MR. DAVIS: Okay. Excuse me, okay. There are

six stations in New Jersey that commute into

Pennsylvania that already pay more per daily commute

than people who drive over the bridges. In the month

of May, that averaged out to over 14,000 riders a day

that pay more than $5 a day to drive into New Jersey.

A frequent commuter discount should include all DRPA

customers. Community is part of your new tag line.

PATCO, by definition, is part of that community.

Having a discount that would incentivize

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driving would increase traffic, increase congestion,

increase parking problems in the city, and probably

also lower ridership on PATCO. So any discount for

frequent commuters, in my opinion and many others,

should also include PATCO.

VICE CHAIRMAN NASH: Mr. Davis, I think you

and I share a passion for PATCO. Over the past

several years, this Authority has invested to

rehabilitate and revitalize all the stations. We have

completely changed the fare collection system. We

have invested millions and millions of dollars on pole

and track rehabilitation. We have instituted the

Transit Ambassadors Program. We're about to open the

Franklin Square Station. And we are paying

$300 million -- or about $180 million to $300 million

-- for new cars. The PATCO ridership fare, on

average, is lower than that of New Jersey Transit and

some of the SEPTA lines of equal distance.

As a matter of economy, PATCO runs at a fifty

(50) percent cost deficit that is supplemented by the

bridge commuters. This year in particular, with about

a $50 million capital investment in PATCO, the bridge

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commuters are supplementing the PATCO cost by

$80 million.

While I would certainly support giving some

break, a similar break to commuters of PATCO, at some

point -- as I have for many, many years -- I think the

economies do not justify it at this particular time

because of the investment that is being made.

MR. DAVIS: Your comments about New Jersey

Transit and SEPTA, I'm not aware about New Jersey

Transit, but I know SEPTA does offer a frequent

discount for people who buy monthly or weekly passes.

You travel X amount of times for a certain period, you

get a discount.

VICE CHAIRMAN NASH: That is true. However,

the cost even after the discount, on average, of

SEPTA --

MR. DAVIS: Cost per rider, I don’t think is

the issue. As far as the commuter issue, that's your

business. That's not our business. Giving a frequent

commuter discount should include all members of the

DRPA community. It should not be selective. It would

be detrimental to the region to put more cars on the

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road and take more people off trains.

CHAIRMAN BOYER: Thank you, sir. Point well

taken.

MR. DAVIS: Also, if I can make one more

comment?

Excuse me, sir, I'm sorry.

CHAIRMAN BOYER: Brief, yes.

MR. DAVIS: This was not -- at last week's

Citizens Advisory Committee, there were not enough

people to vote on this, so we did not have enough time

to discuss review and make recommendations to the

Board because this was put up at the last minute.

VICE CHAIRMAN NASH: If I could just -- the

predecessor Chairman to the Citizens Advisory Board,

Jonathan Latko, came to this Board prior to your

involvement and explicitly requested that this Board

consider a bridge commuter discount.

MR. DAVIS: Do you know when that was?

VICE CHAIRMAN NASH: I don't recall the

specific date.

MR. DAVIS: So, it was not the current Board.

VICE CHAIRMAN NASH: The current -- it's the

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same Citizen --

MR. DAVIS: The current CAC Board and it was

not the current CAC Board Chairman, correct?

CHAIRMAN BOYER: All right, point very well

taken. We're not going to litigate the past right

here.

If there's no further comment from the public

or commissioners, I'll entertain a motion for the

commuter discount.




CHAIRMAN BOYER: All those in favor?

ALL: Aye.

CHAIRMAN BOYER: All those opposed?

Ayes have it. We have a new commuter discount

on our bridges. Congratulations.

Approval of the Audit Committee meeting


COMMISSIONER DePASQUALE: So moved.



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ALL: Aye.


The ayes have it.

Approval of the Labor Committee minutes of

July 8, 2015.


CHAIRMAN BOYER: Second? Can I get a second?



ALL: Aye.


Ayes have it.

Adopt resolutions approved by the Labor

Committee of July 8, 2015. There is one item the

Labor Committee has for consideration, outside

employment.

Toni Brown?

MS. BROWN: Okay, yes. Good morning.

CHAIRMAN BOYER: Good morning.

MS. BROWN: The Authority has a policy in

place for outside employment. Whenever employees are

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looking to engage in outside employment, they must

seek approval from their supervisor and the CEO. For

directors and above, they are required to get Board

approval. And so, these individuals have requested

approval from the Board; they were approved at the

Labor Committee after it was determined by their

supervisors that this outside work would not conflict

with their duties at the DRPA or PATCO and would not

be a conflict of interest in any way.

Those individuals are: Kristen Mayock -- it's

noted for you in the resolution and summary statement

-- Kristen Mayock, Acting General Counsel and

Corporate Secretary; Michael Conallen, who is our

Deputy Chief Executive Officer; Michael Venuto, who is

the Chief Engineer; William Shanahan, our Director of

Government Relations; Jack Stief, who serves as our

Police Chief; and also, Stephen Holden, who is our

Deputy General Counsel. All requests have been deemed

appropriate and approved at management level and also

at the Labor Committee level.

CHAIRMAN BOYER: Can I get a motion?


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ALL: Aye.


Ayes have it.

Are there any items for unfinished business

for the DRPA Board?

New business. There are three items in new

business for consideration of approval. They are as

follows:

DRPA-15-092, consideration of pending DRPA

contracts between $25,000 and $100,000. Can I get a

motion?


CHAIRMAN BOYER: And a second?



ALL: Aye.


Ayes have it.

DRPA-15-093, appointment of General Counsel.

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Ms. Brown, could you talk about the process of the

choosing the General Counsel?

MS. BROWN: Yes. The position of General

Counsel was posted for the period April 27 to May 8,

2015. In addition to advertising this position

vacancy on DRPA's website, the posting also appeared

on numerous job boards; twenty-four (24) to be exact.

We placed print ads in the Courier-Post and the

Philadelphia Inquirer, and we posted the position

online in the Washington Post and New York Times.

We received 80 applications. Applicants were

screened for the following criteria. We were looking

for at least 20 years of legal experience, with a

focus on litigation, and including labor and

employment law, contracting, real property conveyance,

public corporate law, and other corporate procedures.

We were looking for someone who was a member of the

New Jersey and Pennsylvania Bars, who had demonstrated

experience managing a group of attorneys and who had

solid investigation and negotiation skills.

Based on these criteria, CEO Hanson and I

interviewed three individuals. We recommended to the

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Labor Committee that they consider Raymond Santarelli,

of Bluebell, Pennsylvania, for General Counsel and

Corporate Secretary. After careful review, the

Committee recommended Mr. Santarelli to be the General

Counsel and Corporate Secretary.

Mr. Santarelli is currently a shareholder in

the law firm of Elliott Greenleaf. As a partner in

the law firm, he has experience managing lawyers,

assigning cases, and ensuring that expectations are

met. He possesses solid experience representing

numerous governmental entities, where he gained

significant experience managing outside counsel.

He has experience with matters before the

Equal Employment Opportunity Commission, and is well

versed in matters pertaining to Title VII, the FMLA,

the ADEA, and ADA claims. In fact, during his

interview, he told us that he had tried and won an age

discrimination claim in federal court. He has handled

complex legal issues, which include a health care

provider case and a wage and hour case.

Mr. Santarelli presently serves as the Hearing

Committee member on the Disciplinary Board of the

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Supreme Court of Pennsylvania. In that capacity, he

hears cases and reviews files concerning attorneys

accused of misconduct. He serves on this Board on a

voluntary, unpaid basis.

During his interview, Mr. Santarelli told us

that to be effective as a general counsel, one must

provide timely advice and counsel to the Board and

staff, and actively manage litigation. He told us

that the General Counsel must be able to handle

himself in all situations and remain poised and

focused under pressure. He described his management

style as hands-on. He wants his employees to be -- to

perform to the best of their abilities and is willing

to provide the necessary coaching to help them develop

professionally. He works collaboratively and seeks --

is very comfortable seeking input from stakeholders.

These skills, coupled with his extensive legal

acumen and management experience, elevated him to the

top candidate for the position of General Counsel and

Corporate Secretary. Mr. Santarelli looks forward to

the opportunity to serve in both capacities.

CHAIRMAN BOYER: With that being said, can I

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get a motion to approve the General Counsel?

COMMISSIONER HEPKINS: Mr. Chairman, I so

move.


VICE CHAIRMAN NASH: Second.


ALL: Aye.


The ayes have it. Welcome, Raymond. I met

Raymond. He is --

(Applause)

CHAIRMAN BOYER: Raymond is a top-notch

professional and, as Toni noted in his bio, has

unparalleled legal experience. We look forward to you

helping us to move forward with our goals and our

vision. Thank you.

MR. SANTARELLI: Thank you, Mr. Chairman.

CHAIRMAN BOYER: And now we have DRPA-15-094,

appointment of Inspector General.

Ms. Brown, again.

MS. BROWN: Yes. For the Inspector General

process, we posted this position vacancy from

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November 5, to December 5, 2014. Once again, in

addition to advertising this position on the DRPA

website, the posting appeared on numerous job boards

-- online job boards. We placed print ads for this

position in the Courier-Post and the Philadelphia

Inquirer, and, once again, posted the position online

with the Washington Post and the New York Times.

For this position, we received 73

applications. Applicants responded to a series of

questions designed to get more information about their

management-level experience, their ability to work

with executive-level stakeholders, and a record

demonstrating integrity, objectivity, independence,

judgment, and confidentiality in all professional

engagements.

We were looking for someone with strong

expertise in conducting investigations, with an

emphasis on conducting and managing complex

investigations involving allegations of fraud, theft,

deception, waste, abuse, and conspiracy. We were also

looking for someone with knowledge about government

auditing standards.

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The process that we followed was as follows.

After a thorough review, we developed a short list of

our top ten (10) candidates, four (4) of whom either

declined to be interviewed because they had already

accepted work elsewhere or failed to show up for the

interview. This left the staff with six individuals

to be interviewed.

After interviewing those six candidates, CEO

Hanson and I recommended that four candidates be

interviewed by the Board's Audit Committee. The Audit

Committee narrowed the pool of candidates to three

and, after very careful consideration, recommends

David Gentile, of Laurel Springs, New Jersey, for this

position.

Mr. Gentile is a retired FBI special agent.

After retiring from the FBI, he directed labor

relations for the Pennsylvania Convention Center and

was an executive for an Atlantic City casino

management company. Mr. Gentile previously served as

the chief compliance officer at the Pennsylvania

Turnpike Commission. There, he directed audit and

advisory service operations and was responsible for

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numerous investigations. After he left the Turnpike

Commission, he continued to serve them as a

consultant.

Currently, he is president and CEO of Protocol

Security Partners, which specializes in criminal

investigations, training, and consulting services.

Upon appointment and approval to the position of

Inspector General, he has advised that he will

immediately divest his interest in this company.

During the interview process, Mr. Gentile told

us that one of his top priorities will be to outline a

clear process to be followed when conducting audits

and investigations. Although he will be sensitive to

issues pertaining to fraud and waste, he feels that

the Inspector General's office is here to help

departments and provide oversight to help make things

better. He looks forward to working with the Audit

Committee and with members of the Board.

The Audit Committee was duly impressed with

Mr. Gentile's background, his accomplishments, and

particularly his work at the Pennsylvania Turnpike

Commission. They also found him to have strong

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leadership and communication skills.

CHAIRMAN BOYER: With that being said, I'll

entertain a motion.





ALL: Aye.


Ayes have it.

And, David Gentile, welcome.

(Applause)

CHAIRMAN BOYER: I had a very pleasant

experience with Dave in an adversarial situation.

Dave was the labor broker at the Pennsylvania

Convention Center and he came there in some trying

times. He always was fair. You didn't always get

your way, but a ball was a ball and a strike was a

strike; and a ball was a ball and a strike was a

strike for everyone, fairly and consistently. He is a

man of high integrity and high honor. I thank you

Dave and welcome you, today.

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MR. GENTILE: Thank you, Mr. Chairman, members

of the committee, and to all the staff. Thank you all

very much.

CHAIRMAN BOYER: Thank you. We're going to go

a little out of order here and go into Executive

Session. I need a motion.


CHAIRMAN BOYER: Do I have a second?



ALL: Aye.


We are in Executive Session.

(Off the record at 10:18 a.m.)

(On the record at 10:40 a.m.)

CHAIRMAN BOYER: I would like to ask for the

approval of two resolutions, DRPA-15-095, approval of

the Authority's participation in the Camden County

Improvement Authority's Camden Baseball Stadium

Restructuring Plan, and DRPA-15-096, temporary outside

employment of Ray Santarelli.


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COMMISSIONER WHITE: Second.

VICE CHAIRMAN NASH: I want to note my

abstention on the resolution regarding Camden County.

CHAIRMAN BOYER: Okay.

MS. MAYOCK: I'd also note for the record that

Commissioner Jones and Commissioner Frattali have

joined us on the telephone.


ALL: Aye.


The ayes have it, with the notable abstention

of the Vice Chair, Jeff Nash.

We have the Citizens Advisory Committee

report. Is there a report from the Citizens Advisory

Committee?

We have public comments. Larry Davis, PATCO

Watch?

MS. MAYOCK: I think he spoke already.

CHAIRMAN BOYER: You spoke already? What

about Joe Quigley?

MR. QUIGLEY: Yes. Joe Quigley, toll payer.

Relative to the resolution you just passed on the

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Camden Baseball Stadium. I read the documentation and

as best I can determine, this is -- it's structured as

a $6.5 million loan. It's actually a gift because

you're never going to see that money again. Baseball

operations cannot recover. I'm not opposed to that.

As a professional baseball umpire, I've

actually officiated games at that field. It's a great

field and I encourage that program. But my question

is -- the owner of that facility, if I'm not mistaken,

is Rutgers University. So why are we giving six (6)

and a half (1/2) million dollars to Rutgers

University? Why is it incumbent upon us to do that?

Shouldn't Rutgers University make sure that thing is

solid?

MR. HANSON: The structure is actually owned

by Camden Baseball, LLC, right? And Rutgers has the

reversionary. Is that how it works?

MR. WHITE: No.

MR. HANSON: Rutgers owns it?

MR. WHITE: Yes, Rutgers owns it, but our loan

is with CFCA.

MR. HANSON: So, our loan is with Camden

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Baseball, not Rutgers, and the situation is that, if

we don't accept this, foreclosure proceedings are

going to go forward and we'll be out. So, Rutgers

does not have an obligation because the loan was made

to Cooper's Ferry Baseball.

MR. QUIGLEY: I understand that. That was in

the documentation. How much has Rutgers put in the

pool to try to keep it from going under? I mean,

we're putting up $6.5 mil, which we're never going to

see again.

MR. HANSON: I don't think Rutgers ever

invested anything. It was an investment by the New

Jersey EDA, us, and Santander Bank – Sovereign Bank,

at the time.

MR. QUIGLEY: Okay. Is that our core

business? Didn't we restructure a couple of years

back and say that that's -- we're going to stick to

the core business.

MR. HANSON: This is getting us out of a non -

- you're right, this gets us out of a non-core

operation.

CHAIRMAN BOYER: It's not a new loan that

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we're doing. This is old money that we're trying to

recuperate. This isn't anything new. I think you

think that this is a new $6.5 million loan. It is

not. We already outlaid it; we outlaid it years ago.

Now, we're trying to recoup what we can of the outlay.

MR. QUIGLEY: Okay.

MR. HANSON: Yes, this one was made in 2001.

CHAIRMAN BOYER: Yes, this is a 2001 loan.

MR. QUIGLEY: Okay, all right.

COMMISSIONER DePASQUALE: It's probably fair

to say that we're trying to manage, as best we can, a

bad situation.

MR. QUIGLEY: I hear you. It's a black hole.

Yeah, I understand. Okay.

Switching lanes here, earlier there was an

approval of a payment of $52,125 to AECOM Tech

Services, which is a regular vendor here, for Victor

Lofts. Why are we spending $52,000 for technical

services to Victor Lofts?

MR. HANSON: Mike, do you want to talk about

that?

MR. VENUTO: This is an ongoing obligation for

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the environmental remediation of Victor Lofts. AECOM

is our technical consultant providing LSRP services

for overseeing the work of a previously hired

consultant, Pennoni, to do the environment work at

Victor Lofts.

MR. HANSON: In the 2000 timeframe, General

Electric, when they vacated the old Victor Building --

Building 17, when I worked there on the assembly line,

-- when they vacated those buildings, they deed-

restricted them against residential use. The only way

that they would lift the deed restriction was if DRPA

indemnified them and accepted the liability.

So, back in 2000 or 2001, DRPA indemnified and

accepted the liability for the environmental liability

and any remediation responsibilities that went along

with that. We have been actively involved in this

since that time.

MR. QUIGLEY: Okay. Is there an end to this

tunnel or does it keep going on?

MR. HANSON: Christina?

MS. MARONEY: It's a continuous process, due

to the need for remediating the property since 1998.

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But, because of the new LSRD structure under the

Department of Environmental Protection, the guidelines

have changed. So we're going back, at this point, and

making sure that we've delineated these and that we

have the foundation on all the requisite tests that we

did. AECOM is helping provide management and oversight

and Pennoni is going to be LSRP on the project.

MR. QUIGLEY: Thank you. I don't know what

the secrecy was about the Verizon Wireless temporary

lease. Everyone in O&M had to go into Executive

Session, then they came out of the Executive Session,

and it got approved. I couldn't find any

documentation in that meeting as to what it was. There

was something attached to this meeting about $5,000

they're going to pay us for a temporary lease to store

equipment on our property, as best I can determine. I

couldn't find out what the length of the temporary

lease was and what's the purpose? Is it for the Papal

visit or what?

MR. HANSON: Let me just -- there are two

separate issues. What was voted on today was us

putting -- us putting wireless service into the PATCO

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tunnels.

MR. QUIGLEY: Into where?

MR. HANSON: The PATCO tunnels.

MR. QUIGLEY: Oh, it's the tunnels, okay.

MR. HANSON: The item that we voted on today

was to install Internet service into the PATCO

tunnels, to the PATCO underground stations.

MR. QUIGLEY: Understood.

MR. HANSON: Probably won’t reach all the way

down the tunnels. The matter in O&M was a different

matter and it bears on matters of homeland security,

which can't be disclosed.

MR. QUIGLEY: Okay, that's fine. And in

conclusion, I would be remiss if I didn't give kudos

to Michael Conallen, having beaten him up two years

ago at this very microphone for not getting the

contract in place for the consultants. Now, with the

energy audits, now we're starting to see measurable

seven-digit numbers coming back on the electric-side.

I can't wait to see what they get on the telephone-

side. I'd be most anxious to see that. Thank you.

MS. MAYOCK: Chairman Boyer, I have one more

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item to note for the record; Commissioner Frattali

wanted to express that he was recusing himself from

the appointment of the IG. I wanted to have that

noted for the record.

CHAIRMAN BOYER: Okay. If there is no further

business for the DRPA, I'll accept a motion to adjourn

the meeting.


CHAIRMAN BOYER: May I have a second?



ALL: Aye.


The motion carries. The DRPA meeting is

adjourned.

(Whereupon, at 10:49 a.m., on Wednesday,

July 15, 2015, the meeting adjourned.)

There being no further business, on motion duly

made and seconded, the meeting was adjourned.

Respectfully submitted,

Kristen K. MayockActing Corporate Secretary

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C E R T I F I C A T E

This is to certify that the attached

proceedings before the Delaware River Port Authority

on July 15, 2015, were held as herein appears, and

that this is the original transcript thereof for the

file of the Authority.

FREE STATE REPORTING, INC.

_____________________________Timothy J. Atkinson, Jr.Official Reporter

DRPA MONTHLY LIST OFPREVIOUSLY APPROVED

MONTHLY LIST OF PAYMENTS

DELAWARE RIVER PORT AUTHORITYMONTHLY LIST OF PREVIOUSLY APPROVED PAYMENTS 07/01/15 THRU 07/31/15

MEETING DATE 08/16/2015

VENDOR NAME ITEM DESCRIPTIONRESOLUTION #/ AUTHORIZATION AMOUNT

AJILON PROFESSIONAL STAFFING Audit, Legal, Consultant & Other 14-092 $10,977.86 BROWN & CONNERY, LLP Audit, Legal, Consultant & Other 13-032 $8,580.67 BUCHANAN INGERSOLL & ROONEY PC Audit, Legal, Consultant & Other 13-032 $765.00 DILWORTH PAXSON LLP Audit, Legal, Consultant & Other 13-032 $8,482.50 DUANE MORRIS, LLP Audit, Legal, Consultant & Other 13-032 $6,633.92 GALLAGHER BENEFIT SERVICES, INC Audit, Legal, Consultant & Other 12-069 $23,437.50 LAMB McERLANE, P.C. Audit, Legal, Consultant & Other 13-032 $1,237.50 PARKER MCCAY P.A. Audit, Legal, Consultant & Other 13-032 $603.38 RICHARD C. MCNEILL JR., ARBITRATOR Audit, Legal, Consultant & Other 25KTHRES $750.00 STEVENS & LEE Audit, Legal, Consultant & Other 13-032 $2,317.80

Audit, Legal, Consultant & Other Total $63,786.13HATCH MOTT MACDONALD, LLC AWB Environmental Assessments 11-094 $5,357.28 **

AWB Environmental Assessments Total $5,357.28JOHNSON, MIRMIRAN & THOMPSON, INC. BFB Construction Monitoring Services 14-099 $114,136.62 **

BFB Construction Monitoring Services Total $114,136.62HNTB CORPORATION - NORTHEAST DIVISION BFB NJ Approach 15-068 $41,275.26 **RAILROAD/IRON BRIDGE BFB NJ Approach 15-068 $231,417.00 **

BFB NJ Approach Total $272,692.26HNTB CORPORATION - NORTHEAST DIVISION BFB Parapet & Fascia Monitoring 14-048 $39,591.86

BFB Parapet & Fascia Monitoring Total $39,591.86HNTB CORPORATION - NORTHEAST DIVISION BFB Parapet Design Services 11-094 $2,792.05 **

BFB Parapet Design Services Total $2,792.05HNTB CORPORATION - NORTHEAST DIVISION BFB PATCO Track Rehabilitation 12-080 $338,221.39 **RAILROAD/IRON BRIDGE BFB PATCO Track Rehabilitation 13-079 $6,176,777.46 **

BFB PATCO Track Rehabilitation Total $6,514,998.85JAMES J ANDERSON CONSTRUCTION BFB Pavement Repairs 14-010 $170,631.67 **STV, INC BFB Pavement Repairs 14-150 $118,349.56 **URBAN ENGINEERS INC BFB Pavement Repairs 11-094 $3,509.12 **

BFB Pavement Repairs Total $292,490.35BANK OF NEW YORK - MELLON Bond Service Bond Resolutions $480,784.11TD BANK, N.A. Bond Service Bond Resolutions $7,736,590.45

Bond Service Total $8,217,374.56TD WEALTH Bond Trustee Fees 09-075 $6,500.00

Bond Trustee Fees Total $6,500.00HNTB CORPORATION - NORTHEAST DIVISION BRB Biennial Inspection 14-012 $28,538.63

BRB Biennial Inspection Total $28,538.63AECOM TECHNICAL SERVICES, INC BRB Box Chord Repairs 11-094 $10,953.93 **

BRB Box Chord Repairs Total $10,953.93AECOM TECHNICAL SERVICES, INC BRB Ramp D Environmental 14-048 $47,402.58

BRB Ramp D Environmental Total $47,402.58IEW CONSTRUCTION GROUP INC BRB Resurfacing 14-098 $731,370.30 **

BRB Resurfacing Total $731,370.30STAR LITE PRODUCTIONS Bridge Decorative Lighting 14-144 $26,791.00

Bridge Decorative Lighting Total $26,791.00COAST-TO-COAST CAREER FAIRS LLC Business Meetings 25KTHRES $1,200.00 JOHANNE CORKER Business Meetings 25KTHRES $20.53 VITARELLI'S RESTAURANT & CATERING Business Meetings 25KTHRES $3,007.55 WOMEN'S BUSINESS ENTERPRISE COUNCIL Business Meetings 25KTHRES $195.00

Business Meetings Total $4,423.08CORCON INC CBB Painting 14-149 $732,262.50 **STV, INC CBB Painting 11-094 $20,893.40 **

CBB Painting Total $753,155.90DAVID PEIFFER CDL License 25KTHRES $44.00 GARY THORPE CDL License 25KTHRES $44.00 MARK GALLO CDL License 25KTHRES $44.00 MICHAEL WALTERS CDL License 25KTHRES $89.50 WILLIAM SUTHERLAND CDL License 25KTHRES $89.50

CDL License Total $311.00ROBERT MELIKIAN Citizen Advisory Committee Expenses 25KTHRES $90.89

Citizen Advisory Committee Expenses Total $90.89FREE STATE REPORTING, INC. Commissioner Meeting Expense 14-046 $1,533.92 PENNSYLVANIA CONVENTION CENTER/SMG Commissioner Meeting Expense 25KTHRES $1,356.00 VITARELLI'S RESTAURANT & CATERING Commissioner Meeting Expense 25KTHRES $300.00

Commissioner Meeting Expense Total $3,189.92

** Capital Labor Page 1 of 8




BROWN'S GRAPHIC SOLUTIONS, INC Commissioner Other Expense 25KTHRES $18.85 Commissioner Other Expense Total $18.85

GRANT THORNTON LLP Computer Equipment 13-097 $104,115.00 **MODSPACE Computer Equipment 25KTHRES $600.00 **SCHNEIDER ELECTRIC Computer Equipment 14-152 $320,835.72 **

Computer Equipment Total $425,550.72CONFIDENTIAL ARBITRATION SETTLEMENT Confidential Legal Settlement 25KTHRES $2,000.00

Confidential Legal Settlement Total $2,000.00BOWMAN & COMPANY LLP Contractual Services 14-158 $71,000.00 COURT LIAISON SERVICES, LLC Contractual Services 14-088 $2,500.00 HRSOFT USA, INC Contractual Services 13-132 $25,333.00 IRON MOUNTAIN INCORPORATED Contractual Services 12-044 $14,422.48 MISTRAS GROUP INC. Contractual Services 25KTHRES $2,150.00 NORTHEAST WORKS & SAFETY BOATS, LLC Contractual Services 13-117 $14,649.76 TRANSTECH MANAGEMENT INC Contractual Services 14-097 $45,761.39

Contractual Services Total $175,816.63CANON FINANCIAL SERVICES INC Copier Lease 11-027 $7,598.82

Copier Lease Total $7,598.82WATTS WINDOW CLEANING Custodial Services 13-091 $50,453.87

Custodial Services Total $50,453.87LEXISNEXIS Data Processing 25KTHRES $1,159.00

Data Processing Total $1,159.00RIGGINS Diesel Fuel 14-082 $2,872.91

Diesel Fuel Total $2,872.91CLEAN VENTURE INC Disposal Fees 13-076 $2,500.00 COUNTRY GAS SERVICES INC Disposal Fees 25KTHRES $344.10 POLLUTION CONTROL FINANCING Disposal Fees 25KTHRES $12.66 SAFETY-KLEEN SYSTEMS, INC. Disposal Fees 25KTHRES $260.84

Disposal Fees Total $3,117.60ATLANTIC CITY ELECTRIC Electricity UTILITY $15,085.97 DIRECT ENERGY BUSINESS Electricity UTILITY $33,198.74 P S E & G Electricity UTILITY $25,689.90 PECO ENERGY Electricity UTILITY $47,966.03

Electricity Total $121,940.64DELTA DENTAL Employee Dental Insurance 13-103 $29,497.11

Employee Dental Insurance Total $29,497.11AMERIHEALTH INSURANCE Employee Medical Insurance 14-115 $665,197.21

Employee Medical Insurance Total $665,197.21BARBARA HOLCOMB Employee Mileage 25KTHRES $53.25 **BARBARA HOLCOMB Employee Mileage 25KTHRES $114.70 BETTY GREGORY Employee Mileage 25KTHRES $5.18 BRIAN P. MCFADDEN Employee Mileage 25KTHRES $22.60 **BRIAN P. MCFADDEN Employee Mileage 25KTHRES $97.13 CONSTANTINO PARISI Employee Mileage 25KTHRES $93.20 CURTIS JACKSON Employee Mileage 25KTHRES $10.35 DARYL JENIFER Employee Mileage 25KTHRES $26.46 DAWN WALLACE Employee Mileage 25KTHRES $10.36 GAIL POLK Employee Mileage 25KTHRES $24.15 GLENN CARNEY Employee Mileage 25KTHRES $10.35 JAMES HARTNETT Employee Mileage 25KTHRES $5.18 JAMES MURRAY Employee Mileage 25KTHRES $5.18 JANET ROMANI Employee Mileage 25KTHRES $20.70 JOHN A. CUJDIK Employee Mileage 25KTHRES $11.50 JOHN FRANKLIN Employee Mileage 25KTHRES $15.53 KRISTEN KLEPACKI Employee Mileage 25KTHRES $20.70 MICHAEL VENUTO Employee Mileage 25KTHRES $73.91 NIASHA JORDAN Employee Mileage 25KTHRES $10.35 NYDIA ROSARIO Employee Mileage 25KTHRES $10.29 PARIS COLEY Employee Mileage 25KTHRES $11.50 PATRICIA GRIFFEY Employee Mileage 25KTHRES $145.62 ROXANNE LEANDER LA ROC Employee Mileage 25KTHRES $56.00 SAMUEL PICKEN Employee Mileage 25KTHRES $11.50 SUSANA NIXON Employee Mileage 25KTHRES $5.18 SYVILLA WILLIAMS Employee Mileage 25KTHRES $11.50





TIMOTHY AHERN Employee Mileage 25KTHRES $11.50 TINA THOMSON Employee Mileage 25KTHRES $52.90 WALTER DOUGHERTY Employee Mileage 25KTHRES $16.10 WILLIAM EDWARDS Employee Mileage 25KTHRES $10.36

Employee Mileage Total $973.23VISION BENEFITS OF AMERICA Employee Vision Insurance 13-105 $3,062.95

Employee Vision Insurance Total $3,062.95JACOBS ENGINEERING GROUP INC Engineering Support Services 14-048 $24,747.01

Engineering Support Services Total $24,747.01DELL MARKETING L.P. Equipment 25KTHRES $17,842.40 EPLUS TECHNOLOGY INC Equipment 25KTHRES $2,997.72 SCHNEIDER ELECTRIC Equipment 25KTHRES $3,833.60 SOFTWARE HOUSE INTERNATIONAL Equipment 25KTHRES $2,203.50 TACTICAL PUBLIC SAFETY Equipment 25KTHRES $1,349.00

Equipment Total $28,226.22SLATE BELT SAFETY Equipment & Tools 25KTHRES $891.00

Equipment & Tools Total $891.00VERIZON WIRELESS ERP Tablet Data Expense UTILITY $6,979.80

ERP Tablet Data Expense Total $6,979.80BURNS ENGINEERING INC Escalator Replacement Woodcrest 12-011 $3,647.75 **

Escalator Replacement Woodcrest Total $3,647.75XEROX STATE & LOCAL SOLUTIONS, INC. E-ZPass Clearing Account 04-031 $38,861.40

E-ZPass Clearing Account Total $38,861.40AMERICAN EXPRESS E-ZPass Credit Card Fee 04-031 $7.45PAYMENTECH E-ZPass Credit Card Fee 04-031 $334.56

E-ZPass Credit Card Fee Total $342.01NJ TURNPIKE AUTHORITY (NJ E-ZPASS) E-ZPass Credit Card Fee Settlement 04-031 $217,640.93

E-ZPass Credit Card Fee Settlement Total $217,640.93XEROX STATE & LOCAL SOLUTIONS, INC. E-ZPass Fixed Monthly Operations Fee 04-031 $27,810.29

E-ZPass Fixed Monthly Operations Fee Total $27,810.29NEW JERSEY TURNPIKE AUTHORITY E-ZPass Toll System 04-031 $8,709.79 **NEW JERSEY TURNPIKE AUTHORITY E-ZPass Toll System 14-031 $45,490.75 **

E-ZPass Toll System Total $54,200.54XEROX STATE & LOCAL SOLUTIONS, INC. E-ZPass VPC 04-031 $18,268.81

E-ZPass VPC Total $18,268.81XEROX STATE & LOCAL SOLUTIONS, INC. E-ZPass Walk In CSC 04-031 $44,597.50

E-ZPass Walk In CSC Total $44,597.50INTERNAL REVENUE SERVICE-CHICAGO Federal/FICA Payroll Taxes $2,205,869.21

Federal/FICA Payroll Taxes Total $2,205,869.21NETWORKFLEET, INC. Fleet GPS 13-085 $4,699.60

Fleet GPS Total $4,699.60G.A. BLANCO & SONS Furniture and Fixtures 25KTHRES $640.00 GROUPE LACASSE LLC Furniture and Fixtures 25KTHRES $2,041.00

Furniture and Fixtures Total $2,681.00RIGGINS Gasoline - Unleaded 14-082 $39,994.25

Gasoline - Unleaded Total $39,994.25COOPER'S FERRY /CAMDEN COUNTY Haddon Ave Transit Village 11-111 $204,804.63 COOPER'S FERRY /REMINGTON & VERNICK Haddon Ave Transit Village 11-111 $31,700.40

Haddon Ave Transit Village Total $236,505.03P S E & G Heat UTILITY $757.44 PHILADELPHIA GAS WORKS Heat UTILITY $1,326.05 SOUTH JERSEY GAS COMPANY Heat UTILITY $401.11

Heat Total $2,484.60AON RISK SERVICES CENTRAL, INC. Insurance 15-063 $2,914,232.72 NATIONAL UNION FIRE INSURANCE Insurance 14-052 $48,189.93

Insurance Total $2,962,422.65PORT AUTHORITY TRANSIT Intercompany Transfers $1,500,000.00

Intercompany Transfers Total $1,500,000.00THE SWARTHMORE GROUP, INC Investment Management Fees 00-079 $22,946.29

Investment Management Fees Total $22,946.29O'NEILL CONSULTING CORP IUOE Health & Welfare 09-097 $3,629.81

IUOE Health & Welfare Total $3,629.81IUOE 542 BENEFIT FUNDS IUOE Medical Insurance 15-033 $283,338.00

IUOE Medical Insurance Total $283,338.00





ASHOK PATEL Job Certifications & Licenses 25KTHRES $50.00 Job Certifications & Licenses Total $50.00

WEEDS, INC. Landscaping - Fertilizer 15-026 $21,260.00 Landscaping - Fertilizer Total $21,260.00

BARCLAY OPERATING CORP Letter of Credit Fees 09-075 $200,685.25Letter of Credit Fees Total $200,685.25

BANK OF AMERICA Letter of Credit Payment 08-021 $230,408.38BANK OF AMERICA Letter of Credit Payment 12-021 $250.00

Letter of Credit Payment Total $230,658.38DELL MARKETING L.P. Licensing Fees - Software 15-030 $183,561.89 EPLUS TECHNOLOGY INC Licensing Fees - Software 25KTHRES $7,302.00 SOFTWARE HOUSE INTERNATIONAL Licensing Fees - Software 15-047 $45,099.45 SUNGARD AVAILABILITY SERVICES LP Licensing Fees - Software 25KTHRES $8,498.00 XEROX GOVERNMENT SYSTEMS, LLC Licensing Fees - Software 15-047 $84,991.70

Licensing Fees - Software Total $329,453.04RUMSEY ELECTRIC CO Lighting, Elect. & Lane Markers 15-004 $124,836.80 **

Lighting, Elect. & Lane Markers Total $124,836.80CAMDEN PARKING AUTHORITY Limited Mobility Parking 25KTHRES $636.65

Limited Mobility Parking Total $636.65TD BANK, N.A. LOC Fees 12-021 $237,705.28

LOC Fees Total $237,705.28ROYAL BANK OF CANADA LOC Fees – 2010 Rev Ref Bonds 12-021 $245,062.48

LOC Fees – 2010 Rev Ref Bonds Total $245,062.48BANK OF NEW YORK - MELLON LOC Fees -2010 Rev Ref Bonds 12-021 $52,112.62

LOC Fees -2010 Rev Ref Bonds Total $52,112.62TRANSCORE Maint. Fee - Toll Collection Equip 15-011 $71,777.00

Maint. Fee - Toll Collection Equip Total $71,777.00INTERSTATE MOBILE CARE, INC. Medical Testing 14-103 $23,524.00 WORKNET OCCUPATIONAL MEDICINE Medical Testing 14-103 $255.00

Medical Testing Total $23,779.00AICPA Membership Dues 25KTHRES $245.00 ALLEN SULLIVAN Membership Dues 25KTHRES $110.00 ATTORNEY REGISTRATION Membership Dues 25KTHRES $200.00 GOVERNMENT FINANCE OFFICERS ASSOC (GFOA) Membership Dues 25KTHRES $950.00 PHILADELPHIA CHAMBER OF COMMERCE Membership Dues 25KTHRES $5,681.00 MAGLOCLEN Membership Dues 25KTHRES $400.00 SOCIETY FOR HUMAN RESOURCE MANAGEMENT Membership Dues 25KTHRES $190.00 WOMEN'S TRANSPORTATION SEMINAR Membership Dues 25KTHRES $95.00

Membership Dues Total $7,871.00TD BANK, N.A. Net Payroll $106,171.52WELLS FARGO BANK, NA Net Payroll $2,490,183.73

Net Payroll Total $2,596,355.25N.J. STATE - GIT NJ Payroll Taxes $92,899.80

NJ Payroll Taxes Total $92,899.80BRINKERHOFF ENVIORNMENTAL SERVICES NJ Sites Remediation 14-030 $29,758.33 **

NJ Sites Remediation Total $29,758.33NEW JERSEY DEPT. OF LABOR NJ Unemployment Comp Taxes $19,163.62

NJ Unemployment Comp Taxes Total $19,163.62NATIONAL UNION FIRE INSURANCE OCIP Accrual 14-052 $21,954.11

OCIP Accrual Total $21,954.11BROWN'S GRAPHIC SOLUTIONS, INC Office Supplies 25KTHRES $87.15 PAPER MART, INC. Office Supplies 14-144 $877.50 W.B. MASON CO. INC. Office Supplies 14-144 $1,762.53

Office Supplies Total $2,727.18PA DEPT OF REVENUE PA Payroll Taxes $46,325.16

PA Payroll Taxes Total $46,325.16PA STATE EMP RETIREMENT SYS PA Pension Employee Share $193,038.64

PA Pension Employee Share Total $193,038.64PAPER MART, INC. Paper 14-144 $1,037.05

Paper Total $1,037.05AE STONE INC Parking Lots 13-112 $159,757.42 **

Parking Lots Total $159,757.42XEROX STATE & LOCAL SOLUTIONS, INC. Parking TXN Fees 04-031 $468.57

Parking TXN Fees Total $468.57





LAZ PARKING MID ATLANTIC LLC Part-time Toll Collectors 13-095 $74,668.35 Part-time Toll Collectors Total $74,668.35

JACOBS ENGINEERING GROUP INC PATCO Emergency Diesel Generator 11-094 $5,283.45 **PATCO Emergency Diesel Generator Total $5,283.45

AON RISK SERVICES CENTRAL, INC. PATCO Insurance 15-036 $236,773.00 PATCO Insurance Total $236,773.00

PENNONI ASSOCIATES INC PATCO Outbound Survey 13-081 $50,623.45 **PATCO Outbound Survey Total $50,623.45

QUAL-LYNX PATCO Professional Services 12-006 $6,520.50 PATCO Professional Services Total $6,520.50

SPRINT PATCO Telephone UTILITY $2,001.66 VERIZON PATCO Telephone UTILITY $7,814.18

PATCO Telephone Total $9,815.84JPC GROUP, INC. PATCO Ventilation Vault Repairs 13-016 $300,543.43 **

PATCO Ventilation Vault Repairs Total $300,543.43PNC P-Card 25KTHRES $122,372.85

P-Card Total $122,372.85N.J. PUBLIC EMPLOYEES RETIREMENT SYSTEM Pension & Benefits $3,767.44

Pension & Benefits Total $3,767.44TREASURER, STATE OF NEW JERSEY Permit Fees 25KTHRES $7,890.00

Permit Fees Total $7,890.00CITY OF PHILADELPHIA Phila Employee W/H Taxes $24,165.60

Phila Employee W/H Taxes Total $24,165.60NORTH AMERICAN RESCUE LLC Police Equipment 25KTHRES $3,619.94

Police Equipment Total $3,619.94TD BANK, N.A. Police Retro Net Payroll $1,030,245.58

Police Retro Net Payroll Total $1,030,245.58AMERICAN EXPEDITING COMPANY Postage 25KTHRES $77.12 PITNEY BOWES Postage 15-067 $45,000.00 UNITED PARCEL SERVICE (UPS) Postage 25KTHRES $1,102.32

Postage Total $46,179.44ALLEN REPRODUCTION CO Printing 25KTHRES $703.50

Printing Total $703.50JENNIFER KELLY, PH.D. LLC Professional Services 25KTHRES $2,800.00 THE ERIC RYAN CORPORATION Professional Services 13-088 $275.15QUAL-LYNX Professional Services 12-006 $7,654.50

Professional Services Total $10,729.65AECOM TECHNICAL SERVICES, INC Rehabilitation Drainage 13-001 $319.40 **

Rehabilitation Drainage Total $319.40GRANT RELATED PASS-THROUGH Reimbursable Payments Related To Grants $49,942.82

Reimbursable Payments Related To Grants Total $49,942.82BARCLAYS CAPITAL, INC. Remarketing Fees - VRDO Bonds 09-075 $27,093.57 BNY MELLON CAPITAL MARKETS, LLC Remarketing Fees - VRDO Bonds 09-075 $9,030.19 MERRILL LYNCH, PIERCE, FENNER & SMITH INC Remarketing Fees - VRDO Bonds 08-021 $22,336.01

Remarketing Fees - VRDO Bonds Total $58,459.77TD BANK, N.A. Remarketing Fees –2008 Rev Ref 08-021 $49,359.20

Remarketing Fees –2008 Rev Ref Total $49,359.20CONSOLIDATED CONTROLS, INC. Repairs - Equipment 25KTHRES $2,855.00 DRAEGER SAFETY DIAGNOSTICS, INC Repairs - Equipment 25KTHRES $85.00 T SLACK ENVIRONMENTAL SERVICES INC Repairs - Equipment 14-022 $4,466.99 THYSSENKRUPP ELEVATOR CORPORATION Repairs - Equipment 15-026 $456.25 TRI-M GROUP LLC Repairs - Equipment 14-123 $12,027.50

Repairs - Equipment Total $19,890.74GRAYBAR ELECTRIC COMPANY INC Repairs - Bridges 25KTHRES $112.70 GRIFFITH ELECTRIC SUPPLY Repairs - Bridges 25KTHRES $3,838.45 T SLACK ENVIRONMENTAL SERVICES INC Repairs - Bridges 14-022 $2,265.50 THYSSENKRUPP ELEVATOR CORPORATION Repairs - Bridges 25KTHRES $11,136.66 TRANSPO INDUSTRIES INC Repairs - Bridges 25KTHRES $14,860.00 TRI-M GROUP LLC Repairs - Bridges 14-123 $9,927.50

Repairs - Bridges Total $42,140.81PALOMINO ROOFING Repairs - Buildings 25KTHRES $9,121.25 TRI-COUNTY TERMITE & PEST CONTROL INC. Repairs - Buildings 25KTHRES $170.00

Repairs - Buildings Total $9,291.25CREATIVE VISUAL SYSTEMS Repairs - Furniture and Fixtures 25KTHRES $770.00





Repairs - Furniture and Fixtures Total $770.00TOZOUR ENERGY SYSTEMS, INC. Repairs - Heating/AC System 25KTHRES $2,992.00 TRI-M GROUP LLC Repairs - Heating/AC System 14-123 $15,122.50

Repairs - Heating/AC System Total $18,114.50TOSHIBA BUSINESS SOLUTIONS, USA Repairs - Office Equipment 25KTHRES $738.10

Repairs - Office Equipment Total $738.10ONE CALL CONCEPTS Repairs - Signs 25KTHRES $4.96 PENNSYLVANIA ONE CALL SYSTEM INC Repairs - Signs 25KTHRES $1,211.40

Repairs - Signs Total $1,216.36ALLEN REPRODUCTION CO Repairs Bridge 25KTHRES $2,937.20 **AMMANN & WHITNEY CONSULTING ENGINEERS Repairs Bridge 13-042 $18,115.43 **SHERWIN WILLIAMS Repairs Bridge 25KTHRES $4,970.18 **

Repairs Bridge Total $26,022.8184 LUMBER COMPANY, LP Repairs to Buildings 25KTHRES $1,774.03 **JOHNSTONE SUPPLY Repairs to Buildings 25KTHRES $2,110.60 **REMINGTON & VERNICK ENGINEERS, INC Repairs to Buildings 11-094 $1,882.45 **SIMPLEXGRINNELL, LP Repairs to Buildings 25KTHRES $1,321.00 **STEEL DOORS, INC. Repairs to Buildings 25KTHRES $1,795.00 **WILLIAMS SCOTSMAN INC Repairs to Buildings 25KTHRES $1,779.05 **

Repairs to Buildings Total $10,662.13NATIONAL PAVING CO, INC Replacement of Roadway 25KTHRES $56.16

Replacement of Roadway Total $56.16AMERIHEALTH INSURANCE Retiree Medical Insurance 14-115 $393,571.72 HORIZON BLUE CROSS BLUE SHIELD Retiree Medical Insurance 14-132 $52,125.02 UNITED HEALTHCARE/AARP Retiree Medical Insurance 14-133 $116,571.27

Retiree Medical Insurance Total $562,268.01MCCORMICK, TAYLOR & ASSOCIATES Signs 15-001 $15,244.90 **

Signs Total $15,244.90MORTON SALT INC. Snow Removal - Salt 25KTHRES $9,562.66

Snow Removal - Salt Total $9,562.66HENKE MANUFACTURING Snow Removal Equipment 25KTHRES $14,222.00 **

Snow Removal Equipment Total $14,222.00ELLIOTT-LEWIS Soft/Hardware Service Contracts 25KTHRES $835.00 SCHNEIDER ELECTRIC Soft/Hardware Service Contracts 14-102 $3,101.75 SUNGARD AVAILABILITY SERVICES LP Soft/Hardware Service Contracts 10-135 $4,023.00

Soft/Hardware Service Contracts Total $7,959.75SOWINSKI SULLIVAN ARCHITECTS, PC Station Improvements 13-080 $16,121.77 **

Station Improvements Total $16,121.77503 CORP Stores Inventory 25KTHRES $327.60 A&A GLOVE & SAFETY CO. Stores Inventory 25KTHRES $4,355.50 ACE PLUMBING & ELECTRICAL SUPPLIES CO. INC. Stores Inventory 25KTHRES $380.64 AIRGAS USA, LLC. Stores Inventory 25KTHRES $568.62 BDF INDUSTRIAL FASTENERS Stores Inventory 25KTHRES $570.68 COONEY BROTHERS INC Stores Inventory 25KTHRES $184.93 FRANKLIN ELECTRIC CO Stores Inventory 25KTHRES $5,635.92 LINDSAY TRANSPORTATION SOLUTIONS Stores Inventory 14-144 $10,467.20 MULTIFACET, INC. Stores Inventory 25KTHRES $1,892.54 PENDERGAST SAFETY EQUIP Stores Inventory 25KTHRES $1,209.36 ROBERTS OXYGEN Stores Inventory 25KTHRES $201.25 SALERNO TIRE CORPORATION Stores Inventory 25KTHRES $2,214.16 UNITED ELECTRIC SUPPLY COMPANY Stores Inventory 25KTHRES $2,639.23 Y-PERS Stores Inventory 25KTHRES $462.00

Stores Inventory Total $31,109.63DIRECTV Subscriptions 25KTHRES $13.18 GOVERNMENT NEWS NETWORK - GOVNET Subscriptions 25KTHRES $82.50 HARVARD BUSINESS REVIEW Subscriptions 25KTHRES $119.00 THOMSON REUTERS- WEST Subscriptions 25KTHRES $815.34

Subscriptions Total $1,030.02GRIFFITH ELECTRIC SUPPLY Supplies 25KTHRES $2,451.00 SOUTH JERSEY WELDING Supplies 25KTHRES $462.30 TRI-COUNTY TERMITE & PEST CONTROL INC. Supplies 25KTHRES $240.00 UNITED SITE SERVICES NORTHEAST, INC. Supplies 25KTHRES $168.00

Supplies Total $3,321.30UBS GLOBAL ASSET MANAGEMENT Swap Interest Payments 01-019 $2,683,361.09





Swap Interest Payments Total $2,683,361.09SPRINT Telephone UTILITY $2,338.89 THE CONFERENCE GROUP, LLC Telephone UTILITY $335.20 VERIZON Telephone UTILITY $31,903.83 VERIZON BUSINESS Telephone UTILITY $1,191.53 VERIZON WIRELESS Telephone UTILITY $6,739.49

Telephone Total $42,508.94DUNBAR ARMORED, INC. Toll Deposit Processing Fee 14-093 $18,164.65

Toll Deposit Processing Fee Total $18,164.65CHARLIE LYNN Toll Refunds 25KTHRES $10.00 DEAN NEWTON Toll Refunds 25KTHRES $10.00 DOMENIC REPICE Toll Refunds 25KTHRES $110.00 IZANA JACKSON Toll Refunds 25KTHRES $10.00 JACINTA PUCKETT Toll Refunds 25KTHRES $5.00 LINDA GAITHRIGHT Toll Refunds 25KTHRES $5.00 LISA ZACCARIA Toll Refunds 25KTHRES $20.00 MAMARY COULIBALY Toll Refunds 25KTHRES $60.00 MICHAEL BABICKI Toll Refunds 25KTHRES $10.00 MICHAEL CASSIDY Toll Refunds 25KTHRES $1.00 NICK SIDERIS Toll Refunds 25KTHRES $1.00 NOEL HARRISON Toll Refunds 25KTHRES $15.00 REGINA LITTLE Toll Refunds 25KTHRES $80.00 REGINALD DAVIS Toll Refunds 25KTHRES $15.00 SHUKRIYYAH DURBAY Toll Refunds 25KTHRES $5.00 STEPHANIE DOUGHERTY Toll Refunds 25KTHRES $10.00

Toll Refunds Total $367.00ALLEN SULLIVAN Training - Registration 25KTHRES $449.10 AVANT RESOURCES Training - Registration 25KTHRES $209.00 BRIDGE ENGINEERING ASSOCIATION Training - Registration 25KTHRES $675.00 CAPITAL SAFETY - USA Training - Registration 25KTHRES $10,950.00 CORNELL UNIVERSITY Training - Registration 25KTHRES $1,695.75 DAVID J. AUBREY Training - Registration 25KTHRES $539.10 NATIONAL SEMINARS TRAINING Training - Registration 25KTHRES $4,178.00 NECI Training - Registration 25KTHRES $1,520.95 NEW JERSEY STATE SAFETY COUNCIL Training - Registration 25KTHRES $620.00 RUTGERS, THE STATE UNIVERSITY Training - Registration 25KTHRES $435.00 SANS INSTITUTE Training - Registration 25KTHRES $5,779.00 SURGENT MCCOY SELF-STUDY CPE, LLC Training - Registration 25KTHRES $649.00 THE RODGERS GROUP, LLC Training - Registration 25KTHRES $21,536.00

Training - Registration Total $49,235.90AMERICAN AIRLINES INC Training, Travel and Subsistence 25KTHRES $458.20 HOTEL ROGER WILLIAMS Training, Travel and Subsistence 25KTHRES $1,498.64 STOCKTON UNIVERSITY Training, Travel and Subsistence 25KTHRES $150.00

Training, Travel and Subsistence Total $2,106.84XEROX STATE & LOCAL SOLUTIONS, INC. Transaction Fees 04-031 $254,544.72

Transaction Fees Total $254,544.72ALSTOM TRANSPORTATION INCORPORATED Transit Car Overhaul 10-154 $6,020,979.80 **

Transit Car Overhaul Total $6,020,979.80WASTE MANAGEMENT OF NEW JERSEY, INC Trash Removal 13-071 $3,471.72 WASTE MANAGEMENT OF PA INC Trash Removal 13-071 $2,219.68

Trash Removal Total $5,691.40JOHNNY SANTIAGO Tuition Reimbursement 25KTHRES $321.00

Tuition Reimbursement Total $321.00A&A GLOVE & SAFETY CO. Uniforms 25KTHRES $2,708.45 ACME UNIFORM FOR INDUSTRY Uniforms 25KTHRES $529.30 AMERICAN UNIFORM SALES INC Uniforms 25KTHRES $2,183.62 KEYPORT ARMY & NAVY Uniforms 25KTHRES $1,564.50 LAWMEN SUPPLY CO OF NEW JERSEY, INC. Uniforms 25KTHRES $572.80

Uniforms Total $7,558.67EMPLOYEE PASS THROUGH PAYMENTS Union Dues, Employee Contributions, Etc. $210,998.83

Union Dues, Employee Contributions, Etc. Total $210,998.83UNI-SELECT USA, INC Vehicle Repairs - Inside 15-023 $5,240.96

Vehicle Repairs - Inside Total $5,240.96UNI-SELECT USA, INC Vehicle Supplies 15-023 $7,000.37





Vehicle Supplies Total $7,000.37EAST COAST EMERGENCY LIGHTING, INC. Vehicles 15-026 $33,934.20 **

Vehicles Total $33,934.20CAMDEN COUNTY MUA Water and Sewer UTILITY $3,080.00 CITY OF PHILA Water and Sewer UTILITY $14,132.35 MERCHANTVILLE-PENNSAUKEN Water and Sewer UTILITY $1,875.30 NESTLE WATERS NORTH AMERICA Water and Sewer 15-026 $793.55 NEW JERSEY AMERICAN WATER Water and Sewer UTILITY $1,296.93

Water and Sewer Total $21,178.13CITY OF WILMINGTON Wilmington Employee W/H Taxes $474.48

Wilmington Employee W/H Taxes Total $474.48QUAL-LYNX Workmen's Compensation 12-105 $145,851.53

Workmen's Compensation Total $145,851.53

$43,578,548.32


DRPA MONTHLY LIST OFPREVIOUSLY APPROVED

PURCHASE ORDERS & CONTRACTS

DRPA MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JULY 2015

VENDOR NAME ITEM DESCRIPTION PO NUMBER AMOUNT RESOLUTION

A&A GLOVE & SAFETY CO. Stores Inventory Account P15P0250 $3,076.00 25KTHRES

A&A GLOVE & SAFETY CO. Stores Inventory Account P15P0264 $1,100.00 25KTHRES

ACE PLUMBING & ELECTRICAL SUPPLIES CO. Stores Inventory Account P15P0247 $380.64 25KTHRES

ATLAS FLASHER AND SUPPLY CO INC Stores Inventory Account P15P0271 $15,200.00 25KTHRES

AVANTI DATA PRODUCTS Repair/Replacement Toll Equip P15P0272 $1,680.00 25KTHRES

BDF INDUSTRIAL FASTENERS Stores Inventory Account P15P0240 $334.80 25KTHRES

BOTTOMLINE TECHNOLOGIES INC Soft/Hardware Service Contracts P15M0026 $496.00 25KTHRES

CHEMSEARCH Stores Inventory Account P15P0262 $1,438.96 25KTHRES

CLEAN VENTURE INC Disposal Fees Hazardous Materials P15C0044 $7,000.00 DRPA-15-067




DELL MARKETING L.P. Computer Equipment P15S0102 $22,989.35 25KTHRES

DELL MARKETING L.P. Licensing Fees - Software P15S0098 $14,176.00 25KTHRES

DELL MARKETING L.P. Soft/Hardware Service Contracts P15S0101 $10,305.13 25KTHRES

DELL MARKETING L.P. Soft/Hardware Service Contracts P15S0104 $1,452.15 25KTHRES

EASTERN DATA PAPER Stores Inventory Account P15P0249 $3,379.20 25KTHRES

FRANKLIN ELECTRIC CO Stores Inventory Account P15P0244 $5,544.00 25KTHRES

G.A. BLANCO & SONS Office Equipment P15P0269 $2,842.00 25KTHRES

GRIFFITH ELECTRIC SUPPLY Repairs - Bridges P15P0251 $3,936.00 25KTHRES

GRIFFITH ELECTRIC SUPPLY Repairs - Bridges P15P0273 $3,290.00 25KTHRES

HILLTOP BLOCK & SUPPLY Landscaping - Seed and Shrubs P15P0239 $9,698.00 25KTHRES

JOHNSTONE SUPPLY Repairs - Heating/AC System P15E0025 $2,974.37 25KTHRES

JOSEPH FAZZIO, INC. Replacement of Roadway P15P0257 $2,633.40 25KTHRES

KENSEAL CONSTRUCTION PRODUCTS Painting - Bridges P15P0270 $8,567.20 25KTHRES

LAWMEN SUPPLY CO OF NEW JERSEY, INC. Uniforms P15P0258 $1,677.00 25KTHRES

LAWMEN SUPPLY CO OF NEW JERSEY, INC. Uniforms P15P0260 $1,402.50 25KTHRES

LAWSON PRODUCTS INC Stores Inventory Account P15P0241 $453.60 25KTHRES

LONG FENCE COMPANY Repairs - Bridges P15P0266 $17,514.00 25KTHRES

MORTON SALT INC. Snow Removal - Salt P15S0051 $9,562.66 25KTHRES

MULTIFACET, INC. Stores Inventory Account P15P0248 $1,036.00 25KTHRES

MULTIFACET, INC. Stores Inventory Account P15P0255 $150.96 25KTHRES

MULTIFACET, INC. Stores Inventory Account P15P0275 $380.10 25KTHRES

NAT ALEXANDER COMPANY Repairs - Other Equipment P15P0245 $851.40 25KTHRES

NATIONAL PAVING CO, INC Replacement of Roadway P15P0265 $1,560.00 25KTHRES

NOREGON SYSTEMS, INC. Soft/Hardware Service Contracts P15P0259 $798.00 25KTHRES

OLD DOMINION BRUSH Stores Inventory Account P15P0254 $720.00 25KTHRES

OLD DOMINION BRUSH Stores Inventory Account P15P0267 $1,080.00 25KTHRES

PABCO INDUSTRIES,INC Stores Inventory Account P15P0242 $2,431.00 25KTHRES

PENDERGAST SAFETY EQUIP Stores Inventory Account P15P0243 $1,209.36 25KTHRES

PORTER LEE CORPORATION Licensing Fees - Software P15M0025 $2,464.00 25KTHRES

SALERNO TIRE CORPORATION Stores Inventory Account P15P0268 $556.60 25KTHRES

SCHNEIDER ELECTRIC Computer Equipment P15S0111 $22,178.00 25KTHRES

SHERWIN WILLIAMS Stores Inventory Account P15P0252 $619.32 25KTHRES

SIMPLEXGRINNELL, LP Repairs - Buildings P15S0113 $2,833.00 25KTHRES

UNITED ELECTRIC SUPPLY COMPANY Stores Inventory Account P15P0256 $849.11 25KTHRES

W.B. MASON CO. INC. Stores Inventory Account P15P0253 $818.40 25KTHRES

W.B. MASON CO. INC. Stores Inventory Account P15P0261 $125.10 25KTHRES

WASTE MANAGEMENT OF NEW JERSEY, INC Trash Removal P15C0039 $17,474.00 DRPA-15-067



WASTE MANAGEMENT OF PA INC Trash Removal P15C0040 $3,000.00 DRPA-15-067

WASTE MANAGEMENT OF PA INC Trash Removal P15C0041 $22,067.00 DRPA-15-067

WINZINGER INC. Repairs - Bridges P15E0022 $3,008.23 25KTHRES

Y-PERS Stores Inventory Account P15P0246 $216.00 25KTHRES

Y-PERS Stores Inventory Account P15P0263 $3,426.00 25KTHRES

Y-PERS Stores Inventory Account P15P0277 $843.75 25KTHRES

BALANCE SHEET

Restricted Funds Restricted Funds March 31, 2015 December 31 2014

Capital Project Revenue Maintenance Bond Service Bond Reserve General Combined Combined

Fund Funds Fund Fund Funds Funds Fund Total Total

Assets

Current Assets

Cash and cash equivalents -$ -$ 1,600,628$ -$ -$ -$ 28,567,541$ 30,168,169$ 31,048,925$

Investments - - 1,017,000 - - - 441,445,599 442,462,599 434,116,036

Accounts receivable, net of allowance for uncollectibles - - 4,640,843 - - - 4,194,412 8,835,255 9,136,830

Accrued interest receivable - - - - - - 329,379 329,379 425,709

Transit system and storeroom inventories - - 387,556 - - - 5,558,976 5,946,533 5,999,891

Economic development loans - current - - - - - - 600,000 600,000 3,773,988

Prepaid expenses - - 1,579,196 - - - 1,601,776 3,180,972 5,253,256

Restricted assets - - - - - - - -

Cash and cash equivalents - 536,831 1,790,499 - - - - 2,327,330 3,247,038

Investments - 15,303,626 11,917,981 4,761,785 25,275,997 135,194,525 - 192,453,914 240,692,468

Accrued interest receivable - 3,605 - - - - 0 3,605 3,605

Total current assets -$ 15,844,061$ 22,933,703$ 4,761,785$ 25,275,997$ 135,194,525$ 482,297,684$ 686,307,755$ 733,697,747$

Noncurrent Assets

Restricted investments for capital projects - 224,131,784 - - - - - 224,131,784 239,730,418

Capital assets 2,139,174,445 25,000 2,139,199,445 2,127,256,648

Accumulated Depreciation 793,581,142 - 793,581,142 779,236,228

Total capital assets, net of accumulated depreciation 1,345,593,303$ -$ -$ -$ -$ -$ 25,000$ 1,345,618,303$ 1,348,020,421$

Other

Economic development loans, net of allowance for uncollectibles - - - - - - 14,169,876 14,169,876 14,169,289

Debt insurance costs, net of amortization 981,561 - - - - - 288,721 1,270,282 1,295,393

Total other assets 981,561 - - - - - 14,458,597 15,440,158 15,464,682

Total noncurrent assets 1,346,574,865$ 224,131,784$ -$ -$ -$ -$ 14,483,597$ 1,585,190,245$ 1,603,215,520$

Total assets 1,346,574,865$ 239,975,845$ 22,933,703$ 4,761,785$ 25,275,997$ 135,194,525$ 496,781,281$ 2,271,498,000$ 2,336,913,267$

Deferred Outflows of Resources

Accumulated decrease in fair value of hedging derivatives 116,424,408 - - - - - - 116,424,408 116,424,408

Loss on refunding of debt 7,439,574 - - - - - 4,353,547 11,793,121 12,339,216

Total deferred outflows of resources 123,863,982$ -$ -$ -$ -$ -$ 4,353,547$ 128,217,529$ 128,763,624$

Liabilities

Current Liabilities

Accounts payable

Retained amounts on contracts - - 149,843 - - - 10,654,726 10,804,569 10,389,689

Other - - 5,617,750 - - - 3,482,691 9,100,441 27,405,657

Accrued liabilities

Claims and judgments - - 71,132 - - - 254,711 325,843 721,000

Self-insurance - - 1,073,450 - - - - 1,073,450 2,000,000

Pension - - 248,866 - - - 1,867,753 2,116,620 2,660,421

Sick and vacation leave benefits - - 659,899 - - - 118,299 778,198 975,000

Other - - 434,010 - - - 904,230 1,338,240 1,484,434

Unearned revenue - - 872,703 - - - 3,943,836 4,816,539 4,420,774

Liabilities payable from restricted assets - - - - - - -

Accrued interest payable - - - - 12,023,553 - - 12,023,553 24,284,937

Bonds payable - current 38,461,338 - - - - - 11,787,929 50,249,267 47,385,000

Total current liabilities 38,461,338$ -$ 9,127,652$ -$ 12,023,553$ -$ 33,014,175$ 92,626,719$ 121,726,912$

Noncurrent Liabilities

Accrued liabilities

Claims and judgments - - 192,318 - - - 1,758,107 1,950,426 1,935,732

Self-insurance - - 1,366,210 - - - 2,075,094 3,441,304 2,583,412

Sick and vacation leave benefits - - 1,982,696 - - - 1,100,089 3,082,785 2,921,895

Other postemployment benefits - - 21,174,955 - - - 10,146,963 31,321,918 31,445,459

Unearned revenue - - 4,818,237 - - - - 4,818,237 4,908,438

Premium payment payable - derivative companion instrument 29,335,455 - - - - - - 29,335,455 29,335,455

Derivative instrument - interest rate swap 116,489,556 - - - - 692,191 - 117,181,747 117,181,747

Bonds payable, net of unamortized discounts and premiums 1,344,207,168 - - - - - 170,637,669 1,514,844,838 1,565,792,844

Total noncurrent liabilities 1,490,032,180$ -$ 29,534,416$ -$ -$ 692,191$ 185,717,923$ 1,705,976,710$ 1,756,104,983$

Total liabilities 1,528,493,518$ -$ 38,662,069$ -$ 12,023,553$ 692,191$ 218,732,098$ 1,798,603,429$ 1,877,831,895$

Total net position (58,054,672)$ 239,975,845$ (15,728,366)$ 4,761,785$ 13,252,444$ 134,502,334$ 282,402,730$ 601,112,100$ 587,844,996$

The accompanying notes to the combined financial statements are an integral part of these statements.


BALANCE SHEET

March 31, 2015UNAUDITED

Page 1

2015 2014

Operating Revenues

Bridges

Tolls (Schedule 4) 67,893$ 65,207$

Other operating revenues 1,225 1,073

Total bridge operating revenues 69,118 66,279

Transit system

Passenger fares 5,939 5,925

Other operating revenues 328 354

Total transit system operating revenues 6,268 6,279

Total operating revenues 75,386 72,558

Operating Expenses

Bridge Operations 10,459 10,846

Transit System 11,814 12,534

Community impact 945 936

General and administration 9,244 10,213

Port of Philadelphia and Camden 15 11

Depreciation - DRPA 9,099 10,929

Depreciation - PATCO 5,246 2,740

Total operating expenses 46,822 48,210

Operating Income 28,564 24,348

Nonoperating Revenues (Expenses)

Investment Income (Schedule 3) 2,929 2,248

Change in fair value of derivative instruments (Note 4) - -

2,929 2,248

Interest On Funded Debt (Note 12)

Port District Project bonds, Series 1999 (614) (707)

Refunding Revenue bonds, Series A, B & C 2010 (142) (165)

1999 Rev. Bond Swap Payments (Related to 2010 A, B, & C Series) (4,409) (4,697)

Revenue bonds, Series D 2010 (3,864) (3,864)

Port District Project Refunding Bonds, Series 2012 (1,296) (1,335)

Revenue bonds, Series 2013 (5,772) (5,772)

Refunding Revenue bonds, Series 2008 (175) (200)

1995 Rev. Bond Swap Payments (Related to 2008 A, & B Series) (3,564) (3,801)

Amortization expense (Note 12)

Revenue bonds, Series 2010 (10) -

Port District Project bonds, Series 1999 (15) (15)

(19,860) (20,556)

Period Ending


Combined Statements of Revenues, Expenses and Changes in Net Position

For the Period Ended March 31, 2015 and March 31, 2014

(amounts expressed in thousands)

Page 2

Economic development activities - (210)

Other nonoperating revenues 1 5

Other grant revenues 368 302

Bond issuance costs - -

Other nonoperating expenses (49) -

Total nonoperating revenues (expenses) (16,611) (18,210)

Income before capital contributions 11,954 6,138

Capital Contributions

Federal and state capital improvement grants 1,313$ 5,629$

Change in net position 13,267 11,767

Net Position, January 1 587,845 511,389

Net Position, March 31 601,112$ 523,156$

The accompanying notes to the combined financial statements are an integral part of these statements.

Page 3

CONSOLIDATED STATEMENT OF CASH FLOWSFor the period ended March 31 (Unaudited)

3 Months 3 Months

OPERATING ACTIVITIES: 2015 2014

Operating revenues in excess of expenses 28,564$ 24,951$

Other nonoperating revenues and expenses 320 307

Adjustments to reconcile operating and non operating income

to net cash provided by operating activities:

Depreciation 14,345 13,669

Economic development activities ($0) (210)

Changes in assets and liabilities which provided (used) cash:

Accounts receivable 302 (676)

Economic development loans - Net 3,173 184

Derivative Instruments - 6,031

Transit system and stores inventory 53 52

Prepaid expenses and other assets 2,072 (1,422)

Accounts payable & other (16,136) (277)

Accrued liabilities and interest (1,299) (211)

Unearned revenue (306) 91

Accrued interest receivable 96 (794)

Net cash provided by operating activities 31,186$ 41,695$

CAPITAL AND RELATED FINANCING ACTIVITIES:

Acquisition and construction of capital assets (11,943) (30,871)

Cash provided by capital grants 1,313 5,629

Repayment of funded debt (48,084) (41,945)

Interest paid (32,693) (23,917)

Proceeds from facility disposals - -

Net cash used for capital and related financing activities (91,406)$ (91,104)$

NET DECREASE IN CASH BEFORE INVESTING ACTIVITIES (60,220)$ (49,409)$

INVESTMENT ACTIVITIES:

Unrestricted:

Net Proceeds from sale (purchases) of investments 39,892 45,669

Decrease (Increase) in investments 39,892$ 45,669$

Restricted:

Net Proceeds from sale (purchases) of investments 15,599 1,332

Decrease in investments 15,599$ 1,332$

Change in fair value of Derivative instruments

Receipts of interest income 2,929 2,248

Net cash provided by investing activities 58,420$ 49,249$

NET INCREASE IN CASH (1,801)$ (160)$

CASH, BEGINNING OF YEAR 34,296$ 30,760$

CASH, END OF PERIOD 32,495$ 30,600$

CASH AT MARCH 31

Unrestricted 30,168$ 30,063$

Restricted 2,327$ 537$

32,495$ 30,600$


Page 4

Assets March 31, 2015

Investments 10,780$

Total current assets 10,780

Net Position

Held in trust for retiree health benefits 10,780

Total net position 10,780$

The accompanying notes to combined financial statements are an integral part of this statement.


Other Postemployment Benefits Trust

Combined Statement of Trust Net Position Available for Benefits

For the Period Ended March 31, 2015


Page 5

Additions March 31, 2015

Employer contributions

Investment income

Total additions 15,601

Deductions

Benefit payments -

Administrative expenses -

Total deductions -

Increase in net position -

Net Position, January 1 10,780

Net Position, March 31 10,780$

The accompanying notes to combined financial statements are an integral part of this statement.



Unaudited

Other Postemployment Benefits Trust

Combined Statement of Changes in Trust Net Position


Page 6

Combined Supplemental Schedule of Changes in Fund Net Position Information by Fund



Restricted Restricted

Maintenance Restricted Debt Service Combined

Capital Revenue Reserve General Debt Service Reserve Project 3/31/2015 12/31/2014

Fund Fund Fund Fund Funds Funds Funds Total Total

Net Position (Deficiency), January 1 (93,402)$ (19,783)$ 4,689$ 257,952$ 48,201$ 133,755$ 256,432$ 587,845$ 511,389$

Revenues and Expenses

Operating revenues 0 69,104 6,282 - - 0 75,386 330,882

Operating expenses (14,345) (10,143) (13,090) - - 0 (37,578) (161,955)

General administration expenses (9,205) (38) - 0 (9,244) (41,347)

Investment income - 90 73 1,976 747 42 2,929 8,479

Interest expense (170) - 298 (19,988) - 0 (19,860) (78,377)

Economic development activities - () - - 0 () (2,401)

Other nonoperating revenues (expenses) () (48) - 0 (48) 3,437

Other grant revenues 368 - - 0 368 1,307

Total revenues and expenses (14,515) 49,846 73 (4,253) (19,988) 747 42 11,953 60,025

Government Contributions for Capital Improvements,

Additions and Other Projects - - - 1,313 - - - 1,313 16,431

Interfund Transfers and Payments

Bond service (21,807) (10,616) 32,424 - 0

Funds free and clear of any lien or pledge - (23,984) 23,984 - - 0

Funds for permitted capital expenditures - - 15,640 - (15,640)

Retirement of bonds 37,920 - 9,465 (47,385) - 0

Funds for permitted port projects - - 857 - (857)

Capital additions 11,943 - (11,940) - - 0 1 ()

Net equity swap transfers - - - - -

Total interfund transfers and payments 49,863 (45,791) - 27,390 (14,961) (16,497) 1 ()

Net Position (Deficiency), March 31 (58,055)$ (15,728)$ 4,762$ 282,403$ 13,252$ 134,502$ 239,977$ 601,112$ 587,845$

Page 7

NOTES TO COMBINED FINANCIAL STATEMENTSFor the Period Ended March 31, 2015 (Dollars in Thousands)

Page 8

Note 1. Summary of Significant Accounting Policies

Description of Operations: The Delaware River Port Authority (the “Authority”) is a public corporateinstrumentality of the Commonwealth of Pennsylvania (the “Commonwealth”) and the State of NewJersey (the “State”), created with the consent of Congress by compact legislation between theCommonwealth and the State. The Authority has no stockholders or equity holders. The Authority isvested with the ownership, control, operation, and collection of tolls and revenues of certain bridgesspanning the Delaware River; namely, the Benjamin Franklin, Walt Whitman, Commodore Barry, andBetsy Ross bridges. The Authority has also constructed, and owns, a high-speed transit system that isoperated by the Port Authority Transit Corporation (“PATCO”). The transit system operates betweenPhiladelphia, Pennsylvania and Lindenwold, New Jersey.

The costs of providing facilities and services to the general public on a continuing basis are recoveredprimarily in the form of tolls and fares. The Authority is a member of the E-ZPass Interagency Group, thelargest interoperable Electronic Toll Collection System in the world, comprised of twenty-five (25)agencies in fifteen (15) states. Through March 31, 2015, customer participation in the E-ZPass electronictoll collection process grew to almost seventy percent (69.8%) of its toll collection activity during rush hourperiods. Toll revenues collected through E-ZPass now exceed sixty-eight percent (68.5%) of total tollrevenues. The Office of the Chief Operating Officer manages the RiverLink Ferry System, which runsdaily between Penn’s Landing in Philadelphia and the Camden Waterfront during its operating season, aswell as the Authority’s eleven-story office building in Camden, New Jersey.

Basis of Presentation: The combined financial statements of the Authority have been prepared inconformity with accounting principles generally accepted in the United States of America, as applied togovernmental units. The Governmental Accounting Standards Board (“GASB”) is the accepted standardsetting body for establishing governmental accounting and financial reporting principles.

As part of the Authority’s combined financial statements, two funds are maintained: a proprietary fund(enterprise fund) and a fiduciary fund (other employee benefit trust fund). The focus of enterprise funds isthe measurement of economic resources, that is, the determination of operating income, changes in netposition (or cost recovery), financial position, and cash flows. The focus of fiduciary funds is also themeasurement of economic resources.

The enterprise fund is maintained on the accrual basis of accounting. Enterprise funds account foractivities (i) that are financed with debt that is secured solely by a pledge of the net revenues from feesand charges of the activity; or (ii) that are required by law or regulations that the activity’s cost of providingservices, including capital cost (such as depreciation or debt service), be recovered with fees andcharges, rather than with taxes or similar revenues; or (iii) that the pricing policies of the activity establishfees and charges designed to recover its costs, including capital costs (such as depreciation or debtservice). Under this method, revenues are recorded when earned and expenses are recorded when therelated liability is incurred.

The fiduciary fund is also maintained on the accrual basis of accounting. The fiduciary fund accounts forthe recording and accumulation of other postemployment benefit resources, which are held in trust for theexclusive benefit of the Authority’s retirees. This fund is referred to as the “Other PostemploymentBenefits (“OPEB”) Trust.

Cash and Cash Equivalents: The Authority considers all highly liquid investments with a maturity of threemonths or less when purchased to be cash equivalents (Note 2). In addition, according to the variousIndentures of Trust, which govern the flow and accounting of the Authority’s financial resources, certainaccounts are required to be maintained in order to comply with the provisions of the Indentures of Trust.For the accounts that are restricted, the Authority has recorded the applicable cash and cash equivalentsas restricted on the combined financial statements (Note 11).


Page 9

Note 1. Summary of Significant Accounting Policies (Continued)

Investment in Securities: Investments are stated at fair value, generally based on quoted market prices.Certain investments are maintained in connection with the Authority’s bonded debt (Notes 3 and 12) andOPEB Trust. Likewise, as with cash and cash equivalents, the accounts that are restricted as per thevarious Indentures of Trust have been recorded as restricted investments on the combined financialstatements (Note 11).

Accounts Receivable: The Authority establishes a provision for the estimated amount of uncollectibleaccounts based upon periodic analysis of collection history.

Transit System Inventory: Transit system inventory, consisting principally of spare parts for maintenanceof transit system facilities, is stated at the lower of cost (first-in, first-out method) or market.

Debt Insurance Costs, Bond Premiums, Bond Discounts, and Loss on Refunding: Insurance purchasedas part of the issuance of debt is amortized by the straight-line method from the issue date to maturityand is recorded as a noncurrent asset on the combined statements of net position. Bond premiums anddiscounts are amortized by the effective interest method from the issue date to maturity, and arepresented as an adjustment to the face amount of the bonds. Likewise, a loss on refunding arising fromthe issuance of the revenue bonds and port district project bonds are amortized by the effective interestmethod from the issue date to maturity. The loss on refunding of debt, however, is classified as adeferred outflow of resources on the combined statements of net position.

Investment in Facilities: Investment in facilities is stated at cost, which generally includes expenses forlegal expenses incurred during the construction period. Investment in facilities also includes the costincurred for port-related projects, and improvements, enlargements and betterments to the originalfacilities. Replacements of existing facilities (except for primarily police and certain other vehicles whoseestimated useful life is two years or less) are also recorded at cost. The related costs and accumulateddepreciation of the property replaced are removed from the respective accounts, and any gain or loss ondisposition is credited or charged to non-operating revenues or expenses. Assets capitalizable generallyhave an original cost of five thousand dollars ($5) or more and a useful life in excess of three years.Depreciation and amortization are provided using the straight-line method over the estimated useful livesof the related assets, including those financed by federal and state contributions (Notes 7 and 14).

Asset lives used in the calculation of depreciation are generally as follows:

Bridges, freeways and tunnels 100 yearsBuildings, stations and certain bridge components 35 - 50 yearsElectrification, signals and communications system 30 - 40 yearsTransit cars, machinery and equipment 10 - 25 yearsComputer equipment, automobiles and other equipment 3 - 10 years

Maintenance and Repairs: Maintenance and repair costs considered necessary to maintain bridgefacilities in good operating condition are charged to operations as incurred.

Self-insurance: The Authority provides for the uninsured portion of potential public liability and workers’compensation claims through self-insurance programs and charges current operations for estimatedclaims to be paid (Note 15).

Economic Development Activities: The Authority establishes loan loss provisions for economicdevelopment loans receivable, based upon collection history and analysis of creditor’s ability to pay. TheAuthority has established a loss reserve in the amount of $1,345 as of December 31, 2014 and 2013 forits economic development loans outstanding.


Page 10


Net Position: Net position is classified in the following three components:

Net Investment in Capital Assets: This component of net position consists of capital assets, net ofaccumulated depreciation, reduced, by the outstanding balances of any bonds, notes or otherborrowings that are attributable to the acquisition, construction, or improvement of those assets. Ifthere are significant unspent related debt proceeds at year-end, the portion of the debt attributable tothe unspent proceeds is not included in the calculation of net investment in capital assets. Rather,that portion of the debt is included in the same net position component as the unspent proceeds.

Restricted: This component of net position consists of external constraints imposed by creditors (suchas debt covenants), grantors, contributors, laws or regulations of other governments, or constraintsimposed by law through constitutional provisions or enabling legislation, that restricts the use of netposition.

Unrestricted: This component of net position consists of a net position that does not meet thedefinition of “restricted” or “net investment in capital assets.” This component includes net positionthat may be allocated for specific purposes by the Board. A deficiency will require future funding.

Operating and Non-operating Revenues and Expenses: Operating revenues include all revenues derivedfrom facility charges (i.e., toll revenues, which include E-ZPass revenues), PATCO operations (passengerfare, advertising and parking), and other revenue sources. Non-operating revenues principally consist ofinterest income earned on various interest-bearing accounts and on investments in debt securities.

Operating expenses include expenses associated with the operation, maintenance, and repair of thebridges, PATCO, Port of Philadelphia and Camden (“PPC”) operations, and general administrativeexpenses. Non-operating expenses principally include expenses attributable to the Authority’s interest onfunded debt and economic development activities.

When both restricted and unrestricted resources are available for use, it is the Authority’s policy to userestricted resources first, then unrestricted resources as they are needed.

Debt Management: Total outstanding bond debt reflected on the statements of net position is net ofunamortized bond discounts and premiums (Note 12). The Authority presently has two active interestrate hedge (swap) agreements (derivative instruments) with UBS AG to hedge interest rates on a portionof its outstanding long-term debt (Note 4).

Derivative Instruments and the Related Companion Instruments: The Authority has entered into twointerest rate swap agreements with the Bank of America, N.A. for the primary purposes of investing andfor the aforementioned purpose of hedging interest rates on its outstanding long-term debt. Inaccordance with Governmental Accounting Standards Board Statement No. 53, Accounting and FinancialReporting for Derivative Instruments, all activity related to the interest rate swap agreements has beenrecorded on the combined financial statements and is further detailed in Note 4.

Budget: In accordance with Section 5.15 of the 1998 Revenue Refunding Bonds Indenture of Trust andits Supplemental Indentures and Section 5.07 of the 1999 and 2012 Port District Project Bond Indenturesof Trust, the Authority must annually adopt an Annual Budget on or before December 31 for the ensuingyear. Section 5.15 of the 1998 Revenue Refunding Bond Indenture of Trust requires that the Authority,on or before December 31, in each fiscal year, adopt a final budget for the ensuing fiscal year of (i)operational expenses, (ii) the PATCO Subsidy, (iii) the amount to be deposited to the credit of theMaintenance Reserve Fund, and (iv) the estimated amounts to be deposited into the Debt Service Fund,the Debt Service Reserve Fund, and the Rebate Fund. Each Annual Budget must also contain theAuthority’s projections of revenues for the ensuing fiscal year demonstrating compliance with thecovenant as to facility charges as set forth in Section 5.09 of the Indentures of Trust. On or beforeDecember 31 in each fiscal year, the Authority must file a copy of the Annual Budget for the ensuing fiscalyear with the Trustees.


Page 11


Budget (Continued): The Port District Project Bond Indentures require the following: the adopted budgetmust set forth, inter alia, the PATCO Subsidiary, the amount of any operating subsidy paid or payable bythe Authority to or for the account of any other subsidiary of the Authority (including, without limitation, thePort of Philadelphia and Camden) and all other material operating expenses of the Authority payable fromthe General Fund. (See Note 11 for description of funds established under the Trust Indentures.) TheAuthority must also include the debt service payable on the bonds and any additional subordinatedindebtedness during the ensuing fiscal year and all amounts required to be paid by the Authority into theDebt Service Reserve Fund or the Rebate Fund or to any Reserve Fund Credit Facility issuer during theensuing fiscal year. On or before December 31, in each fiscal year, the Authority must file a copy of theAnnual Budget for the ensuing fiscal year with the Trustees and Credit Facility Issuer.

The Authority filed the appropriate budgets as described above to its bond trustees by December 31,2014 and 2013, in compliance with the bond indentures.

The Authority may at any time adopt an amended or supplemental Annual Budget for the remainder ofthe then-current fiscal year, which shall be treated as the Annual Budget under the provisions of theIndentures of Trust. A copy of any amended or supplemental Annual Budget must be promptly filed withthe Trustee.

Interfunds: Interfund receivables/payables represent amounts that are owed, other than charges forgoods and services rendered, to/from a particular fund. These receivables/payables are eliminatedduring the aggregation process.

Use of Estimates: The preparation of financial statements in conformity with accounting principlesgenerally accepted in the United States of America requires management to make estimates andassumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assetsand liabilities at the date of the combined financial statements and the reported amounts of revenues andexpenses during the reporting period. Actual results could differ from those estimates.

Income Taxes: The Authority is a public corporate instrumentality of the State of New Jersey and theCommonwealth of Pennsylvania, and is described in its amended governing Compact, has been “deemedto be exercising an essential government function in effectuating such purposes,” and therefore is exemptfrom income taxes pursuant to the Internal Revenue Code (Section 115).

Note 2. Cash and Cash Equivalents

Custodial Credit Risk Related to Deposits: Custodial credit risk is the risk that, in the event of a bankfailure, the Authority’s deposits might not be recovered. The Authority does not have a deposit policy forcustodial credit risk. As of December 31, 2014, the Authority’s bank balance of $52,130 (includingcertificate of deposit of $13,622 classified as investments in the statements of net position), was exposedto custodial credit risk as follows:

2014

Uninsured and uncollateralized $ 49,982

Uninsured and collateralized (collateral held by

bank's department or agent, but not in the

Authority's name) $ 685

Also, included in the Authority’s December 31, 2014 bank balance of $52,130 is a $25,000 certificate ofdeposit. Since the certificate of deposit is invested for a term of seven days, the Authority has reported itas “cash and cash equivalents” on the combined statements of net position and cash flows as ofDecember 31, 2014.


Page 12

Note 3. Investment in Securities

Excluding the investments of the OPEB Trust, the Authority’s investments in various securities aremaintained for specified funds in accordance with the provisions of the Indenture of Trust adopted as ofJuly 1, 1998.

Custodial Credit Risk Related to Investments: For an investment, custodial credit risk is the risk that, inthe event of the failure of the counterparty, the Authority will not be able to recover the value of itsinvestments or collateral securities that are in possession of an outside party. Of the Authority’sinvestments at December 31, 2014 $900,916, consisted of investments in asset backed securities,commercial paper, corporate bonds and notes, mortgage pass-through securities, municipal bonds,repurchase agreements, U.S. federal agency notes and bonds, and U.S. government treasuries, areuninsured, not registered in the name of the Authority, and held by the counterparty’s trust department oragent but not in the Authority’s name.

As of December 31, 2014, the Authority had the following investments:

The weighted average maturity of the Authority’s investment portfolio was 8.85 months as of December31, 2014.

The short-term investments listed above consist of money market funds. Since it is the policy of theAuthority to utilize these funds for the purchase of investments with longer maturities, these amountshave been classified as investments in the statements of net position as opposed to cash and cashequivalents.

Interest Rate Risk: The Authority’s General Fund investment policy limits investment maturities as ameans of managing its exposure to fair value losses arising from increasing interest rates and is asfollows: the average effective duration of the portfolio is not to exceed twenty-four months, and themaximum effective duration of any individual security is not to exceed five years, unless otherwisespecified.

Credit Risk: Investments are purchased in accordance with the 1998 Indenture of Trust and itsSupplemental Indenture and General Fund investment parameters and generally include U.S.government obligations, money market funds, obligations of U.S. agencies or instrumentalities, andobligations of public agencies or municipalities rated in either of the two highest rating categories byStandard & Poor’s Ratings or Moody’s Investors Services. In accordance with the 1998 Indenture ofTrust and its Supplemental Indentures, the Authority invests in corporate bonds and commercial paperrated A-1 by Standard and Poor’s Corporation. Guaranteed Income Contracts are collateralized by U.S.government and agency securities, and debt obligations having a rating in the highest rating categoryfrom Moody’s Investors Service or Standard and Poor’s Rating Services.

Investment Maturities 2014

Asset back securities 337.48 months average 193$

Commercial paper 6.40 months average 50,092

Corporate bonds and notes 38.98 months average 44,714

Mortgage pass-through securities 216.95 months average

Municipal bonds 26.73 months average 110

Repurchase agreements daily 1,001

Short-term investments 2.48 months average 746,452

U.S. federal agency notes and bonds 213.02 months average 11,751

U.S. government treasuries 31.86 months average 46,603

900,916

Certificates of deposits held at banks 13,622

Total 914,538$


Page 13

Note 3. Investment in Securities (Continued)

Credit Risk (Continued): On February 20, 2013, the Authority’s Board approved Resolution 13-034,adopting a new comprehensive General Fund investment policy, which revised and refined its originalinvestment policy. The policy redefined the approved, and non-approved, investment vehicles, in whichits existing investment management firms can invest the Authority’s funds. This policy became effectiveJuly 1, 2013.

As of December 31, 2014, the following are the actual ratings by Standard & Poor’s:

As of December 31, 2014, the following are the actual ratings by Moody’s:

Concentration of Credit Risk: The Authority’s investment policy on the concentration of credit risk for itsGeneral Fund investments states that no limitations exist on the purchase of investments in obligations ofthe U.S. government and U.S. federal agencies since they are fully guaranteed by the U.S. government.

Asset Corporate U.S. Federal US

Actual Backed Commercial Bonds Municipal Repurchase Agency Notes Government

Rating Securities Paper and Notes Bonds Agreements and Bonds Treasuries

AAA - - 1,189$ - - - 350$

AA+ - 50,092$ 2,097 110$ - 10,789$ 45,303

AA 4$ - 3,038 - - - -

AA1 - - 7,047 - - - -

A+ - - 9,628 - - - -

A - - 9,180 - - - -

A1 - - 9,340 - - - -

BBB+ - - 1,738 - - - -

CC 56 - - - - - -

D 133 - - - - - -

Unrated - - 1,457 - 1,001$ 962 950

193$ 50,092$ 44,714$ 110$ 1,001$ 11,751$ 46,603$

Asset Corporate U.S. Federal US

Actual Backed Commercial Bonds Municipal Repurchase Agency Notes Government

Rating Securities Paper and Notes Bonds Agreements and Bonds Treasuries

Aaa - - 1,488$ - - 10,789$ 45,304$

Aa1 - - 1,517 - - - -

Aa2 - - 5,764 - - - -

Aa3 - 50,092$ 4,472 - - - -

A - - 497 - - - -

A1 - - 6,411 - - - -

A2 4$ - 10,256 110$ - - -

A3 - - 6,675 - - - -

Baa1 - - 524 - - - -

Baa2 - - 4,605 - - - -

Bbb - - 229 - - - -

C 189 - - - - - -

Unrated - - 2,276 - 1,001$ 962 1,299

193$ 50,092$ 44,714$ 110$ 1,001$ 11,751$ 46,603$


Page 14

Note 3. Investment in Securities (Continued)

Concentration of Credit Risk (Continued): For the purchase of investments in obligations of all otherissuers, total investments held from any one issuer shall not exceed ten percent (10%) of the aggregatemarket value of the entire portfolio, except for repurchase agreements, which, from any one issuer, shallnot exceed twenty-five percent (25%) of the aggregate market value of the portfolio.

As of March 31, 2015 and December 31, 2014, the Authority had $50,829 and $50,092 of investments inAbbey National N.A. and Fortis Funding commercial paper, respectively. These investments are heldunder the Indentures of Trust (Debt Service Reserve Funds) and represent 8% and 5% of the Authority’stotal investments for March 31, 2015 and December 31, 2014.

OPEB Trust:

As of March 31, 2015, the initial year of the OPEB Trust (Note 10), investments were as follows:

Investment Maturities 2015

Mutual funds - money market 1.00 months average $10,780

Interest Rate Risk: The Authority’s investment policy for the OPEB Trust calls for highly liquid, short-terminvestments. As a result, the fund invests in a variety of high quality money market securities designed toallow the fund to maintain a stable net asset value of $1.00 per share. These instruments includecommercial paper, U.S. government agency notes, certificates of deposit, time deposits, and otherobligations issued by domestic and foreign banks. Such investments in an open-end mutual fund are notsubject to custodial credit risk because their existence is not evidenced by securities that exist in physicalor book entry form.

Credit Risk: As of March 31, 2015, the actual rating by Standard & Poor’s for the mutual fund was A1+.The credit rating reflects Standard & Poor’s short-term issuer debt rating.

Note 4. Derivative Instruments

In accordance with the requirements of Governmental Accounting Standards Board Statement No. 53,Accounting and Financial Reporting for Derivative Instruments (“GASBS 53”), related to derivativeinstruments, the Authority engaged a financial advisory firm to analyze the effectiveness of the two “cash-flow hedges” (specifically the 1995 and 1999 Revenue Bond swaptions). Both swaptions were found tobe substantially effective. At March 31, 2015 and December 31, 2014, the value of the pay-fixed interestrate swap (1995 Revenue Bond Swaption) was $52,714. At March 31, 2015 and December 31, 2014, thevalue of the pay-fixed interest rate swap (1999 Revenue Bond Swaption) was $63,710. The pay-fixedinterest rate swaps are classified as deferred outflows of resources on the combined statement of netposition, and $116,424 at March 31, 2015 and December 31, 2014, respectively.


Page 15

Note 4. Derivative Instruments (Continued)

The fair value balance and notional amounts of derivative instruments outstanding at December 31, 2014and 2013, classified by type, and the changes in fair value of such derivative instruments for the yearended as reported in the 2014 and 2013 combined financial statements are as follows (debit (credit)):

At December 31, 2010, the Authority determined that a portion of the 1999 Revenue Bonds cash flowhedge, pay-fixed interest rate swap no longer met the criteria for effectiveness due to the partial 2010refunding of the 1999 Revenue Bonds; therefore, this cash flow hedge was reclassified as an investmentderivative, with a notional value of $24,595 as of December 31, 2014. The fair values of the interest rateswaptions and swaps are indicative value based on mid-market levels as of the close of business onDecember 31, 2014 and 2013, and were derived from proprietary models based upon well-recognizedfinancial principles and reasonable estimates about relevant future market conditions.

Objective and Terms of Hedging Derivative Instruments: The following table summarizes the objectiveand terms of the Authority’s hedging instruments outstanding at March 31, 2015:

Fair Value at December 31,

Classifi- Classifi-

cation Amount cation Amount Notional

2014 2013 2014 2013 2014 2013

Investment derivatives:

Receive-fixed interest

rate swaption (1999

PDP, Series B, Debt

Service Reserve Fund)

Interest

revenue 161$ (120)$

Derivative

instrument (144)$ (305)$ 10,436$ 10,436$

Receive-fixed interest

rate swaption (1999

Revenue Bonds Debt

Service Reserve Fund)

Interest

revenue 611 (458)

Derivative

instrument (548) (1,159) 39,657 39,657

Pay-fixed interest rate

swap

Interest

revenue 49 (375)

Derivative

instrument (65) (114) 24,595 24,595

Cash flow hedges:


swap (1995 Revenue

Bonds Swaption)

Deferred

outflow (1,006) 24,096

Derivative

instrument (52,714) (51,708) 287,800 304,510


swap (1999 Revenue

Bonds Swaption)

Deferred

outflow (1,100) 28,290

Derivative

instrument (63,710) (62,610) 312,660 331,840

Changes in Fair Value

Notional Effective Maturity

Type Objective Amount Date Date Terms

Pay-fixed interest

rate swap (1995

Revenue Bonds

Swaption)

Hedge of changes

in cash flows of the

2008 Revenue

Refunding Bonds 270,180$ 01/01/06 01/01/26

Pay 5.447%;

receive 66% of

one-month

LIBOR

Pay-fixed interest

rate swap (1999

Revenue Bonds

Swaption)

Hedge of changes

in cash flows of the

2010 Revenue

Refunding Bonds 292,360$ 01/01/10 01/01/26

Pay 5.738%;

receive 66% of

one-month

LIBOR


Page 16


1995 Revenue Bonds Swaption: On May 2, 2001, the Authority entered into the 1995 Revenue BondsSwaption with UBS AG in the initial notional amount of $358,215. Under the 1995 Revenue BondsSwaption, UBS AG had the option, exercisable 120 days preceding January 1, 2006, January 1, 2007,and January 1, 2008, to elect to have the 1995 Revenue Bonds Swaption commence on the January 1next succeeding the exercise of the option. Under the 1995 Revenue Bonds Swaption, (i) UBS AG wasobligated to pay to the Authority $7,144 on January 1, 2006, as an exercise premium amount; (ii) UBS AGis obligated to pay periodic payments (payable monthly) to the Authority based upon a variable rate of66% of the USD-LIBOR-BBA index; and (iii), the Authority is obligated to pay periodic payments (payablemonthly) to UBS AG based upon a fixed rate of 5.447% per annum. The periodic interest rates areapplied to the notional amount of the 1995 Revenue Bonds Swaption, which amortizes annually,commencing January 1, 2007, from its initial notional amount. Only the net difference in the periodicpayments is to be exchanged between the Authority and UBS AG.

The periodic payment obligations of the Authority under the 1995 Revenue Bonds Swaption are securedand payable equally and ratably with Bonds issued under the 1998 Revenue Bond Indenture. Regularlyscheduled periodic payments to be made by the Authority under the 1995 Revenue Bonds Swaption areinsured by Ambac Assurance. In addition to other Events of Default and Termination Events (as definedin the 1995 Revenue Bond Swaption), there exists an Additional Termination Event with respect to theAuthority if the credit rating of Bonds issued under the 1998 Revenue Bond Indenture (without referenceto municipal bond insurance or credit enhancement) falls below “Baa3” with respect to Moody’s InvestorsService (“Moody’s”) or “BBB-” with respect to Standard & Poor’s Ratings Group (“S&P”) or Fitch Ratings(“Fitch”), or the Bonds cease to be rated by one of Moody’s, S&P or Fitch (and such rating agencies arestill in the business of rating obligations such as the Bonds). However, as provided in the 1995 RevenueBond Swaption, so long as no Insurer Credit Event (as defined therein) has occurred, no EarlyTermination Date can be designated unless Ambac Assurance has consented in writing thereto.

In consideration for entering into the 1995 Revenue Bonds Swaption, the Authority received a net up-front, non-refundable option payment in the amount of $22,446 from UBS AG, which has been recordedon the combined financial statements as a noncurrent liability (premium payment payable - derivativecompanion instrument). In accordance with the provisions of GASBS No. 53, this derivative companioninstrument is considered a “borrowing” resulting from the intrinsic value of the swaption at inception.During the option period, interest accretes at the effective rate implied by the cash flows on the borrowingat inception. Once the swaption is exercised, and becomes an active swap, a portion of the swap interestpayments are attributed to principal and interest payments on the borrowing.

On September 3, 2005, UBS AG advised the Authority that it was exercising its option on this swaption asof January 1, 2006. As a result, UBS AG paid the Authority $7,144 on January 3, 2006 as an exercisepremium, which has been recorded as an unearned revenue and is being amortized as interest revenueover the life of the interest rate swap agreement. The Authority made its initial net monthly swap paymentin February 2006. The Authority has been current on all of its net payments during the period 2006 to2014 and it is current on its 2015 monthly net swap interest payments to UBS AG, which totaled $3,564as of March 31, 2015.

On June 21, 2012, Moody’s downgraded UBS’ long-term ratings from Aa3 to A2. The ratings of thecounterparty (UBS AG) to the 1995 Revenue Bonds Swap by Moody’s, S&P, and Fitch are A2, A, and A,respectively, as of March 31, 2015. As of March 31, 2015, the 1995 Revenue Bond Swaption had amark-to-mark value of ($70,923). As of March 31, 2015, the notional value of the swap was $270,180.


Page 17


1995 Revenue Bonds Swaption (Continued): The following schedule represents the accretion of interestand amortization of the premium payment payable – derivative companion instrument through the term ofthe interest rate swap agreement, at an effective interest rate of 4.62324%:

ImputedYear Ending Beginning Interest Debt EndingDecember 31, Balance Accrual Payment Balance

2015 11,934$ 552$ (2,226)$ 10,260$2016 10,260 474 (2,072) 8,6622017 8,662 400 (1,911) 7,1512018 7,151 331 (1,741) 5,7412019 5,741 265 (1,561) 4,4452020-2024 4,445 559 (4,755) 2492025 249 11 (260) -

(See Note 20, Subsequent Events for further information related to the replacement of UBS as swap counterparty on the 1995Revenue Bond Swaps).

1999 Revenue Bonds Swaption: On May 2, 2001, the Authority entered into the 1999 Revenue BondsSwaption with UBS AG in the initial notional amount of $403,035. Under the 1999 Revenue BondsSwaption, UBS AG had the option, exercisable 120 days preceding January 1, 2010, January 1, 2011,and January 1, 2012, to elect to have the 1999 Revenue Bonds Swaption commence on the January 1next succeeding the exercise of the option. Under the 1999 Revenue Bonds Swaption, if exercised, (i)UBS AG is obligated to pay periodic payments (payable monthly) to the Authority based upon a variablerate of 66% of the USD-LIBOR-BBA index, and (ii), the Authority is obliged to pay periodic payments(payable monthly) to UBS AG based upon a fixed rate of 5.738% per annum. The periodic interest ratesare applied to the notional amount of the 1999 Revenue Bonds Swaption, which amortizes annually,commencing January 1, 2011, from its initial notional amount. Only the net difference in the periodicpayments is to be exchanged between the Authority and UBS AG.

Once exercised, the 1999 Revenue Bonds Swaption would continue (unless earlier terminated) throughJanuary 1, 2026. The periodic payment obligations of the Authority under the 1999 Revenue BondsSwaption (if exercised) are secured and payable equally and ratably with Bonds issued under the 1998Revenue Bond indenture. Regularly scheduled periodic payments to be made by the Authority under the1999 Revenue Bonds Swaption are insured by Ambac Assurance. In addition to other Events of Defaultand Termination Events (as defined in the 1999 Revenue Bonds Swaption), there exists an AdditionalTermination Event with respect to the Authority if the credit rating of Bonds issued under the 1998Revenue Bond Indenture (without reference to municipal bond insurance or credit enhancement), fallsbelow “Baa3” with respect to Moody’s or “BBB-” with respect to S&P or Fitch, or the Bonds cease to berated by one of Moody’s, S&P or Fitch (and such rating agencies are still in the business of ratingobligations such as the Bonds).

However, as provided in the 1999 Revenue Bond Swap, so long as no Insurer Credit Event (as definedtherein) has occurred, no Early Termination Date can be designated unless Ambac Assurance hasconsented in writing thereto.

In consideration for entering into the 1999 Revenue Bonds Swaption, the Authority received a net up-front, non-refundable option payment in the amount of $20,142 from UBS AG, which has been recordedon the combined financial statements as a noncurrent liability (premium payment payable – derivativecompanion instrument). In accordance with the provisions of GASBS 53, this derivative companioninstrument is considered a “borrowing” resulting from the intrinsic value of the swaption at inception.During the option period, interest accretes at the effective rate implied by the cash flows on the borrowingat inception. Once the swaption is exercised, and becomes an active swap, a portion of the swap interestpayments are attributed to principal and interest payments on the borrowing.


Page 18


1999 Revenue Bonds Swaption (Continued): On September 3, 2009, UBS AG advised the Authority thatit was exercising its option on this swaption as of January 1, 2010. The Authority began making netinterest payments to USB AG, the counterparty, commencing in February 2010, representing January’snet interest payment. . The Authority has been current on all of its net payments during the period 2006to 2014 and it is current on its 2015 monthly net swap interest payments to UBS AG, which totaled$4,409.

On June 21, 2012, Moody’s downgraded UBS’ long-term ratings from Aa3 to A2. The ratings of thecounterparty (UBS AG) to the 1999 Revenue Bonds Swap by Moody’s, S&P, and Fitch are A2, A, and A,respectively, as of March 31, 2015. As of March 31, 2015, the 1999 Revenue Bond Swaption had amark-to-mark value of ($89,065). As of March 31, 2015, the notional value of the swap was $316,955.

The following schedule represents the accretion of interest and amortization of the premium paymentpayable - derivative companion instrument through the term of the interest rate swap agreement, at aneffective interest rate of 4.71425%:

ImputedYear Ending Beginning Interest Debt EndingDecember 31, Balance Accrual Payment Balance

2015 17,401$ 820$ (3,245)$ 14,976$2016 14,976 706 (3,024) 12,6582017 12,658 597 (2,793) 10,4622018 10,462 493 (2,547) 8,4082019 8,408 396 (2,287) 6,5172020-2024 6,517 837 (6,987) 3672025 367 17 (384) -

(See Note 20, Subsequent Events for further information related to the replacement of UBS as swap counterparty on the 1999Revenue Bond Swaps).

Net Swap Payments: Using rates as of December 31, 2014 and assuming the rates are unchanged forthe remaining term of the bonds, the following table shows the debt service requirements and net swappayments for the Authority’s hedged variable rate bonds:

Variable Rate Bonds Swap Interest PaymentsTotal

Year Ending Variable Net Bonds andDecember 31, Principal Interest Total Fixed Pay Received Pay Swaps

2015 37,920$ 126$ 38,046$ 35,028$ 654$ 34,374$ 72,420$2016 40,035 118 40,153 32,904 609 32,295 72,4482017 42,290 109 42,399 30,660 562 30,098 72,4972018 44,645 100 44,745 28,291 513 27,778 72,5232019 47,155 90 47,245 25,789 464 25,325 72,5702020-2024 278,525 291 278,816 86,217 1,325 84,892 363,7082025-2026 134,485 29 134,514 11,408 151 11,257 145,771

625,055$ 863$ 625,918$ 250,298$ 4,278$ 246,020$ 871,938$


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Objective and Terms of Investment Derivative Instruments: On August 21, 2000, the Authority enteredinto two (2) interest rate agreements with Bank of America, N.A. in the notional amounts of $39,657 (the“2000 Swaption #1”) and $10,436 (the “2000 Swaption #2”, and together with the 2000 Swaption #1, the“2000 Swaptions”). Under the 2000 Swaptions, Bank of America, N.A. has the option on certain futuredates (two business days preceding July 1, 2005 and each January 1 and July 1 thereafter through andincluding July 1, 2025 with respect to the 2000 Swaption #1 and two business days preceding January 2,2006 and each July 1 and January 1 thereafter through and including July 1, 2025 with respect to the2000 Swaption #2) to cause the 2000 Swaption #1 or the 2000 Swaption #2, as applicable, to commenceon the next succeeding January 1 or July 1. If an option is exercised, the 2000 Swaption #1, or the 2000Swaption #2, as applicable, would continue (unless earlier terminated) through January 1, 2026. TheAuthority’s obligations under the 2000 Swaptions are general unsecured corporate obligations.

If the options relating to the 2000 Swaption #1 or the 2000 Swaption #2 are exercised, Bank of America,N.A. is obligated to pay periodic interest payments (payable monthly) to the Authority based upon a fixedrate of 5.9229% per annum, and the Authority is obligated to pay periodic interest payments (payablemonthly) to Bank of America, N.A. at a variable rate based upon the Securities Industry and FinancingMarkets Association (SIFMA) (formerly the BMA Municipal Swap Index) (a tax-exempt variable rateindex). Only the net difference in the periodic payments owed would be exchanged between Bank ofAmerica, N.A. and the Authority. As of December 31, 2014, Bank of America, N.A. has not exercised itsoptions on the aforementioned swaptions with a value totaling ($692).

In consideration for entering into the 2000 Swaptions, the Authority received net up-front, non-refundableoption payments in the aggregate amount of $1,400 from Bank of America, N.A., which represented thetime value for holding the written option. Such payments were recorded as unearned revenue andamortized as interest revenue in prior years. No balance remained as of March 31, 2015 and December31, 2014.

Risks Related to Derivative Instruments:

Credit Risk: For the years ended December 31, 2014 and 2013, the Authority was not exposed tocredit risk on its hedging derivative instruments or investment derivatives as all such derivativeinstruments were in a liability position based on their fair values. The credit ratings of thecounterparties, however, are A2, A, and A as rated by Moody’s, S&P, and Fitch, respectively, as ofMarch 31, 2015 and December 31, 2014.

Interest Rate Risk: The Authority is exposed to interest rate risk on its derivative instruments. On itspay-variable, received-fixed interest rate swaptions, as the Securities Industry and Financing MarketsAssociation (SIFMA) rate increases, the Authority’s net payments on the swaptions, if exercised,increases. On its pay-fixed, receive-variable interest rate swaps, as the LIBOR rate decreases, theAuthority’s net payments on the swaps increases. While the Authority’s net payments may increase,these increases are partially offset by the variable rate bonds rate.

Basis Risk: The Authority is exposed to basis risk on its pay-fixed interest rate swap hedgingderivative instruments because the variable-rate payments received by the Authority on thesehedging derivative instruments are based on a rate or index other than interest rates the Authoritypays on its hedged variable-rate debt, which is remarketed every five (5) days.

Termination Risk: The Authority or its counterparties may terminate a derivative instrument if theother party fails to perform under the terms of the contract.

Rollover Risk: The Authority is not exposed to rollover risk on its hedging derivative instruments. TheAuthority’s hedging derivative instruments terminate on the same day as the hedged debt matures,unless the Authority opts for earlier termination.


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Risks Related to Derivative Instruments (Continued):

Market-Access Risk: If a particular option is exercised and refunding bonds are not issued, theaffected series of bonds would not be refunded, and the Authority would make net swap payments asrequired by the terms of the applicable aforementioned contracts. If the option is exercised and thevariable-rate bonds issued, the actual difference ultimately recognized by the transaction will beaffected by the relationship between the interest rate terms of the to-be-issued variable-rate bondsversus the payment as stipulated in the swaption agreement.

Swap Management Policy: On December 28, 2009, the Authority’s Board approved a resolution (DRPA-09-099, entitled “Use Debt-Related Swap Agreements”) which, among other things, declared: (i) “that it isthe direction and intention of the Board that the DRPA not enter into any new debt-related swapagreements...”, and (ii) that the staff of the Authority” takes all steps necessary to immediately begin theprocess of recommending to the Board whether, when, and how to terminate the Authority’s currentswaps, with all such terminations, if determined to be advisable, to occur in a methodical and carefulmanner which avoids to the fullest extent possible additional costs or risks may be associated withtermination; and that staff report to the Finance Committee of the Board on a monthly basis the status ofall current swap agreements…”

At its September 2014 meeting, the Authority’s Board approved resolution DRPA 14-116 entitled“Authorization to Terminate and Replace Existing UBS Swaps with New Swap Counterparty(ies)“ whichauthorized the Authority to terminate its existing swaps with UBS “in order to reduce Authority swapexposure and to provide more favorable terms to the Authority.” In addition, the Authority adopted awritten swap policy. (Note: subsequent to the passage of DRPA-14-116, the Authority issued a RFQrelated to the possible replacement of its existing counterparty, and is presently working with severalrespondents to complete the ISDA Master agreement and other documentation necessary to change thecurrent counterparty.)

Note 5. Accounts Receivable

Accounts receivable for March 31, 2015 and December 31, 2014 are as follows:

3/31/2015 12/31/2014

Reimbursements from governmental agencies - capital

improvements to the PATCO system due from the 2,550$ 3,481$

Federal Transit Administration

Reimbursements from governmental agencies - FTA, DOT,

FEMA, PEMA, and U.S. and NJ Homeland Security 59 709

Development projects 3,523 3,563

E-ZPass bridge tolls from other agencies 4,551 3,762

Other 1,654 1,122

Gross receivables 12,335 12,637

Less: allowance for uncollectibles (3,500) (3,500)

Net total receivables 8,835$ 9,137$


Page 21

Note 6. Changes in Long-Term Liabilities

Long-term liability activity for the period ended March 31, 2015 is as follows:

Long-term liability activity for the year ended December 31, 2014 is as follows:

Beginning Ending Due within

Balance Increases Decreases Balance 1 Year

Bonds payable

1999 Port District Project Bonds 27,675$ (3,665)$ 24,010$ 3,945$

2008 Revenue Refunding Bonds 287,800 (17,620) 270,180 18,575


2010 Revenue Bonds 308,375 308,375

2012 Port District Project Refunding Bonds 147,240 (5,800) 141,440 6,030

2013 Revenue Bonds 476,585 476,585

Issuance discounts/premiums 28,248 (699) 27,549

Total bonds payable 1,613,178 (48,084) 1,565,094 50,010

Other liabilities

Claims and judgments 2,657 340 (721) 2,276 326

Self-insurance 4,583 858 (927) 4,515 1,073

Sick and vacation leave 3,898 938 (975) 3,861 778

Unearned revenue 9,329 1,431 (1,125) 9,635 4,817

Other (includes net OPEB obligation) 31,445 (123) 31,322

Premium payment payable - derivative

companion instrument 29,335 29,335 5,096

Derivative instrument - interest rate swap 117,182 117,182

1,811,607$ 3,567$ (51,955)$ 1,763,220$ 62,100$

Beginning Ending Due within

Balance Increases Decreases Balance 1 Year

Bonds payable

1999 Port District Project Bonds 31,080$ (3,405)$ 27,675$ 3,665$



2010 Revenue Bonds 308,375 308,375

2012 Port District Project Refunding Bonds 153,030 (5,790) 147,240 5,800

2013 Revenue Bonds 476,585 476,585

Issuance discounts/premiums 31,135 25$ (2,912) 28,248

Total bonds payable 1,654,715 25 (41,562) 1,613,178 47,385

Other liabilities

Claims and judgments 6,854 6,234 (10,431) 2,657 721

Self-insurance 3,687 3,484 (2,588) 4,583 2,000

Sick and vacation leave 4,122 22 (246) 3,898 975

Unearned revenue 8,682 1,670 (1,023) 9,329 4,421

Other (includes net OPEB obligation) 41,502 5,543 (15,600) 31,445

Premium payment payable - derivative -

companion instrument 33,588 (4,253) 29,335

Derivative instrument - interest rate swap 116,646 2,106 (1,570) 117,182

1,869,796$ 19,084$ (77,273)$ 1,811,607$ 55,502$


Page 22

Note 7. Investment in Facilities

Capital assets for the period ended March 31, 2015 were as follows:

Capital assets for the year ended December 31, 2014 were as follows:

Total depreciation expense for the periods ended March, 31, 2015 and December 31, 2014 was $14,346and $57,425, respectively.

Beginning Ending

Balance Increases Decreases Balance

Capital assets not being depreciated

Land 74,225$ 74,225$

Construction in progress 348,278 11,943$ 360,221

Total capital assets not being depreciated 422,503 11,943 - 434,446

Capital assets being depreciated

Bridges and related building and equipment 1,138,185 1,138,185

Transit property and equipment 559,866 559,866

Port enhancements 6,703 6,703

Total capital assets being depreciated 1,704,754 - - 1,704,754

Less: accumulated depreciation for:

Bridges and related building and equipment (521,992) (9,018) (531,010)

Transit property and equipment (252,430) (5,246) (257,676)

Port enhancements (4,813) (82) (4,895)

Total accumulated depreciation (779,235) (14,346) (793,581)

Total capital assets being depreciated, net 925,519 (14,346) - 911,173

Total capital assets, net 1,348,022$ (2,403)$ -$ 1,345,619$

Beginning Ending

Balance Increases Decreases Balance

Capital assets not being depreciated

Land 74,225$ 74,225$

Construction in progress 290,453 131,992$ (74,167)$ 348,278

Total capital assets not being depreciated 364,678 131,992 (74,167) 422,503

Capital assets being depreciated

Bridges and related building and equipment 1,124,425 18,118 (4,358) 1,138,185

Transit property and equipment 506,193 56,012 (2,339) 559,866

Port enhancements 6,665 38 6,703

Total capital assets being depreciated 1,637,283 74,168 (6,697) 1,704,754

Less: accumulated depreciation for:

Bridges and related building and equipment (489,630) (36,720) 4,358 (521,992)

Transit property and equipment (234,427) (20,342) 2,339 (252,430)

Port enhancements (4,450) (363) (4,813)

Total accumulated depreciation (728,507) (57,425) 6,697 (779,235)

Total capital assets being depreciated, net 908,776 16,743 - 925,519

Total capital assets, net 1,273,454$ 148,735$ (74,167)$ 1,348,022$


Page 23

Note 8. Deferred Compensation Plan

The Authority offers its employees a deferred compensation plan in accordance with Internal RevenueCode Section 457. The plan, available to all full-time employees, permits them to defer a portion of theirsalary until future years. The deferred compensation is not available to employees until termination,retirement, death, or unforeseeable emergency. The Authority does not make any contributions to theplan. To comply with changes in federal regulations and GASBS 32, Accounting and Financial Reportingfor Internal Revenue Code 457 Deferred Compensation Plans, the Authority amended the plan in 1998 sothat all amounts of compensation deferred under the plan, all property and rights purchased with thoseamounts, and all income attributable to those amounts, property, or rights are solely the property of theemployees.

Note 9. Pension Plans

Employees of the Authority participate in the Pennsylvania State Employees’ Retirement System, thePublic Employees’ Retirement System of New Jersey, or the Teamsters Pension Plan of Philadelphia andVicinity.

Pennsylvania State Employees’ Retirement System:

Plan Description: Permanent full-time and part-time employees are eligible and required to participate inthis cost-sharing multiple-employer defined benefit plan that provides pension, death and disabilitybenefits.

A member may retire after completing three years of service and after reaching normal retirement age(the age of 60, except police officers at age 50, or the age at which 35 years of service has beencompleted, whichever occurs first). Benefits vest after five years of service, or after 10 years of servicefor those hired on or after January 1, 2011. If an employee terminates his or her employment after atleast five years of service (10 years if hired on or after January 1, 2011) but before the normal retirementage, he or she may receive pension benefits immediately or defer pension benefits until reachingretirement age. Employees who retire after reaching the normal retirement age with at least three yearsof credited service who started on or prior to December 31, 2010 are entitled to receive pension benefitsequal to 2.5% of their final average compensation (average of the three highest years in earnings) timesthe number of years for which they participated in the plan. Those employees who were hired afterJanuary 1, 2011 have their multiplier reduced to 2.0% unless they select a higher contribution level uponhire, in which case they are eligible to join the 2.5% class. The pension benefits received by an employeewho retires after ten years of credited service but before normal retirement age are reduced for thenumber of years that person is under normal retirement age.

Pension provisions include death benefits, under which the surviving beneficiary may be entitled toreceive the employee’s accumulated contributions less the amount of pension payments that theemployee received, the present value of the employees’ account at retirement less the amount of pensionbenefits received by the employee, the same pension benefits formerly received by the employee, or one-half of the monthly pension payment formerly received by the employee. The maximum pension benefitto the employee previously described may be reduced depending on the benefits elected for the survivingbeneficiary.

The Pennsylvania State Employees’ Retirement System issues a publicly available annual financialreport, including financial statements, which may be obtained by writing to Pennsylvania StateEmployees’ Retirement System, 30 North Third Street, Harrisburg, Pennsylvania 17108-1147.


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Note 9. Pension Plans (Continued)

Pennsylvania State Employees’ Retirement System (Continued):

Funding Policy: The contribution requirements of plan members and the Authority are established andamended by the Pennsylvania State Employees’ Retirement System Board. As of January 1, 2002,employees are required to contribute 6.25% (unless opting for 9.3% deductions in order to be eligible forthe 2.5% pension compensation) of their gross earnings to the plan. The Authority was required to, anddid, contribute an actuarially determined amount to the plan, which equaled 17.57%, 13.27% and 9.42%,of covered payroll in 2014, 2013 and 2012, respectively. In 2014, 2013 and 2012, the Authority’s requiredcontributions to the plan were $7,652, $5,728, and $4,058, respectively, which represented 100% of therequired contribution for the aforementioned years.

New Jersey Public Employees Retirement System (NJ PERS):

Plan Description: Permanent full-time employees, hired after January 1, 2002, who were members of NJPERS when they were hired, are eligible to participate in the cost-sharing multiple-employer definedbenefit plan (administered by the New Jersey Division of Pensions and Benefits). The NJ PERS wasestablished in 1955. The PERS provides retirement, death and disability, and medical benefits toqualified members. Vesting and benefit provisions are established by N.J.S.A. 43:15A and 43:3B.

Funding Policy: The contribution requirements of plan members are determined by State statute. Inaccordance with Chapter 62, P.L. 1994, plan members enrolled in the NJ PERS were required tocontribute 5% of their annual covered salary. Effective July 1, 2008, however, in accordance withChapter 92, P.L. 2007 and Chapter 103, P.L. 2007, plan members were required to contribute 5.5% oftheir annual covered salary. For employees enrolled in the retirement system prior to July 1, 2008, theincrease was effective with the payroll period that began immediately after July 1, 2008. Pursuant to theprovisions of Chapter 78, P.L. 2011, effective October 1, 2011, the active member contribution rateincreased to 6.5%, plus an additional 1.0% phased-in over seven years. The phase-in of the additionalincremental member contribution amount began July 1, 2012 and increases each subsequent July 1. TheState Treasurer has the right under the current law to make temporary reductions in member rates basedon the existence of surplus pension assets in the retirement system; however, the statute also requiresthe return to the normal rate when such surplus pension assets no longer exist.

The Authority is billed annually for its normal contribution, plus any accrued liability. The Authority begansending employee contributions to NJ PERS beginning in January 2006. The year 2008 was the firstyear that the Authority was required to, and did, contribute an actuarially determined amount to the plan.For the years ended December 31, 2014, 2013 and 2012, the Authority’s total contribution to the plan was$66, $83 and $117, respectively, which represented 100% of the required contribution for theaforementioned years. For the years ended December 31, 2014, 2013 and 2012, the contributionsconsisted of a normal contribution amount of $11, $24 and $33, respectively and an accrued liabilityamount of $51, $67 and $78, respectively.

The New Jersey Public Employees Retirement System issues a publicly available annual financial report,including financial statements, which may be obtained by writing to State of New Jersey, Division ofPensions and Benefits, P.O. Box 295, Trenton, New Jersey 08625-0295.

Teamsters Pension Plan of Philadelphia and Vicinity:

Plan Description: Certain represented employees are eligible and required to participate in the TeamstersPension Plan of Philadelphia and Vicinity, which is a cost-sharing, multiple-employer benefit plan whichprovides pension, death and disability benefits. A member may retire at the later of (a) the date theemployee reaches 65 or (b) the tenth anniversary of the employee’s commencement of participation inthe plan.


Page 25

Note 9. Pension Plans (Continued)

Teamsters Pension Plan of Philadelphia and Vicinity (Continued):

Plan Description (Continued): Additionally, employees are eligible for early retirement after 10 years ofparticipation in the plan and (a) completion of 30 years of vested service or (b) attainment of age 50 andcompletion of 10 years of vested service. Benefits vest after 10 years of service. An employee whoretires on or after his or her normal retirement age is entitled to receive benefits based on his or hercredited years of service multiplied by a monthly benefit rate, which is determined based on theemployer’s daily contributions. The benefits are subject to maximum rates that vary according toemployer daily contribution rates. Members may also receive benefits after early retirement at reducedrates, depending on age at retirement.

An employee who qualifies for disability retirement benefits (total and permanent disability with 10 yearsof vested service and 5 years of continuous service with at least 300 covered days of contributions) isentitled to receive two hundred dollars per month until retirement age, when retirement benefits wouldcommence.

Provisions include surviving spouse death benefits, under which the surviving spouse is entitled to a 50%survivor annuity in certain cases.

Funding Policy: The Teamsters Pension Plan is controlled by the Teamsters Pension Plan of Philadelphiaand Vicinity Board. The employer’s contribution requirements are determined under the terms of oneCollective Bargaining Agreement in force between the employer and the Teamsters. The dailycontribution rate was $22.90 per participating employee, and increased to $24.02 per participatingemployee effective August 2014. The Authority’s contributions totaled 7.67%, 8.02% and 8.22% ofcovered payroll in 2014, 2013 and 2012, respectively. The employees of the Authority make nocontributions to the plan. The Authority contributed $1,001, $1,066, and $1,076 in 2014, 2013 and 2012,respectively, which represented 100% of the required contribution for the aforementioned years.

The Teamsters Pension Plan of Philadelphia and Vicinity issues a publicly available annual financialreport, including financial statements, which may be obtained by writing to Teamsters Pension Plan ofPhiladelphia and Vicinity, Fourth and Cherry Streets, Philadelphia, Pennsylvania 19106.

Note 10. Postemployment Healthcare Plan

Plan Description: The Authority provides certain health care and life insurance benefits for retiredemployees, where such benefits are established and amended by the Authority’s Board ofCommissioners. The Authority’s Plan provides two agent multiple-employer post-employment healthcareplans which cover two retiree populations: eligible retirees under the age of sixty-five (65) receive benefitsthrough Amerihealth and eligible retirees sixty-five (65) and over receive benefits through the UnitedHealth Group (in partnership with AARP) and Aetna. Life insurance benefits to qualifying retirees areprovided through Prudential. The plans are administered by the Authority; therefore, premium paymentsare made directly by the Authority to the insurance carriers.

During 2014, the Authority’s Board of Commissioners passed resolution DRPA-14-057 authorizing theAuthority to make an initial OPEB contribution in the amount of $10,790 to the newly established OPEBTrust, which was established with PNC Institutional Management. The OPEB Trust is irrevocable and isexempt from federal and state income taxes under Internal Revenue Code Section 115. The solepurpose of the OPEB Trust is to provide funds to pay postemployment benefits to qualified retirees andtheir dependents. Through its annual budget resolution, the Authority is authorized to contribute and anadditional $5,000 to its OPEB Trust during 2015.


Page 26

Note 10. Postemployment Healthcare Plan (Continued)

Funding Policy: Employees become eligible for retirement benefits based on hire date and years ofservice. For employees hired after January 1, 2007, no subsidized retiree benefits are offered. Thecontribution requirements of plan members and the Authority are established, and may be amended, bythe Authority’s Board of Commissioners. Plan members receiving benefits contribute the followingamounts: $65 per month for retiree-only coverage for the base plan, $130 per month for retiree/spouse(or retiree/child) coverage, and $195 per month for retiree/family (or children) coverage to age sixty-five(65) for the base plan, and $55 per month per retiree, per dependent for both the United Health Group (inpartnership with AARP) and Aetna coverages. An additional amount is required for those retirees, underage sixty-five (65), who opt to participate in the “buy-up plan” for retirees and their dependents.

As previous stated, the Authority made its initial irrevocable contribution to the OPEB Trust during 2014.Prior to 2014, the Authority funded its current retiree postemployment benefits cost on a “pay-as-you-go“basis, net of plan member contributions. The Authority’s contributions to the Plan, which includes the“pay-as-you-go“ costs, net of plan member contributions, for the years ended 2014, 2013, and 2012 were$15,600, $5,304 and $4,242, respectively.

Future Retirees: In accordance with GASBS No.45, the Authority is required to expense the annualrequired contribution (ARC) of the employer, an amount actuarially determined in accordance with theparameters of GASBS 45. The ARC represents a level of funding that, if paid on an ongoing basis, isprojected to cover normal cost each year and amortize any unfunded actuarial liabilities (or fundingexcess) over a period not to exceed thirty (30) years. The ARC includes the costs of both current andfuture retirees. The current ARC was determined to be $5,056, at an unfunded discount rate of 5%. Asstated above, the Authority has begun funding the actuarial accrued liability for postemployment benefits.

Annual OPEB Cost: The Authority’s annual required contribution (ARC), the interest on the net OPEBobligation, the adjustment to the ARC, the increase or decrease in the net OPEB obligation, the netOPEB obligation, and the percentage of annual OPEB cost contributed to the plan for 2014, 2013 and2012 are as follows:

Funded Status and Funding Progress: Using the report from January 1, 2013, the most recent actuarialvaluation date, the results were rolled forward to calculate year-end December 31, 2014. The actuarialaccrued liability for benefits as of December 31, 2014 was $115,245, and the actuarial value of planassets was $10,780, or 9.4% funded, resulting in an unfunded actuarial accrued liability (UAAL) of$104,465.

2014 2013 2012

Annual required contribution (arc) 5,056$ 4,963$ 5,347$

Interest on the net OPEB obligation 2,075 2,068 1,978

Adjustment to the arc (1,588) (1,588) (1,270)

Annual OPEB cost 5,543 5,443 6,055

Pay-as-you go cost (existing retirees) (4,810) (5,304) (4,242)

Increase (decrease) in the net OPEB obligation 733 139 1,813

Net OPEB Obligation, January 1 41,502 41,363 39,550

OPEB Obligation, December 31 42,235 41,502 41,363

OPEB Trust Contributions (10,790) - -

Net OPEB Obligation, December 31 31,445$ 41,502$ 41,363$

Percentage of Annual OPEB Cost Contributed 281% 97% 70%


Page 27


Funded Status and Funding Progress (Continued): The covered payroll (annual payroll of activeemployees covered by the plan) was $43,453 and the ratio of the UAAL to the covered payroll was240.4%. (For additional information, please refer to the “required supplementary information schedule offunding progress for health benefits plan” shown at the end of the footnote section.) Actuarial valuationsof an ongoing plan involve estimates of the value of reported amounts and assumptions about theprobability of occurrence of events far into the future.

Examples include assumptions about future employment, mortality and the healthcare cost trend.Amounts determined regarding the funded status of the plan and the annual required contributions of theemployer are subject to continual revision as actual results are compared with past expectations and newestimates are made about the future. The schedule of funding progress, presented as requiredsupplementary information following the notes to the combined financial statements, presents multiyeartrend information that shows whether the actuarial value of the plan assets is increasing or decreasingover time relative to the actuarial accrued liabilities for benefits.

Actuarial Methods and Assumptions: Projections of benefits for financial reporting purposes are based onthe substantive plan (the plan as understood by the employer and plan members) and include the typesof benefits provided at the time of each valuation and the historical pattern of sharing benefit costsbetween the employer and plan members to that point. The actuarial methods and assumptions usedinclude techniques that are designed to reduce short-term volatility in actuarial accrued liabilities and theactuarial value of assets, consistent with the long-term perspective of the calculations.

In the January 1, 2013 actuarial valuation, the projected unit credit actuarial cost method was used.Under this method an actuarial accrued liability is determined as the actuarial present value of the portionof projected benefits which is allocated to service before the current plan year. In addition, a normal costis determined as the actuarial present value of the portion of projected benefits which is allocated toservice in the current plan year for each active participant under the assumed retirement age. The UAALis being amortized (straight-line) for thirty (30) year on an open basis. The actuarial assumptionsincluded the following:

Mortality: The mortality table employed in the valuation was the RP2000 Healthy Table Male andFemale.

Inflation Rate: 2.5% per annum compounded annually.

Discount Rate: Future costs have been discounted at the rate of 5.00% compounded annually forGASBS 45 purposes.

Turnover: Assumptions for terminations of employment other than for death or retirement will vary byage and years of service with rates of turnover based on State Employees Retirement System ofPennsylvania.

Disability: No terminations of employment due to disability were assumed. Retirees resulting from adisability were factored into the determination of age at retirement.

Age of Retirement: The assumption that the active participants, on average, will receive their benefitswhen eligible, but no earlier than age 55.

Spousal Coverage: Married employees will remain married.

Prior Service: No prior service for active employees was assumed.


Page 28


Actuarial Methods and Assumptions (Continued):

Health Care Cost Trend Rate:

Projected Salary Increase: Annual salary increase is 2.5%.

Administration Expenses: The annual cost to administer the retiree claims was assumed at 2.5%which was included in the annual health care costs.

Employee Contributions: It was assumed that employees will contribute two thousand six hundredand eleven ($2,611) per year for family medical coverage and eight hundred eighty four ($884) forsingle medical coverage.

Note 11. Indentures of Trust

The Authority is subject to the provisions of the following indentures of Trust: Revenue Refunding Bondsof 1998, dated July 1, 1998; the Revenue Refunding Bonds of 2008, dated July 25, 2008 and theRevenue Refunding Bonds of 2010 and the 2010 Revenue Bonds (Series D), dated May 15, 2010 andJuly 15, 2010 respectively; and the 2013 Revenue Bonds, dated December 1, 2013, respectively(collectively the “Bond Resolution”); the Port District Project Bonds of 1999, dated December 1, 1999, andthe 2012 Port District Project Refunding Bonds, dated December 1, 2012.

The Bond Resolution requires the maintenance of the following accounts:

Project Fund: This restricted account was established in accordance with Section 6.02 of the BondResolution. The Project Fund is held by the Trustee and is applied to pay the cost of the Projectsand is pledged, pending application to such payment of costs for the security of the payment ofprincipal and interest on the Revenue, Revenue Refunding, and Project Bonds (the “Bonds”).

Debt Service Fund: This restricted account was established in accordance with Section 6.04 of theBond Resolution for the payment of maturing interest and principal on the Bonds. The balance ondeposit must be sufficient to enable the Trustee to withdraw amounts equal to interest due on theBonds, principal amounts maturing on Bonds, accrued interest included in the purchase price of thebonds purchased for retirement, and sinking fund installments when payments are required.

Debt Service Reserve Fund: This restricted account was established in accordance with Section6.05 of the Bond Resolution. The amount of funds on deposit must be maintained at a level equal tothe Maximum Debt Service to insure funds are available for payment of Debt Service.

Bond Redemption Fund: This restricted account was established in accordance with section 6.06 ofthe Bond Resolution to account for amounts received from any source for the redemption of Bonds,other than mandatory sinking fund payments.

Rebate Fund: This restricted account was established in accordance with Section 6.07 of the bondResolution account for amounts deposited from time to time in order to comply with the arbitragerebate requirements of Section 148 of the Code as applicable to any Series of Tax-Exempt Bondsissued.

Year Pre-65 Post-65

Initial Trend 01/01/15 to 01/01/18 9.0% 9.0%

Ultimate Trend 01/01/19 to later 5.0% 5.0%

Grading Per Year 1.0% 1.0%


Page 29

Note 11. Indentures of Trust (Continued)

The Bond Resolution requires the maintenance of the following accounts (continued):

Revenue Fund: This unrestricted account was established in accordance with Section 6.03 of theBond Resolution for the Authority to deposit all Revenues. On or before the 20

thday of each

calendar month, the Trustee shall, to the extent money is available, after deduction of cash andinvestment balances for the 15% working capital reserve, transfer to or credit funds needed in thefollowing order: (1) the Debt Service Fund, (2) the Debt Service Reserve Fund, (3) any ReserveFund Credit Facility Issuer, (4) the Trustee’s Rebate Fund, (5) the Maintenance Reserve Fund, (6)the General Fund.

Maintenance Reserve Fund: This restricted account was established in accordance with Section6.08 of the Bond Resolution. These funds are maintained for reasonable and necessary expenseswith respect to the system for major repairs, renewals, replacements, additions, betterments,enlargements, improvements and extraordinary expenses, all to the extent not provided for in thethen current Annual Budget. Money in this account is pledged for the security of payment principaland interest on the bonds. Whenever the amount in this account exceeds the “MaintenanceReserve Fund Requirement,” the excess shall be deposited in the General Fund. The “MaintenanceReserve Fund Requirement” on any date is at least $3,000.

General Fund: This unrestricted account was established in accordance with Section 6.09 of theBond Resolution. All excess funds of the Authority are recorded in the General Account. If theAuthority is not in default in the payment of bond principal or interest and all fund requirements aresatisfied, the excess funds may be used by the Authority for any lawful purpose.

Note 12. Funded and Long-Term Debt

At March 31, 2015, the Authority had $1,565,094 in Revenue, Revenue Refunding, and Port DistrictProject Bonds outstanding, consisting of bonds issued in 1999, 2008, 2010, 2012 and 2013. The 1999Port District Project Bonds were issued pursuant to an Indenture of Trust dated December 1, 1999. The2008 Revenue Refunding Bonds were issued pursuant to the Indenture of Trust dated July 1, 1998, assupplemented by a Fourth Supplemental Indenture dated October 1, 2007 and a Fifth SupplementalIndenture dated July 15, 2008. The 2010 Revenue Refunding Bonds were issued pursuant to anIndenture of Trust as previously supplemented by five supplemental indentures thereto and as furthersupplemented by a Sixth Supplemental Indenture dated as of March 15, 2010. The 2010 Revenue Bondswere issued pursuant to Indenture of Trust, dated as of July 1, 1998, a Sixth Supplemental Indenture,dated as of March 15, 2010, and a Seventh Supplemental Indenture, dated as of July 1, 2010. The 2012Port District Project Refunding Bonds were issued pursuant to an Indenture of Trust dated December 1,2012. The 2013 Revenue Bonds were issued pursuant an Indenture of Trust, a Ninth SupplementalIndenture, dated as of December 1, 2013.

1999 Port District Project Bonds: On December 22, 1999, the Authority issued $272,095 to provide fundsto finance (a) all or a portion of the cost of certain port improvement and economic development projectswithin the Port District, (b) a deposit of cash or a Reserve Fund Credit Facility to the credit of the DebtService Reserve Fund established under the 1999 Port District Project Bond Indenture and (c) all or aportion of the costs and expenses of the Authority relating to the issuance and sale of the 1999 PortDistrict Project Bonds (Series A and B).


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Note 12. Funded and Long-Term Debt (Continued)

1999 Port District Project Bonds (Continued): The 1999 Port District Project Bonds are general corporateobligations of the Authority. The 1999 Port District Project Bonds are not secured by a lien or charge on,or pledge of, any revenues or other assets of the Authority other than the monies, if any, on deposit fromtime to time in the Funds established under the 1999 Port District Project Bond Indenture. No tolls, rents,rates or other such charges are pledged for the benefit of the 1999 Port District Project Bonds. The 1999Port District Project Bonds are equally and ratably secured by the funds on deposit in the Fundsestablished under the 1999 Port District Project Bond Indenture, except for the Rebate Fund. The 1999Port District Project Bonds are payable from such Funds and from other monies of the Authority legallyavailable.

The 1999 Port District Project Bonds are subject to optional redemption and mandatory sinking fundredemption prior to maturity as more fully described herein.

The scheduled payment of principal and interest on the 1999 Port District Project Bonds when due areguaranteed under an insurance policy issued concurrently with the delivery of the 1999 Port DistrictProject Bonds by Financial Security Assurance Inc.

On December 20, 2012, all remaining 1999 Series B Port District Project Bonds were redeemed, prior tomaturity, at a redemption price of 100%, using proceeds from the issuance of the 2012 Port DistrictProject Refunding Bonds.

The 1999 Port District Project Bonds (Series A) outstanding at March 31, 2015 are as follows:

Optional Redemption: The Series A Port District Project Bonds are redeemable by the Authority on anyinterest payment date in whole or in part, and if in part, in any order of maturity specified by the Authorityand in any principal amount within a maturity as specified by the Authority. Any such redemption shall bemade at a redemption price equal to accrued interest to the redemption date plus the greater of (i) theprincipal amount of the Series A Port District Project Bonds to be redeemed, and (ii) an amount equal tothe discounted remaining fixed amount payments applicable to the Series A Port District Project Bonds tobe redeemed. Allocation of the amounts of Series A Port District Project Bonds to be redeemed shall beproportionate nearly as reasonably possible having due regard for minimum authorized denominations ofthe 1999 Port District Project Bonds among the respective interest of the holders of the Series A PortDistrict Project Bonds to be redeemed at the time of selection of such Series A Port District Project Bondsfor redemption regard for minimum authorized denominations of the 1999 Port District Project Bondsamong the respective interest of the holders of the Series A Port District Project Bonds to be redeemed atthe time of selection of such Series A Port District Project Bonds for redemption.

Maturity Date Interest Principal Maturity Date Interest Principal

(January 1) Rate/Yield Amount (January 1) Rate/Yield Amount

Term Bonds

2016 7.63% 3,945$ 2019 7.63% 4,920$

2017 7.63% 4,245 2020 7.63% 5,295

2018 7.63% 4,570 2021 7.63% 1,035

Total par value of 1999 Port District Project Bonds 24,010$


Page 31


2008 Revenue Refunding Bonds: On July 25, 2008, the Authority issued $358,175 in Revenue RefundingBonds as variable rate demand obligations (VRDO’s). The 2008 Revenue Refunding Bonds were issuedto provide funds, together with other funds available: (a) to finance the current refunding of $358,175aggregate principal amount of the Authority’s Revenue Refunding Bonds, Series of 2007, consisting of allof the outstanding bonds of such series; and (b) to pay the costs of issuance of the 2008 RevenueRefunding Bonds.

The 2008 Revenue Refunding Bonds were issued pursuant to the Compact, the New Jersey Act, thePennsylvania Act (as such terms are defined herein) and an Indenture of Trust dated as of July 1, 1998,by and between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to CommerceBank, N.A. (the “Trustee”), as supplemented by a First Supplemental Indenture dated as of July 1, 1998,a Second Supplemental Indenture dated as of August 15, 1998, a Third Supplemental Indenture dated asof December 1, 1999, a Fourth Supplemental Indenture dated as of October 1, 1997 and a FifthSupplemental Indenture dated as of July 15, 2008 (the “Fifth Supplemental Indenture”) (collectively, the“1998 Revenue Bond Indenture”).

The 2008 Revenue Refunding Bonds, together with all other indebtedness outstanding under the 1998Revenue Bond Indenture and any parity obligations hereafter issued under the 1998 Revenue BondIndenture, are equally and ratably payable solely from and secured by a lien on and security interest in (i)the Net Revenues described herein, (ii) all moneys, instruments and securities at any time and from heldby the Authority or the Trustee in any Fund created or established under the 1998 Revenue BondIndenture and (iii) the proceeds of all the foregoing, except for the moneys, instruments and securitiesheld in the 1998 General Fund and the 1998 Rebate Fund. The 2008A Letter of Credit (as defined herein)secures only the 2008A Revenue Refunding Bonds and the 2008B Letter of Credit (as defined herein)secures only the 2008B Revenue Refunding Bonds.

The 2008 Revenue Refunding Bonds are subject to purchase on the demand of the holder at a priceequal to principal plus accrued interest on seven days’ notice and delivery to the Authority’s tender agent,TD Bank, N.A. The tender agent shall provide a copy of said notice to the applicable remarketing agent,who is authorized to use its best efforts to sell the repurchased bonds at a price equal to 100 percent ofthe principal plus accrued interest to the purchase date.

Under irrevocable direct pay letters of credit (“DPLOC”) issued by Bank of America, N.A. and TD Bank,N.A., the trustee or the remarketing agent is entitled to draw an amount sufficient to pay the purchaseprice of the bonds delivered to it. The letters of credit (“LOC”) require the Authority to make immediatepayment of any draws under the line and were valid through July 23, 2013. In 2013, the letters of creditwere extended as noted below.

The Authority was initially required to pay annual facility fees to Bank of America, N.A. and , N.A. for theletters of credit. The initial facility fee was calculated based on 1.35% of the gross amount availableunder the line based on the Authority’s bond ratings, as determined by Moody’s and S&P. In addition, theAuthority was required to pay an annual remarketing fee, payable quarterly in arrears, equal to 0.07% ofthe aggregate principal amount of the bonds outstanding at the beginning of the period.

On June 28, 2013, the Authority amended and extended its DPLOC with TD Bank, N.A. supporting the2008 Revenue Refunding Bonds, Series B, to expire on December 31, 2017. In addition, the Authorityamended and extended its DPLOC with the Bank of America, N.A., effective on July 22, 2013, to expireon July 22, 2016. The new LOC fees range from 0.65% to 0.70%. The annual remarketing feesremained unchanged.


Page 32


2008 Revenue Refunding Bonds (Continued): The 2008 Revenue Refunding Bonds outstanding at March31, 2015 are as follows:

Optional Redemption: While in the Weekly Mode, the 2008A Revenue Refunding Bonds are subject tooptional redemption by the Authority, in whole or in part, in Authorized Denominations on any BusinessDay, at redemption price equal to the principal amount thereof, plus accrued interest, if any, to theRedemption Date. While in the Weekly Mode, the 2008B Revenue Refunding Bonds are subject tooptional redemption by the Authority, in whole or in part, in Authorized Denominations on any BusinessDay, at a redemption price equal to the principal amount thereof, plus accrued interest, if any, to theRedemption Date.

Sinking Fund Redemption: The 2008 Revenue Refunding Bonds are subject to mandatory redemption inpart on January 1 of each year and in the respective principal amounts set forth below at one hundredpercent (100%) of the principal amount of 2008 Revenue Refunding Bonds to be redeemed, plus interestaccrued to the Redemption Date, from funds which the Authority covenants to deposit in the 2008ABonds Sinking Fund Account created in the 1998 Debt Service Fund established pursuant to 1998Revenue Bond Indenture, in amounts sufficient to redeem on January 1 of each year the principal amountof such 2008 Revenue Refunding Bonds for each of the years set forth below:

Series A Series B



2026 Variable 127,985$ 2026 Variable 142,195$

Total par value of 2008 Revenue Refunding Bonds 270,180$

Interest Rate Mode: Weekly

Rate Determination Date: Generally each Wednesday

Interest Rate Payment Dates: First Business day of each month

Rate in Effect at March 31, 2015: Series A - .020%; Series B - .010%

Sinking Fund Installments

January 1 Series A Series B Total

2016 $8,800 $9,775 $18,575

2017 9,280 10,310 19,590

2018 9,785 10,870 20,655

2019 10,315 11,465 21,780

2020 10,880 12,090 22,970

2021 11,475 12,745 24,220

2022 12,100 13,440 25,540

2023 12,755 14,175 26,930

2024 13,455 14,945 28,400

2025 14,185 15,760 29,945

2026 14,955 16,620 31,575

127,985$ 142,195$ 270,180$


Page 33


2010 Revenue Refunding Bonds: On June 30, 2010, the Authority issued $350,000 in RevenueRefunding Bonds, Series A of 2010, Revenue Refunding Bonds, Series B of 2010 and RevenueRefunding Bonds, Series C of 2010 as variable rate demand obligations (“VRDOs”). The 2010 RevenueRefunding Bonds were issued pursuant to the Indenture of Trust dated as of July 1, 1998 by and betweenthe Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank, N.A.(“Trustee”), as previously supplemented by five supplemental indentures thereto and as furthersupplemented by a Sixth Supplemental Indenture (“Sixth Supplemental Indenture”) dated as of March 15,2010 (collectively, “1998 Revenue Bond Indenture”). The 2010 Revenue Refunding Bonds were issuedto provide funds, together with other available funds, to (i) currently refund $349,360 aggregate principalamount of the Authority’s outstanding Revenue Bonds, Series of 1999, (ii) fund any required deposit tothe 1998 Debt Service Reserve Fund (defined herein), and (iii) pay the costs of issuance of the 2010Revenue Refunding Bonds.

The 2010 Revenue Refunding Bonds are subject to purchase on the demand of the holder at a priceequal to principal plus accrued interest on seven days’ notice and delivery to the Authority’s tender agent,TD Bank, N.A. The tender agent shall provide a copy of said notice to the applicable remarketing agent,who is authorized to use its best efforts to sell the repurchased bonds at a price equal to 100 percent ofthe principal plus accrued interest to the purchase date.

Under irrevocable letters of credit issued by J.P. Morgan Chase, N.A., Bank of America, N.A. and PNCBank, N.A., the trustee or the remarketing agent is entitled to draw an amount sufficient to pay thepurchase price of the bonds delivered to it. The letters of credit (“LOC”) require the Authority to makeimmediate payment of any draws under the line and were valid through March 29, 2013. In 2013, theletters of credit were replaced as noted below.

Initially, the Authority was required to pay annual facility fees to J.P. Morgan Chase, N.A., Bank ofAmerica, N.A. and PNC Bank, N.A. for the letters of credit in percentages varying from 1.35% to 1.675%of the gross amount available under the LOC, through March 21, 2013, when these LOCs were replaced.In addition, the Authority was required to pay an annual remarketing fee, payable quarterly in arrears,equal to 0.10% of the aggregate principal amount of the bonds outstanding at the beginning of the period.On March 21, 2013, the Authority completed its LOC substitution/replacement program, replacing theexisting LOC providers with three new banks: Royal Bank (Series A), Barclays Bank (Series B), and Bankof New York Mellon (Series C). The LOC fees were reduced, ranging from 0.45% to 0.70%, and theremarketing fee for each series was reduced to 0.08%/annum. The Barclays Bank Direct-Pay Letter ofCredit supporting the 2010 Revenue Refunding Bonds, Series B expired March 20, 2015.

At its January 2015 meeting, the Authority’s Board authorized staff to extend the LOC with Barclays, for a“to-be-determined” term. In February 2015, the Authority requested that Barclays extend the letter ofcredit for a three-year period. On February 18, 2015, Barclays Bank PLC delivered a “Notice ofExtension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” in the LOC to March 20,2018. The Authority expects to reduce its annual LOC fees by approximately $95,000 annually, as aresult of this extension.


Page 34


2010 Revenue Refunding Bonds (Continued):

The 2010 Revenue Refunding Bonds outstanding at March 31, 2015 were as follows:

Optional Redemption: While in the Weekly Mode, each Series of the 2010 Revenue Refunding Bonds issubject to optional redemption by the Authority, in whole or in part, in Authorized Denominations on anyBusiness Day, at a redemption price equal to the principal amount thereof, plus accrued interest, if any, tothe applicable Redemption Date.

Mandatory Sinking Fund Redemption: The 2010 Revenue Refunding Bonds are subject to mandatoryredemption in part on January 1 of each year and in the respective principal amounts set forth below at100% of the principal amount of 2010 Revenue Refunding Bonds to be redeemed, plus interest accruedto the Redemption Date, from funds which the Authority covenants to deposit in the 2010A Bonds SinkingFund Account, 2010B Bonds Sinking Fund Account, and 2010C Bonds Sinking Fund Account created inthe 1998 Debt Service Fund established pursuant to 1998 Revenue Bond Indenture, in amounts sufficientto redeem on January 1 of each year the principal amount of such 2010 Revenue Refunding Bonds foreach of the years set forth below:

Maturity Date Interest Principal

(January 1) Rate/Yield Amount

Series A 2026 Variable 135,840$

Series B 2026 Variable 135,840

Series C 2026 Variable 45,275

Total par value of 2010 Revenue Refunding Bonds 316,955$

Interest Rate Mode: Weekly

Rate Determination Date: Generally each Wednesday

Rate in Effect at March 31, 2015: Series A - .010%; Series B - .020%; Series C - .010%

Sinking Fund Installments

January 1 Series A Series B Series C Total

2016 9,195$ 9,195$ 3,070$ 21,460$

2017 9,730 9,730 3,240 22,700

2018 10,280 10,280 3,430 23,990

2019 10,875 10,875 3,625 25,375

2020 11,500 11,500 3,830 26,830

2021 12,160 12,160 4,055 28,375

2022 12,855 12,860 4,285 30,000

2023 13,595 13,595 4,530 31,720

2024 14,375 14,375 4,790 33,540

2025 15,200 15,200 5,065 35,465

2026 16,075 16,070 5,355 37,500

135,840$ 135,840$ 45,275$ 316,955$


Page 35


2010 Revenue Refunding Bonds (Continued): On July 15, 2010, the Authority issued $308,375 inRevenue Bonds, Series D of 2010 (the “2010 Revenue Bonds”). The 2010 Revenue Bonds were issuedby means of a book-entry-only system evidencing ownership and transfer of 2010 Revenue Bonds on therecords of The Depository Trust Company, New York, New York (“DTC”), and its participants. Interest onthe 2010 Revenue Bonds will be payable semi-annually on January 1 and July 1 of each yearcommencing January 1, 2011 (each an “Interest Payment Date”).

The 2010 Revenue Bonds were issued pursuant to the Compact, the New Jersey Act, the PennsylvaniaAct (as such terms are defined herein) and an Indenture of Trust, dated as of July 1, 1998, by andbetween the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as successor to Commerce Bank,N.A. (the “Trustee”), as supplemented by a First Supplemental Indenture, dated as of July 1, 1998, aSecond Supplemental Indenture, dated as of August 15, 1998, a Third Supplemental Indenture, dated asof December 1, 1999, a Fourth Supplemental Indenture, dated as of October 1, 2007, a FifthSupplemental Indenture, dated as of July 15, 2008, a Sixth Supplemental Indenture, dated as of March15, 2010, and a Seventh Supplemental Indenture, dated as of July 1, 2010 (collectively, the “1998Revenue Bond Indenture”).

The 2010 Revenue Bonds were issued for the purpose of: (i) financing a portion of the costs of theAuthority’s approved Capital Improvement Program; (ii) funding the Debt Service Reserve Requirementfor the 2010 Revenue Bonds; and (iii) paying the costs of issuance of the 2010 Revenue Bonds (SeriesD). (Note: As per its 2008 Reimbursement Resolution, upon issuance of the 2010 Revenue Bonds, theAuthority reimbursed its General Fund, for approximately $100 million, for prior capital expenditures madeduring the period October 2008 through July 2010).

The 2010 Revenue Bonds are limited obligations of the Authority and are payable solely from the sourcesreferred to in the 2010 Revenue Bonds and the 1998 Revenue Bond Indenture. Neither the credit nor thetaxing power of the Commonwealth of Pennsylvania (the “Commonwealth”) or the State of New Jersey(the “State”) or of any county, city, borough, village, township or other municipality of the Commonwealthor the State is or shall be pledged for the payment of the principal, redemption premium, if any, or intereston the 2010 Revenue Bonds. The 2010 Revenue Bonds are not and shall not be deemed to be a debt orliability of the Commonwealth or the State or of any such county, city, borough, village, township or othermunicipality, and neither the Commonwealth nor the State nor any such county, city, borough, village,township or other municipality is or shall be liable for the payment of such principal or, redemptionpremium, or interest. The Authority has no taxing power.

Mandatory Sinking Fund Redemption: The 2010 Revenue Bonds maturing January 1, 2035 and January1, 2040 are subject to mandatory redemption prior to maturity by the Authority, in part, on January 1 ofeach year in the respective principal amounts set forth below at 100% of the principal amount thereof,plus accrued interest to the Redemption Date from sinking fund installments which are required to be paidin amounts sufficient to redeem on January 1 of each year the principal amount of such 2010 RevenueBonds specified for each of the years set forth below. Payment of principal and interest on the 2010Revenue Bonds (the “2010 Insured Bonds”), in the principal amount of $60,000 maturing January 1, 2040is guaranteed under an insurance policy issued by Assured Guaranty Municipal Corp. (formerly known asFinancial Security Assured, Inc.).


Page 36


2010 Revenue Bonds (Continued):

The 2010 Revenue Bonds outstanding at March 31, 2015 are as follows:

Optional Redemption: The 2010 Revenue Bonds are subject to redemption at the option of the Authority,prior to maturity, in whole or in part (and if in part, in such order of maturity or within a maturity as theAuthority shall specify, or if the Authority shall fail to specify, by lot or by such other method as the PayingAgent determines to be fair and reasonable and in any principal amount in Authorized Denominations) atany time on or after January 1, 2020. Any such redemption shall be made at a redemption price equal to100% of the principal amount of the 2010 Bonds to be redeemed, plus accrued interest to theRedemption Date.



Serial Bonds

2027 5.00% 3,465$

2028 5.00% 17,210

2029 5.00% 18,070

2030 5.00% 18,975

57,720

Term Bonds

2031* 5.00% 16,245$ 2036* 5.00% 14,575

2031* 5.05% 3,675 2036* 5.00% 10,860

2032* 5.00% 17,055 2037* 5.00% 15,310

2032* 5.05% 3,865 2037* 5.00% 11,400

2033* 5.00% 17,905 2038* 5.00% 16,075

2033* 5.05% 4,060 2038* 5.00% 11,970

2034* 5.00% 18,810 2039* 5.00% 16,875

2034* 5.05% 4,260 2039* 5.00% 12,570

2035 5.00% 19,750 2040 5.00% 17,720

2035 5.05% 4,475 2040 5.00% 13,200

250,655

Total par value of 2010 Revenue Bonds 308,375

Less: unamortized bond discount (489)

Total 2010 Revenue Bonds, net 307,886$

* Mandatory sinking fund payments


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2012 Port District Project Refunding Bonds: On December 20, 2012, the Authority issued $153,030 inPort District Project Refunding Bonds, Series 2012. The Port District Project Refunding Bonds, Series2012 (the “2012 Bonds”) were issued pursuant to the Compact, the New Jersey Act, the Pennsylvania Act(as such terms are defined herein) and an Indenture of Trust (the "Indenture") dated as of December 1,2012, between the Authority and TD Bank, N.A., Cherry Hill, New Jersey, as trustee (the "Trustee"). The2012 Bonds were issued to (i) refund and redeem all of the outstanding principal balance of and interestaccrued on the Authority's outstanding Port District Project Bonds, Series B of 1998, (the "1998 RefundedBonds"), Port District Project Bonds, Series B of 1999 (the "1999 Refunded Bonds"), and Port DistrictProject Bonds, Series A of 2001 (the "2001 Refunded Bonds").

The refunding resulted in a loss (difference between the reacquisition price and the net carrying amountof the old debt) of $7,000. This difference, reported in the accompanying combined financial statementsas a deferred outflow of resources, is being charged to operations through the year 2025 using theeffective interest method.

The 2012 Bonds are general corporate obligations of the Authority. The 2012 Bonds are not secured bya lien or charge on, or pledge of, any revenues or other assets of the Authority other than the moneys, ifany, on deposit from time to time in the Funds established under the Indenture, except for the RebateFund. No tolls, rents, rates or other charges are pledged for the benefit of the 2012 Bonds. The 2012Bonds are equally and ratably secured by the monies, if any, on deposit in the Funds established underIndenture, except for the Rebate Fund. The 2012 Bonds are payable from such Funds and from othermonies of the Authority legally available therefore.

Redemption Provisions:

Optional Redemption: The 2012 Bonds maturing on or after January 1, 2024 are subject to redemptionprior to maturity at the option of the Authority on or after January 1, 2023, in whole at any time, or in partat any time and from time to time, in any order of maturity specified by the Authority and within a maturityas selected by the Trustee as provided in the Indenture and as summarized below under the subheading“Redemption Provisions - Selection of 2012 Bonds to be Redeemed.” Any such redemption shall bemade at a redemption price equal to the principal amount of the Bonds to be redeemed, plus interestaccrued to the date fixed for redemption.

Payment of Redemption Price: Notice of redemption having been given in the manner provided in theIndenture, or written waivers of notice having been filed with the Trustee prior to the date set forredemption, the 2012 Bonds (or portions thereof) so called for redemption shall become due and payableon the redemption date so designated and interest on such 2012 Bonds (or portions thereof) shall ceaseto accrue from the redemption date whether or not such Bonds shall be presented for payment. Theprincipal amount of all 2012 Bonds so called for redemption, together with the redemption premium, ifany, payable with respect thereto and accrued and unpaid interest thereon to the date of redemption,shall be paid (upon presentation and surrender of such 2012 Bonds) by the Paying Agent out of theappropriate Fund or other funds deposited for the purpose.


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2012 Port District Project Refunding Bonds (Continued):

Redemption Provisions (Continued):

Selection of 2012 Bonds to be Redeemed: If less than all of the 2012 Bonds are to be redeemed and paidprior to maturity, 2012 Bonds registered in the name of the Authority shall be redeemed before other 2012Bonds are redeemed. Thereafter, the portion of 2012 Bonds to be redeemed shall be selected by theAuthority, or if no such selection is made, by lot by the Trustee from among all outstanding 2012 Bondseligible for redemption. In the case of a partial redemption of 2012 Bonds when 2012 Bonds ofdenominations greater than the minimum Authorized Denomination are outstanding, then for all purposesin connection with such redemption, each principal amount equal to the minimum authorizeddenomination shall be treated as though it were a separate 2012 Bond for purposes of selecting the 2012Bonds to be redeemed, provided that no 2012 Bonds shall be redeemed in part if the principal amount tobe outstanding following such partial redemption is not an authorized denomination.

The 2012 Port District Project Refunding Bonds outstanding at March 31, 2015 are as follows:

2013 Revenue Bonds: On December 18, 2013, the Delaware River Port Authority issued its RevenueBonds, Series of 2013 in the aggregate principal amount of $476,585. The 2013 Revenue Bonds wereissued by means of a book-entry-only system evidencing ownership and transfer of 2013 Revenue Bondson the records of The Depository Trust Company, New York, New York (“DTC”), and its participants.Interest on the 2013 Revenue Bonds will be payable semi-annually on January 1 and July 1 of each yearcommencing July 1, 2014 (each an “Interest Payment Date”).

The 2013 Revenue Bonds were issued pursuant to the Compact, the New Jersey Act, the PennsylvaniaAct (as such terms are defined herein) and an Indenture of Trust, dated as of July 1, 1998, by andbetween the Authority and TD Bank, National Association, Cherry Hill, New Jersey, as successor toCommerce Bank, National Association, as trustee (the “Trustee”), as heretofore supplemented from timeto time, including as supplemented by a Ninth Supplemental Indenture, dated as of December 1, 2013(collectively, the “1998 Revenue Bond Indenture”). The 2013 Revenue Bonds are being issued for thepurpose of: (i) financing a portion of the costs of the Authority’s approved capital improvement program;(ii) funding a deposit to the 1998 Debt Service Reserve Fund established under and as specificallydefined in the 1998 Revenue Bond Indenture; and (iii) paying the costs of issuance of the 2013 RevenueBonds.



2016 5.00% 6,030$ 2022 5.00% 14,085$

2017 5.00% 6,335 2023 5.00% 240

2018 2.00% 225 2023 3.00% 14,545

2019 5.00% 6,425 2024 5.00% 15,520

2020 5.00% 6,975 2025 5.00% 16,300

2021 5.00% 7,320 2026 5.00% 17,115

2021 5.00% 12,350 2027 5.00% 17,975

Total par value of 2012 Port District Project Refunding Bonds 141,440

Add: unamortized bond premium 16,976

Total 2012 Port District Project Refunding Bonds, net 158,416$


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2013 Revenue Bonds (Continued): The 2013 Revenue Bonds are limited obligations of the Authority andare payable solely from the sources referred to in the 2013 Revenue Bonds and the 1998 Revenue BondIndenture. Neither the credit nor the taxing power of the Commonwealth of Pennsylvania (the“Commonwealth”) or the State of New Jersey (the “State”) or of any county, city, borough, village,township or other municipality of the Commonwealth or the State is or shall be pledged for the payment ofthe principal, redemption premium, if any, or interest on the 2013 Revenue Bonds. The 2013 RevenueBonds are not and shall not be deemed to be a debt or liability of the Commonwealth or the State or ofany such county, city, borough, village, township or other municipality, and neither the Commonwealthnor the State nor any such county, city, borough, village, township or other municipality is or shall beliable for the payment of such principal, redemption premium, or interest. The Authority has no taxingpower.

The 2013 Revenue Bonds outstanding at March 31, 2015 are as follows:

Optional Redemption: The 2013 Revenue Bonds are subject to redemption at the option of the Authority,prior to maturity, in whole or in part (and if in part, in such order of maturity or within a maturity as theAuthority shall specify, or if the Authority shall fail to specify, by lot or by such other method as the PayingAgent determines to be fair and reasonable and in any principal amount in Authorized Denominations), atany time on or after January 1, 2024. Any such redemption shall be made at a redemption price equal to100% of the principal amount of the 2013 Revenue Bonds to be redeemed, plus accrued interest to theRedemption Date.



2027 5.000% 23,560$ 2034 5.000% 33,355$

2027 4.125% 845 2034 4.625% 810

2028 5.000% 25,615 2035 5.000% 35,870

2029 5.000% 26,895 2036 5.000% 37,660

2030 5.000% 28,070 2037 5.000% 36,540

2030 4.500% 170 2038 4.750% 3,000

2031 5.000% 29,650 2038 5.000% 41,515

2032 4.500% 31,135 2039 5.000% 43,590

2033 5.000% 32,535 2040 5.000% 45,770

Total par value of 2013 Revenue Bonds 476,585

Add: unamortized bond premium 11,063

Total 2013 Revenue Bonds, net 487,648$


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Maturities of Principal and Interest on Bonds: The following presents the principal and interest due on allbonds outstanding as of March 31, 2015 (assuming the letter of credit agreements with respect to thevariable rate 2008 and 2010 Revenue Refunding Bonds are renewed over the term of the bonds and thebonds are remarketed):

* does not include the net swap payments on the Authority’s hedged variable rate bonds (Note 4)

The interest on variable rate debt is computed using the interest rate effective at December 31, 2014.The interest rates on the Authority’s variable rate debt are set by the remarketing agent and are resetweekly.

In March 2013, the letters of credit supporting the 2010 variable rate bonds were replaced with newletters of credit from Royal Bank of Canada (Series A), Barclay’s Bank PLC (Series B), and The Bank ofNew York Mellon (Series C), which expire in March 2016, March 2015, and March 2016, respectively. Ifthe letter of credit agreements supporting the 2010 Series A and Series C variable rate bonds are notrenewed in 2016 and the 2010 Series A and Series C bonds are mandatorily redeemed, the 2016 debtservice requirements will be $206,595, rather than the $50,010 shown in the table above. On February18, 2015, Barclays Bank PLC (Series B) delivered a “Notice of Extension” to TD Bank (trustee for bonds),to extend the “stated Expiration Date” in the LOC to March 20, 2018.

In June 2013, the letters of credit supporting the 2008 variable rate bonds were renewed and extendedwith Bank of America, N.A. and TD Bank, N.A. to July 2016 and December 2017, respectively. If theletter of credit agreements supporting the 2008 variable rate bonds are not renewed in 2016 and 2017and the 2008 bonds are mandatorily redeemed, the 2016 debt service requirements will be $169,195,rather than the $50,010 shown in the table above and the 2017 debt service requirements will be$174,980, rather than the $52,870 shown in the table above.

Interest on all of the Authority’s fixed rate debt (revenue bonds and port district project bonds issued in1999, 2010, 2012 and 2013) is payable semi-annually on January 1 and July 1 in each year. Interest onthe 2008 and 2010 Revenue Refunding Bonds is payable monthly on the first business day of eachmonth. The Authority is current on all of its monthly debt service payments on all obligations.

Years Ending December 31, Principal Interest * Total

2016 $50,010 $47,793 $97,803

2017 52,870 47,163 100,033

2018 55,865 46,496 102,361

2019 59,050 45,787 104,837

2020-2024 348,915 217,810 566,725

2025-2029 301,535 191,583 493,118

2030-2034 260,575 135,596 396,171

2035-2039 332,035 62,284 394,319

2040 76,690 1,917 78,607

1,537,545 796,429$ 2,333,974$

Net unamortized bond discounts and premiums 27,549

1,565,094$


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Debt Authorized but not Issued: At its August 2013 meeting, the Authority’s Board authorized theissuance, sale and delivery of up to $550,000 in taxable or tax-exempt fixed rate bonds, to fund the 5-year 2013 Capital Plan (DRPA-13-094). This resolution rescinded and repealed all prior resolutions(DRPA-09-064 and DRPA-13-030) and any prior inconsistent resolutions. In December 2013, theAuthority issued $476,600 in fixed rate bonds (the 2013 Revenue Bonds) based on this resolution. As ofMarch 31, 2015, approximately $73,400 remains as authorized, but not issued.

Bond Ratings:

Moody’s Investors Service Bond Ratings (Moody’s): Concurrent with the issuance of the $153,030 in PortDistrict Project Refunding Bonds, on November 30, 2012, Moody’s affirmed the ratings on all AuthorityRevenue and Port District Project Bonds; however, the outlook improved from “negative” to “stable” on allbonds. (This represented the first change in Moody’s ratings since it had assigned a “negative” outlookon all the Authority’s bonds in March of 2010).

Concurrent with the Authority’s issuance of the $476,600 in new revenue bonds, in its report datedNovember 22, 2013; Moody’s assigned a rating of “A3” to the 2013 Revenue Bonds, and affirmed itsexisting ratings on all Authority bonds (revenue bonds at “A3”, port district bonds at “Baa3”). The outlookremains at “stable” for all bonds. As of March 31, 2015 these ratings and outlook remain in place.

Standard & Poor’s Ratings Services Bond Ratings (S&P): Concurrent with the issuance of $153,030 inPort District Project Refunding Bonds, on November 30, 2012, S&P affirmed the ratings on all AuthorityRevenue and Port District Project Bonds; however, the outlook improved from “stable” to “positive” on allbonds. (This represented the first change in S&P’s ratings outlook since it had assigned a “stable”outlook on all the Authority’s bonds in July 2009).

Concurrent with the Authority’s issuance of $476,600 in new revenue bonds, in its report dated November27, 2013, S&P assigned a rating of “A” on the new series, and upgraded the Authority’s ratings on both itsrevenue and refunding bonds (from “A-“ to “A”) and on its port district project bonds (from “BBB-“ to“BBB”). The outlook is “stable” for all Authority bonds.

On December 23, 2014, S&P reaffirmed the Authority’s ratings for all of its Revenue/ Revenue Refundingand Port District Project bonds, at “A” and “BBB,” respectively, with a stable outlook. As of March 31,2015, these ratings, and outlook, remained unchanged.

Ratings on Jointly Supported Transactions, 2008 Revenue Refunding Bonds: Moody’s Investors Service(“Moody’s”) and Standard & Poor’s Ratings Services, a division of The McGraw-Hill Companies, Inc.(“S&P”), initially assigned their municipal bond ratings to the 2008 Revenue Refunding Bonds based uponthe understanding that upon delivery of the 2008A Revenue Refunding Bonds or 2008B RevenueRefunding Bonds, the respective Letter of Credit securing the payment when due of the principal of, orpurchase price of 2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds tendered forpurchase and not otherwise remarketed and interest on the 2008A Revenue Refunding Bonds or 2008BRevenue Refunding Bonds will be delivered by Bank of America, N.A. and TD Bank, N.A., respectively.

The long-term ratings assigned by Moody’s and S&P reflect each organization’s approach to rating jointlysupported transactions and are based upon the Direct Pay Letters of Credit provided by Bank of America,N.A. for the 2008A Revenue Refunding Bonds and TD Bank, N.A. for the 2008B Revenue RefundingBonds. Since a loss to a bondholder of a 2008A Revenue Refunding Bond or a 2008B RevenueRefunding Bond would occur only if both the bank providing the applicable Letter of Credit and theAuthority default in payment, Moody’s and S&P have assigned a long-term rating to the 2008 RevenueRefunding Bonds based upon the joint probability of default by both applicable parties.


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Ratings on Jointly Supported Transactions, 2008 Revenue Refunding Bonds: (Continued): Set forth in thefollowing chart are the jointly supported long term and short term ratings on the 2008 Revenue RefundingBonds as of March 31, 2015:

Long-term Short-term2008A Revenue Refunding Bonds Moody’s: A1 VMIG 1

S&P AAA A-1

2008B Revenue Refunding Bonds Moody’s Aa1 VMIG 1S&P AA- A-1+

No provider of a Letter of Credit is obligated to maintain its present or any other credit rating andshall have no liability if any such credit rating is lowered, withdrawn, or suspended

Ratings on Jointly Supported Transactions, 2010 Revenue Refunding Bonds: Moody’s and S&P, initiallyassigned their municipal bond ratings to the 2010 Revenue Refunding Bonds based upon theunderstanding that upon delivery of the 2010A Revenue Refunding Bonds, the 2010B RevenueRefunding Bonds or the 2010C Revenue Refunding Bonds, the respective Letter of Credit securing thepayment when due of the principal of, or purchase price of the 2010A Revenue Refunding Bonds, the2010B Revenue Refunding Bonds or the 2010C Revenue Refunding Bonds tendered for purchase andnot otherwise remarketed and interest on the 2010A Revenue Refunding Bonds, the 2010B RevenueRefunding Bonds or the 2010C Revenue Refunding Bonds would be delivered by JPMorgan Chase Bank,N.A., Bank of America, N.A. and PNC Bank, N.A. respectively. In 2013, the existing Direct Pay Letters ofCredit provided by JPMorgan Chase Bank, N.A., Bank of America, N.A. and PNC Bank, N.A. werereplaced with Direct Pay Letters of Credit provided by Royal Bank of Canada, Barclays Bank PLC andThe Bank of New York Mellon, respectively.

The long-term ratings assigned by Moody’s and S&P reflect each organization’s approach torating jointly supported transactions and are based upon the Direct Pay Letters of Credit provided byRoyal Bank of Canada for the 2010A Revenue Refunding Bonds, Barclays Bank PLC for the 2010BRevenue Refunding Bonds and The Bank of New York Mellon for the 2010C Revenue Refunding Bonds.Since a loss to a bondholder of a 2010A Revenue Refunding Bond, a 2010B Revenue Refunding Bond ora 2010C Revenue Refunding Bond would occur only if both the bank providing the applicable Letter ofCredit and the Authority default in payment, Moody’s and S&P have assigned a long-term rating to the2010 Revenue Refunding Bonds based upon the joint probability of default by both applicable parties.

Set forth in the following chart are the jointly supported long term and short term ratings on the2010 Revenue Refunding Bonds as of March 31, 2015:

Long-term Short-term2010A Revenue Refunding Bonds Moody’s: Aa3 VMIG 1

S&P AAA A-1+

2010B Revenue Refunding Bonds Moody’s A1 VMIG 1S&P AAA A-1+

2010C Revenue Refunding Bonds Moody’s Aa1 VMIG 1S&P AA- A-1+

No provider of a Letter of Credit is obligated to maintain its present or any other credit rating andshall have no liability if any such credit rating is lowered, withdrawn, or suspended.


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Note 13. Conduit Debt Obligations

The Authority is authorized to plan, finance, develop, acquire, construct, purchase, lease, maintain,market, improve and operate any project within the Port District including, but not limited to, any terminal,terminal facility, transportation facility, or any other facility of commerce or economic development activity,from funds available after appropriate allocation for maintenance of bridge and other capital facilities.Utilizing this authorization, the Authority has issued certain debt bearing its name to lower the cost ofborrowing for specific governmental entities. This debt is commonly referred to as conduit (or non-commitment) debt. Typically, the debt proceeds are used to finance facilities within the Authority’sjurisdiction that are transferred to the third party either by lease or by sale. The underlying lease ormortgage loan agreement, which serves as collateral for the promise of payments by the third party, callsfor payments that are essentially the same as collateral for the promise of payments by the third party,calls for payments that are essentially the same as those required by the debt. These payments are madeby the third-party directly to an independent trustee, who is appointed to service and administer thearrangement. The Authority assumes no responsibility for repayment of this debt beyond the resourcesprovided by the underlying leases or mortgage loans.

As of March 31, 2015, there was one series of Charter School Project Bonds outstanding, issued for theLEAP Academy Charter School, Inc. The corresponding aggregate principal totaling $8,500 is treatedstrictly as conduit debt obligations under Interpretation No. 2 of the Governmental Accounting StandardsBoard (GASB) and accordingly is not included in the financial statements. The following schedule detailsthe series together with the amount outstanding:

In 2013, the Authority was advised by the bond trustee, and counsel for LEAP Academy, that LEAP hadlost its tax exemption for failure to file Form 990 for the past three years. LEAP bonds were issuedthrough the Authority; however, DRPA has no responsibility for repayment of this debt, as the debt isguaranteed by Rutgers University. After various appeals, in September 2013, the IRS rescinded its letterthereby fully reinstating LEAP’s tax exemption.

Note 14. Government Contributions for Capital Improvements, Additions and Other Projects

The Authority receives contributions in aid for financing capital improvements to the rapid transit systemfrom the Federal Transit Administration and other government agencies. Capital improvement grantfunds of $1,313 and $16,431 were received in March 31, 2015 and December 31, 2014, respectively.The Authority receives federal and state grants for specific construction purposes that are subject toreview and audit by the grantor agencies. Although such audits could result in disallowances under termsof the grants, it is the opinion of management that any required reimbursements will not be material to theAuthority’s net position.

12/31/14 12/31/14 03/31/15

Issue Issue Beginning Ending Ending

Issue Date Amount Balance Paid Balance Paid Balance

Charter School Project

Bonds, Series 2003 09/01/03 8,500$ 6,460$ (310)$ 6,150$ (72)$ 6,078$


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Note 15. Contingencies

Public Liability claim exposures are self-insured by the Authority within its self-insured retention limit of $5million for each occurrence, after which, exists a $25 million limit of Claims Made Excess LiabilityInsurance per occurrence, and in the aggregate, to respond to any large losses exceeding the retention.The Authority, including DRPA and PATCO, self-insures the initial $1 million limit, per accident, forWorkers’ Compensation claims, after which a $5 million limit of Excess Workers’ Compensation insuranceis retained to respond to significant claims. (Note: PATCO was completely self-insured for Workers’Compensation claims until 2014 when DRPA-14-020 approved the purchase of Excess Workers’Compensation insurance for PATCO.) PATCO self-insures the initial $1 million limit, per accident, forWorkers’ Compensation claims, after which a $5 million limit of Excess Workers’ Compensation insuranceis retained to respond to significant claims.

The Authority is involved in various actions arising in the ordinary course of business and from Workers’Compensation claims. In the opinion of management, the ultimate outcome of these actions will not havea material adverse effect on the Authority’s combined net position and combined results of operations.

The Authority purchases commercial insurance for all other risks of loss, e.g. bridge and non-bridgeproperty, crime, terrorism, etc. The Authority reviews annually, and where appropriate, adjusts policy losslimits and deductibles as recommended by its insurance consultants in response to prevailing marketconditions, loss experience, and revenues. Policy loss limits are established with the professionalassistance of independent insurance broker consultants to ensure that sufficient coverage exists toaccommodate the maximum probable loss that may result in the ordinary course of business. In addition,the amounts of settlements for the last three years have not exceeded the insurance coverage providedin those years.

Per Article 5.11 of the 1998 Bond Indenture, the Authority must certify and submit to the bond trustee, byApril 30 of each year, that it has sufficient coverage with regards to “multi-risk insurance” (on DRPA andPATCO facilities), “use and occupancy insurance” (i.e., business interruption), etc. The Authoritysubmitted its annual certification to the bond trustee, prior to the deadline, in April 2014.

Note 16. Commitments

Development Projects: In support of previously authorized economic development projects, the DRPA’sBoard of Commissioners authorized loan guarantees to various banks to complete the financing aspectsof a particular project. The Authority’s Board authorized loan guarantees in an amount not to exceed$27,000, prior to 2011 when the Board stopped funding new economic development projects.

At year-end 2014, the Authority had two (2) outstanding loan guarantees with various banks, one with L3Communications (for $10,000) and the other with the Home Port Alliance. On February 6, 2015, theAuthority entered into a “Mutual Release of Guaranty” agreement with NJEDA, wherein both partiesreleased each other from any obligations under the DRPA guaranty.

Self-Insurance 2014

Beginning balance 3,687$

Incurred claims 3,484

Payment of claims (2,588)

Other - administrative fees, recoveries -

Ending balance 4,583$


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Note 16. Commitments (Continued)

As of March 31, 2015, the Authority had one (1) loan guarantee with Home Port Alliance outstanding for$900. The Authority has made no cash outlays relating to this guarantee.

Home Port Alliance Guarantee (extended 2012): On June 6, 2012, the Authority negotiated a three-year extension of the existing $900 loan guarantee that supports a loan from TD Bank, N.A. to theHome Port Alliance for the Battleship New Jersey. The loan guarantee expires on June 6, 2015.(Additional information can be found in Note 20, Subsequent Events).

Community Impact: The Authority has an agreement with the City of Philadelphia (City) for CommunityImpact regarding the PATCO high-speed transit system (“Locust Street Subway Lease”). The agreementexpires on December 31, 2050. In 2015, the base amount payable to the City will total $3,281 asadjusted for the cumulative increases in the Consumer Price Index (CPI) between 1999 and 2014. Basepayments remaining in 2016 through 2018 shall equal the previous year’s base payment adjusted by anyincrease in the CPI for that year. For the years 2018 through 2050, the annual base payment shall equalone dollar.

In addition, for the duration of the lease, the Authority is required to annually create a PATCO CommunityImpact Fund in the amount of $500, with payment of such fund to be divided annually betweencommunities within the Commonwealth and the State, based on PATCO track miles in the respectivestates.

The estimated minimum commitment, adjusted for the effect of the increase in the CPI at March 31, 2015,is as follows:

OCIP Letters of Credit: In May 2008, the Authority entered into two new separate irrevocable standbyLetters of Credit with TD Bank, N.A. (formerly Commerce Bank) and Wachovia Bank in support of theAuthority’s “Owner Controlled Insurance Program (OCIP).” Under this program, the Authority purchasedcoverage for all contractors working on major construction projects.

The Letter of Credit with Wells Fargo Bank (formerly Wachovia Bank) was for a four-year term in theamount of $5,000 with an expiration date of May 7, 2012. The Letter of Credit with TD Bank, N.A.(formerly Commerce Bank) was in an initial amount of $3,015 and automatically increased annually eachMay, in the amount of $816, until it expired on May 7, 2012.

Year Amount

2015 2,836$

2016 3,787

2017 3,827

2018 500

2019 500

Thereafter 15,500

26,950$


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OCIP Letters of Credit (Continued): During 2012, the Authority extended its OCIP for a six-month period.As a consequence, in consultation with the insurance carrier, the Authority’s LOC requirement supportingthe program was reduced by $5,000. The Letter of Credit with TD Bank, N.A. was renewed on May 7,2012 in the amount of $5,462 to expire on December 31, 2013, and again renewed on December 11,2013 to expire December 31, 2014. The OCIP Letter of Credit with Wells Fargo Bank, in the amount of$5,000, was not renewed.

At its April 12, 2014 meeting, the Authority’s Board passed resolution DRPA-14-052 to extend the OCIPfrom June 30, 2014 to December 31, 2014. In December 2014, the Authority extended the $5,462 letterof credit with TD Bank, to expire on December 31, 2015.

As of March 31, 2015, the unused amount of the Letter of Credit totaled $5,462. No drawdowns havebeen made against any Letter of Credit.

Direct Pay Letters of Credit (2008 Revenue Refunding Bonds): The Authority’s 2008 Revenue RefundingBonds (Series A and B), are secured by irrevocable transferable Direct Pay Letters of Credit (DPLOC)issued by two credit providers, the Bank of America, N.A. and TD Bank, N.A., in the initial amounts of$172,600 and $191,800, respectively. The Authority entered into separate Reimbursement Agreementswith each credit provider to facilitate the issuance of said DPLOCs.

Each Letter of Credit is in an original stated amount which is sufficient to pay the unpaid principal amountof and up to fifty-three (53) days of accrued interest (at a maximum interest rate of 12%) on the related2008A Revenue Refunding Bonds or 2008B Revenue Refunding Bonds, when due, and the PurchasePrice of the 2008A Revenue Refunding Bonds or the 2008B Revenue Refunding Bonds tendered ordeemed tendered for purchase and not remarketed. The Credit Provider for the 2008A RevenueRefunding Bonds is only responsible for payments with respect to the 2008A Revenue Refunding Bondsfor which the 2008A Letter of Credit was issued and the Credit Provider for the 2008B RevenueRefunding Bonds is only responsible for payments with respect to the 2008B Revenue Refunding Bondsfor which the 2008B Letter of Credit was issued. The 2008A Letter of Credit and the 2008B Letter ofCredit were renewed in July of 2010 and which expired in July of 2013.

As described in the Official Statement for the 2008 Revenue Refunding Bonds, “any draw under Letter ofCredit for principal, interest or Purchase Price creates a reimbursement obligation on the part of theAuthority that is secured by the 1998 Revenue Bond Indenture on a parity basis with the 2008 RevenueRefunding Bonds.” (Additional information related to this transaction and the accompanying Letters ofCredit can be found under Note 12).

These letters of credit were renewed with the Bank of America, N.A. and TD Bank, N.A. in 2013. Thenew letters of credit with Bank of America, N.A. and TD Bank, N.A. expire on July 22, 2016 andDecember 31, 2017, respectively.

Letter of Credit Provider Ratings: Ratings for these banks as of March 31, 2015 are as follows:

* In April 2012, at the Authority’s request, Fitch Ratings assigned a rating of “A/F1” (stable outlook) to theAuthority’s 2008 Series A Revenue Refunding Bonds, based on the DPLOC support provided by theBank of America, N.A. (“A/F1”, stable outlook) on the bonds

Long-Term Short-Term

Moody's S&P Fitch * Moody's S&P Fitch *

Bank of America, N.A. (Series A) A2 A A P-1 A-1 F1

Stable Negative Negative

TD Bank, N.A. (Series B) Aa1 AA- AA- P-1 A-1+ F1+

Stable Negative Stable


Page 47


Direct Pay Letters of Credit (2010 Revenue Refunding Bonds): The Authority’s 2010 Revenue RefundingBonds (Series A, B and C), were secured by irrevocable transferable Direct Pay Letters of Credit(DPLOC) issued by three credit providers, the Bank of America, N.A., JP Morgan Chase Bank, N.A. andPNC Bank, N.A. in the initial amounts of $152.6 million, $152.6 million and $50.9 million, respectively.The Authority entered into separate Reimbursement Agreements with each credit provider to facilitate theissuance of said DPLOCs. These DPLOC’s were terminated in March 2013, and replaced with newletters of credit from Royal Bank of Canada (Series A), Barclay’s Bank PLC (Series B), and Bank of NewYork Mellon (Series C). Those letters of credit have an expiration of March 18, 2016, March 20, 2015,and March 18, 2016, respectively. On February 18, 2015, Barclays Bank PLC (Series B) delivered a“Notice of Extension” to TD Bank (trustee for bonds), to extend the “stated Expiration Date” in the LOC toMarch 20, 2018.

Each Letter of Credit is an irrevocable transferable direct-pay obligation of the respective issuing CreditProvider to pay to the Trustee, upon request and in accordance with the terms thereof, amounts sufficientto pay the unpaid principal amount and up to fifty-three (53) days (or such greater number of days asrequired by the rating agencies) days’ accrued interest (at the maximum interest rate of 12%) on therelated 2010 A Revenue Refunding Bonds, 2010 B Revenue Refunding Bonds or 2010 C RevenueRefunding Bonds when due, whether at the stated maturity thereof or upon acceleration or call forredemption, and amounts sufficient to pay the Purchase Price of the 2010 A Revenue Refunding Bonds,the 2010 B Revenue Refunding Bonds or the 2010 C Revenue Refunding Bonds, as applicable, tenderedfor purchase and not remarketed. A draw under a Letter of Credit for principal and interest or PurchasePrice creates a Reimbursement Obligation (as defined in the 1998 Revenue Bond Indenture) on the partof the Authority.

Letter of Credit Provider Ratings: Ratings for these banks as of March 31, 2015 are as follows:

Long-Term Short-TermMoody's S&P Fitch Moody's S&P Fitch *

Royal Bank of Canada Aa3 AA- AA P-1 A-1+ F1+Stable Stable Stable

Barclay's Bank PLC A2 A A P-1 A-1 F1Negative Stable Stable

Bank of New York Mellon Aa2 AA- AA- P-1 A-1 F-1+Stable Stable Stable


Page 48


Contractual Commitments: As of March 31, 2015 the Authority had board-approved contracts withremaining balances as follows:

Total

Benjamin Franklin Bridge:

Bridge and pavement repairs and inspection 3,927$

Temporary toll, clerical, administration and custodial workers 3,347

Toll revenue, transportation, processing and systems upgrade 3,319

ERP consulting services 11,556

Engineering services - program management and task orders 14,244

Other 1,667

Walt Whitman Bridge:

Camera installation 75

Deck design, construction, rehabilitation and inspection 3,267

Suspension span stiffening 128,643

Suspension rope investigation and painting 603

Commodore Barry Bridge:

Bridge painting phase I 19,736$

Structural repairs and pavement markings 132

Painting design services 290

Betsy Ross Bridge:

Resurfacing design services, structural repairs and inspection 19,068

PATCO System:

Car overhaul program 149,392

Track rehabilitation across Ben Franklin Bridge 33,245

Escalator/elevator replacement 1,171

Other 4,323

Other:

One Port Center remedial investigation 209

Other equipment and system upgrades and maintenance 236

398,453$


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Note 17. Bridge and PATCO Fare Schedules

Bridge Fares: On July 1, 2011, the approved new bridge toll schedule was implemented as follows:

Class 1 - Motorcycle 5.00$Class 2 - Automobile 5.00Class 3 - Two Axle Trucks 15.00Class 4 - Three Axle Trucks 22.50Class 5 - Four Axle Trucks 30.00

Class 6 - Five Axle Trucks 37.50Class 7 - Six Axle Trucks 45.00Class 8 - Bus 7.50Class 9 - Bus 11.25Class 10 - Senior Citizen (with 2 tickets only) 2.50Class 13 - Auto with Trailer (1 axle) 8.75

PATCO Passenger Fares: On July 1, 2011, a new fare schedule was implemented as follows:

As noted above, PATCO has a federally mandated reduced off-peak fare program for “elderly personsand persons with disabilities.” These off-peak rates increased from $0.62/trip to $0.70/trip.

In December 2014, the Authority’s Board of Commissioners passed DRPA-14-147 (DRPA ResolutionAuthorizing Deferral of Biennial CPI toll increase) which deferred the CPI-indexed biennial toll increasefrom January 1, 2015 to January 1, 2017 (See Note. 20, Subsequent Events for further informationrelated to the toll schedule).

Note 18. New Governmental Accounting Pronouncements

The Governmental Accounting Standards Board (GASB) has issued several statements that haveeffective dates that may impact future financial presentations. Management has not completed theprocess of evaluating the impact the following statements will have on the financial statements but hasdetermined that the effect of implementing GASB Statements No. 68 and No. 71 will be material to thefinancial statements.

GASB Statement No. 68, Accounting and Financial Reporting for Pensions - an amendment of GASBStatement No. 27, issued in June 2012, will be effective for the Authority beginning with the year endingDecember 31, 2015. This statement replaces the requirements of Statement No. 27, Accounting forPensions by State and Local Governmental Employers and Statement No. 50, Pension Disclosures, asthey relate to governments that provide pensions through pension plans administered as trusts or similararrangements that meet certain criteria. Statement 68 requires governments providing defined benefitpensions to recognize their long-term obligation for pension benefits as a liability for the first time, and tomore comprehensively and comparably measure the annual costs of pension benefits. The Statementalso enhances accountability and transparency through revised and new note disclosures and requiredsupplementary information (RSI).

Lindenwold/Ashland/Woodcrest 3.00$

Haddonfield/West Haddonfield/Collingswood 2.60

Ferry Avenue 2.25

New Jersey 1.60

City Hall/Broadway/Philadelphia 1.40

Off-Peak Reduced Fare Program 0.70


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Note 18. New Governmental Accounting Pronouncements (Continued)

GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to Measurement Date,issued in November 2013, will be effective for the Authority beginning with the year ending December 31,2015. This statement amends paragraph 137 of GASB Statement No. 68 to require that, at transition, agovernment recognize a beginning deferred outflow of resources for its pension contributions, if any,made subsequent to the measurement date of the beginning net pension liability. GASB Statement No.68, as amended, continues to require that beginning balances for other deferred outflows of resourcesand deferred inflows of resources related to pensions be reported at transition only if it is practical todetermine all such amounts. The provisions of GASB Statement No. 71 should be appliedsimultaneously with the provisions of GASB Statement No. 68.

In 2013, the Authority adopted GASB Statement No. 61, The Financial Reporting Entity: Omnibus anamendment of GASB Statements No. 14 and No. 34. This Statement is intended to improve financialreporting for a governmental financial reporting entity by improving guidance for including, presenting,and disclosing information about component units and equity interest transactions of a financial reportingentity.

Note 19. Blended Component Unit

In 2013, the Authority adopted GASB Statement No. 61, The Financial Reporting Entity: Omnibus anamendment of GASB Statements No. 14 and No. 34. This Statement intended to improve financialreporting for a governmental financial reporting entity by improving guidance for including, presenting,and disclosing information about component units and equity interest transactions of a financial reportingentity.

Port Authority Transit Corporation (PATCO) is a wholly-owned subsidiary of the DRPA, established tooperate and maintain the rapid transit system owned and constructed by DRPA. PATCO and DRPAshare the same Board of Commissioners. A financial benefit or burden relationship exists between DRPAand PATCO as DRPA subsidizes the losses of PATCO and intends to continue to do so. The financialresults of PATCO have been blended with those of DRPA in the financial statements.

Rent of Transit System Facilities: All rapid transit system facilities used by PATCO are leased from theAuthority, under terms of an agreement dated April 18, 1969 and amended June 3, 1974. The leaserequires PATCO to operate and maintain the Locust-Lindenwold line. The terms of the amendedagreement, which was made retroactive to January 1, 1974, and which is to continue from year to year,provide that PATCO pay a minimum annual rental of $6,122, which approximates the sum of the annualinterest expense to the Authority for that portion of its indebtedness attributable to the construction andequipping of the leased facilities plus the provision for depreciation of the rapid transit facilities asrecorded by the Authority. In addition, the lease requires PATCO to pay to the Authority any net earningsfrom operations for the Locust-Lindenwold line less a reasonable amount to be retained for workingcapital and operating reserves.

PATCO’s outstanding liability to the DRPA for period January 1, 1974 to March 31, 2015 related to thisagreement totals $252,382.

Net Position: The net position totaling ($651,223) and ($644,424) as of March 31, 2015 and December31, 2014, respectively, represents the total losses for PATCO since inception.

Condensed combining financial information applicable to DRPA and PATCO as of and for the periodending March 31, 2015 is as follows:


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Note 19. Blended Component Unit (Continued)

Condensed Combining Statements of Net Position

March 31, 2015

DRPA PATCO Total

Current assets 673,987$ 12,321$ 686,308$

Receivable from primary government (1,259) 1,259

Noncurrent assets 224,132 224,132

Capital assets 1,345,618 1,345,618

Other assets 15,440 15,440

Total assets 2,257,918 13,580 2,271,498

Deferred outflows of resources 128,218 128,218

Total assets and deferred outflows of resources 2,386,136 13,580 2,399,716

Current liabilities 85,217.73 7,409 92,627

Payables to primary government:

Lease agreement (252,382) 252,382

Advances from DRPA (390,935) 390,935

Noncurrent liabilities 1,691,901 14,076 1,705,977

Total liabilities 1,133,801 664,802 1,798,603

Net investment in capital assets 138,730 138,730

Restricted 179,945 179,945

Unrestricted 933,660 (651,223) 282,437

Total net position 1,252,335$ (651,223)$ 601,112$


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Condensed combining financial information applicable to DRPA and PATCO as of and for the periodended March 31, 2015 is as follows (continued):

Condensed Combining Statements of Revenues, Expenses and Changes in Net Position

March 31, 2015

DRPA PATCO Total

Operating revenues

Bridge revenues 69,118$ - 69,118$

Transit systems - 6,268 6,268

Other - - -

Total operating revenues 69,118 6,268 75,386

Operating expenses

Operations 20,941 11,536 32,477

Depreciation 14,345 14,345

Total operating expenses 35,285 11,536 46,822

Operating income 33,833 (5,269) 28,564

Nonoperating revenues (expenses)

Interest expense (19,860) (19,860)

Economic development activities (0) (0)

Lease rental 1,530 (1,530)

Other 3,250 1 3,250

Total nonoperating revenues (expenses) (15,080) (1,530) (16,610)

Capital contributions 1,313 - 1,313

Change in net position 20,066 (6,799) 13,267

Net position, January 1 1,232,269 (644,424) 587,845

Net position, March 31 1,252,335$ (651,223)$ 601,112$

Condensed Combining Statements of Cash Flows

March 31, 2015

DRPA PATCO Total

Net cash provided by (used in) operating activities 36,646$ (5,460)$ 31,186$

Net cash provided by (used in) provided by noncapital

financing activities (6,036) 6,222 186

Net cash provided by (used in) capital and related

financing activities (223,565) (223,565)

Net cash provided by (used in) investing activities 58,420 - 58,420

Net increase in cash and cash equivalents (2,563) 762 (1,801)

Cash and cash equivalents, January 1 33,234 1,062 34,296

Cash and cash equivalents, March 31 30,671$ 1,824$ 32,495$


Page 53


Condensed combining financial information applicable to DRPA and PATCO as of and for the year endedDecember 31, 2014 is as follows:


Page 54


Condensed combining financial information applicable to DRPA and PATCO as of and for the year endedDecember 31, 2014 is as follows (continued):


Page 55

Note 20. Subsequent Events

Status of Union Labor Negotiations: The collective bargaining agreement between the Authority and theIUOE expired on December 31, 2012. Employees continue to work with an expired contract whilecontract negotiations are ongoing.

The second largest labor organization representing Authority personnel is FOP Local 30 (representingAuthority and PATCO patrol officers, corporals and sergeants). The parties concluded interest arbitrationlitigation in the Federal District Court, Camden, New Jersey and received the interest arbitration decisionon February 24, 2015. A finalized contract is forthcoming.

PATCO has a collective bargaining agreement with Teamsters’ Union Local 676, representing operatingand maintenance personnel at PATCO, which expired on May 31, 2011. Currently the parties areinvolved in contract negotiations and the employees continue to work with an expired contract.

The collective bargaining agreement with the IBEW expired by its terms on December 31,2011. Employees continue to work with an expired contract while contract negotiations are ongoing.

Federal Subpoena: The Authority was served with a subpoena in March 2013 requiring documentproduction concerning economic development spending from 2008 to the present. The Authority has fullycooperated with the government and had directed its special outside counsel to be open and transparentin providing assistance to the federal investigation. Compliance costs and counsel fees had beensignificant, but did not materially impact the Authority's financial position. On March 31, 2015, heAuthority was granted permission by the government to lift the litigation holds in this matter. There hasbeen no recent activity.

Loan Guarantee - Home Port Alliance: At the April 2015 meeting, the Authority’s Board approved DRPA-15-048, entitled “Loan Guaranty Battleship”, authorizing staff to provide a loan guaranty, in the amount of$800, for a period of ten (10) years, provided that the loan be fully amortized in that time period. In themeantime, the $900 loan guaranty, in place as of March 31, 2015 expired on June 6, 2015. At thiswriting, the Authority is working with the Home Port Alliance, and its bank, to complete all legaldocumentation necessary for the execution of the new loan guaranty.

Reinstitution of Commuter E-ZPass Discount: At the July 2015 meeting, the Authority’s Board approveda resolution DRPA 15-090 (“Authorize Amendment to Current DRPA Bridge Toll Schedule to IncludeDiscounted Tolling for Certain Passenger Vehicles Making Minimum Number of Tolled-Crossings overDRPA Bridges and Related Actions”), to re-implement an $18credit/18 trips per month for commuterpassenger vehicles in the NJ E-ZPass system (the Authority is a member of this consortium.). It isexpected that the new commuter discount will be effective on or before December 1, 2015. The projectedreduction in revenues will be approximately $6.4 million annually, if fully implemented. (Note: Thisresolution is subject to the NJ Governor’s veto period of 10 business days, after receipt of the Boardminutes.)

Replacement of UBS as Swap Counterparty on the 1995 and 1999 Revenue Bond Swaps: On July 15,the Authority successfully completed two swap novations replacing UBS, as its counterparty with TDSecurities and Wells Fargo Bank, N.A., on the 1995 and 1999 Revenue Bond swaps, respectively. Thebenefits to the Authority of these swap novations includes: 1) removal of cross-default provisions on ourRevenue swaps related to the Authority’s Port District Project Bonds, 2) increased swap counterpartycredit quality and diversification of swap counterparty exposure, insulation fromcollateralization/termination consequence to the DRPA from a DRPA Revenue Bond downgrade.

Schedule 1

REVENUE FUND:Cash on hand:Change funds for bridges $18,500Undeposited tolls and ticket sales 1,317,736 $1,336,236

Santander 6,421TD Bank N.A. 1,683,056Bank of America 102,930Bank Of New York Mellon 525Wells Fargo Bank 261,958 $3,391,127

1998 PORT DISTRICT PROJECT FUND:Santander $4,108

1999 PORT DISTRICT PROJECT FUND:Wells Fargo Bank $473,158

1999 PROJECT FUND:Santander $59,566

GENERAL FUND:Cash on hand - change and working funds for PATCO TransitSystem Stations 146,065

Wells Fargo Bank 855,330Santander 6,490Bank Of New York Mellon 141,928TD Bank N.A. 27,417,729 $28,567,541

Total $32,495,499

March 31, 2015CASH & CASH EQUIVALENTS


Page 56

Schedule 2

Par Value Fair Value

REVENUE FUND:

AIM Money Market $ 11,917,981 11,917,981

Mellon Bank Money Market 1,017,000 1,017,000

$ 12,934,981 12,934,981

MAINTENANCE RESERVE FUND (Restricted):

Goldman Sachs Money Market $ 4,578,132 4,761,785

1999 PDP DEBT SERVICE FUND (Restricted):

Federated Treasury Cash Series II $ 1,449,947 1,449,947

2012 PDP DEBT SERVICE FUND (Restricted):


2010 DEBT SERVICE FUND (Restricted):






1998B BOND RESERVE FUND (Restricted):


Abbey National N.A. Paper due 07/01/15 (includes accrued interest) 40,830,000 40,239,559

$ 116,835,915 116,245,474

2010 REVENUE REFUNDING DEBT SERVICE FUND (Restricted):


2012 PORT DISTRICT DEBT SERVICE RESERVE FUND (Restricted):

Abbey National N.A. Paper due 07/01/15 (includes accrued interest) $ 10,745,000 10,589,617

Goldman Sachs Treasury Obligation Money Market 8,359,434 8,359,434

$ 19,104,434 18,949,051

DELAWARE RIVER PORT AUTHORITYINVESTMENTSMarch 31, 2015

Page 57

Schedule 2

Par Value Fair Value

DELAWARE RIVER PORT AUTHORITYINVESTMENTSMarch 31, 2015

GENERAL FUND:

AIM Money Market $ 73,819,879 73,819,879

PFM Cash Reserve Money Market 1,797,537 1,797,537

UBS Investments 31,808,408 31,808,408

Morgan Stanley / Dean Witter Investments 26,907,183 26,907,183

Swarthmore Group Investments 53,845,757 53,845,757

Haverford Trust Investments 5,395,280 5,395,280

Haverford Trust C/D 6,401,069 6,401,069

TD Bank Investment Account 13,628,349 13,628,349

WF Cap Res Pay-as-You-Go Money Market 227,449,651 227,449,651

US Treasury Bills due 07/01/15 2,655,000 2,655,000

Unrealized loss on investments (2,262,514) (2,262,514)

$ 441,445,599 441,445,599

1998 PORT DISTRICT PROJECT FUND:

PFM Cash Reserve Money Market $ 312 312

1999 PORT DISTRICT PROJECT FUND


2001 PORT DISTRICT PROJECT FUND:

Goldman Sachs Money Market $ 958,818 958,818

2013 REVENUE BOND PROJECT FUND:

Wells Fargo Money Markets $ 224,131,784 224,131,784

Total investments $ 859,610,468 859,048,297

Page 58

Schedule 3

Period Ended

3/31/2015 3/31/2014

Revenue Fund $90,481 $89,764

Maintenance Reserve Fund 73,260 10,728

1998 Port Project Fund 0 -

1999 Port Project Fund 219 212

2001 Port Project Fund 15 17

2010 Project Fund - -

1998 Port District Debt Service Fund 24 69

1999 Debt Service Fund - -

1999 Port District Debt Service Fund - -

2001 Port District Debt Service Fund - -

2010 Debt Service Fund A, B, C 46 104

2010 Debt Service Fund D 66 65

1998 Bond Reserve Fund 591,442 1,175,481

1998 Port Debt Service Reserve Fund - -



2012 Port Debt Service Reserve Fund 155,472 309,182

2008 Debt Service Fund 40 177

2013 Project Fund 41,883 42,290

2013 Debt Service Fund 43 25

General Fund 1,976,180 481,518$2,929,170 $2,109,631

DELAWARE RIVER PORT AUTHORITYINTEREST INCOME BY FUND

Page 59

Schedule 4

Period Ended First Quarter

3/31/2015 3/31/2014 2015 2014

BENJAMIN FRANKLIN BRIDGE

Operating revenues:

Bridge tolls $22,668,888 $22,616,649 $22,668,888 $22,616,649

Other 1,159,144 1,001,642 1,159,144 1,001,642

Total operating revenues $23,828,032 $23,618,292 $23,828,032 $23,618,292

Operating expenses 3,570,464 3,712,515 3,570,464 3,712,515

Net operating revenues $20,257,568 $19,905,776 $20,257,568 $19,905,776

WALT WHITMAN BRIDGE

Operating revenues:

Bridge tolls $26,400,213 $24,691,995 $26,400,213 $24,691,995

Other 66,148 70,933 66,148 70,933




COMMODORE BARRY BRIDGE

Operating revenues:

Bridge tolls $11,062,694 $10,501,956 $11,062,694 $10,501,956

Other 0 0 0 0




BETSY ROSS BRIDGE

Operating revenues:

Bridge tolls $7,761,041 $7,396,257 $7,761,041 $7,396,257

Other 0 0 0 0




COMBINED TOTALS

Operating revenues:

Bridge tolls $67,892,836 $65,206,857 $67,892,836 $65,206,857

Other 1,225,292 1,072,575 1,225,292 1,072,575





BRIDGE REVENUES AND OPERATING EXPENSES

FOR THE PERIODS INDICATED

Page 60

Schedule 5

2015 YTD Activity

Period Ended (New Loans and

03/31/15 12/31/14 Principal Payments)

ECONOMIC DEVELOPMENT LOANS:

Cooper River Boathouse 694,349$ 706,016$ (11,667)$

Camden Yards Steel Co. 0 0 (0)

LEAP Academy 1,152,090 1,212,665 (60,575)

Victor Lofts 0 2,976,762 (2,976,762)

Camden Aquarium 14,072,631 14,188,179 (115,548)

Home Line Furniture 195,357 204,206 (8,849)

Total Loans 16,114,426$ 19,287,828$ (3,173,401)$

Provision for loan losses (1,344,551)$ (1,344,551)$ -$

Total Loans per Balance Sheet - Net 14,769,876$ 17,943,277$ (3,173,401)$


ECONOMIC DEVELOPMENT ACTIVITY

FOR THE PERIOD ENDED MARCH 31, 2015

Page 61

OPERATIONS & MAINTENANCE



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Operations and Maintenance Committee Meeting

One Port Center2 Riverside DriveCamden, New Jersey

Wednesday, August 5, 2015

Committee Members:

Albert Frattali, ChairmanRohan Hepkins, Vice ChairmanFrank DiAntonioCharles FentressRichard SweeneyAntonio Fiol-SilvaRyan Boyer, Chairman to DRPA/PATCO Boards

Others Present:

Christopher Howard, Assistant Counsel,New Jersey Governor's Authorities Unit

David Dix, Assistant to Chairman Ryan BoyerPatrick Kearney, Esq., Duane MorrisJeffrey Pollack, Esq., Duane MorrisGlenn McAllister, Pennoni AssociatesDennis DiBlasio, Pennoni Associates

DRPA/PATCO Staff:

John Hanson, Chief Executive OfficerRaymond J. Santarelli, General Counsel &

Corporate SecretaryStephen Holden, Deputy General CounselGerald Faber, Assistant General CounselKathleen P. Vandy, Assistant General CounselRichard J. Mosback, Jr., Assistant General CounselDan Auletto, Acting Chief Operating Officer

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DRPA/PATCO Staff: (Continued)

Michael Venuto, Chief EngineerMichael Howard, Senior Engineer, Planning & DevelopingChristina Maroney, Director, Strategic InitiativesWilliam Shanahan, Director, Government RelationsMark Lopez, Manager, Government RelationsBarbara Holcomb, Manager, GrantsDavid Gentile, Inspector GeneralRobert Shiver, Director, Homeland SecurityKyle Anderson, Director, Corporate CommunicationsJohn Rink, General Manager, PATCOBennett Cornelius, Assistant General Manager, PATCORobert Traver, Director, Equipment, PATCODave Fullerton, System Safety Program Manager, PATCOSheila Milner, Administrative CoordinatorElizabeth McGee, Administrative Coordinator

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I N D E X

Page

Roll Call 5

Executive Session 6

Contract No. BF-44-2015, BFB Miscellaneous Payment 6Repairs

Construction Monitoring Services for Contract No. 8WW-20-2015, Walt Whitman Bridge SuspensionSpan and Towers Painting

Capital Project Contract Modification - Benjamin 9Franklin Bridge, New Jersey Approach ParapetRehabilitation

Contract No. PATCO-54-2014, Replacement of 12Rectifier Transformers Phase II andLindenwold Emergency Diesel Generator

Construction Monitoring Services for Contract No. 14PATCO-54-2014, Replacement of RectifierTransformers Phase II and Lindenwold EmergencyDiesel Generator

Procurement of Ameristar Aegis II Fence and Fence 15Material for the Ben Franklin Bridge

Carpet Replacement for One Port Center Building 17

Woodcrest Station Shredding Event 18

General Consulting Services (GEC) Contract - 19PATCO Safety and Security

Office of Emergency Management Request for 21Parking Under the BFB between 2nd and3rd Streets

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I N D E X (Continued)

Page

General Discussion:

PATCO Car Performance 22

GIS Presentation 35

Change orders:

BR-15-2012, Betsy Ross Bridge Resurfacing 43and Approach Roadway Rehabilitation

PATCO-21-E - PATCO Track Rehabilitation 44Across the BFB

CB-25-2015 - CBB Painting, Phase 1 48

Spending tracking 50

Adjournment 51

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(9:33 a.m.)

CHAIRMAN FRATTALI: Looks like everybody is

here and we can start. We've got a full agenda,

today, so we're going to go rather quickly. I'd like

to call to order the meeting of the Operations and

Maintenance Committee, and have the corporate

secretary call the roll.

MR. SANTARELLI: Good morning, Mr. Chairman.

Chairman Frattali?

CHAIRMAN FRATTALI: Here.

MR. SANTARELLI: Commission Hepkins?

COMMISSIONER HEPKINS: Here.

MR. SANTARELLI: Commissioner Sweeney?

COMMISSIONER SWEENEY: Here.

MR. SANTARELLI: Commissioner Fiol-Silva?


MR. SANTARELLI: Commissioner DiAntonio?


MR. SANTARELLI: Commissioner Fentress?


MR. SANTARELLI: Commissioner Lisko? Not

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present yet. Okay, you have a quorum.

CHAIRMAN FRATTALI: Okay. At this time, I'd

like to call for a motion to go into executive

session. The decisions made in executive session will

be made public when the issues are resolved. Do I

have a motion to go into executive session?


CHAIRMAN FRATTALI: Second?

COMMISSIONER SWEENEY: Second.

CHAIRMAN FRATTALI: A motion and second. All

in favor?

ALL: Aye.

CHAIRMAN FRATTALI: Any opposed? The ayes

have it. All right, we're in executive session.



CHAIRMAN FRATTALI: We are back in open

session. We have 10 items on the agenda today. The

first item is Contract Number BF-44-2015, Ben Franklin

Bridge, Miscellaneous Pavement Repairs. Mr. Venuto?

MR. VENUTO: Yes, thank you, Mr. Chairman.

Staff is seeking authorization to negotiate a

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construction contract with A.E. Stone to perform

milling and resurfacing on portions of the roadway

surface at the Ben Franklin Bridge in an amount of

$708,000. The asphalt pavement on the Camden approach

span is in need of repairs. The constant heavy

vehicular loads have caused cracking and potholes, and

some shoveling of the pavement. The project will

repair deteriorated pavement to provide a smooth

driving surface.

The bridge was last resurfaced in 2004. We

did --

BOARD CHAIRMAN BOYER: Motion to accept.

(Laughter)

MR. VENUTO: We did a similar project, patch

repairs in 2009 and '10.

CHAIRMAN FRATTALI: I need a motion.


CHAIRMAN FRATTALI: Is there a second?


CHAIRMAN FRATTALI: Any questions? All in

favor?

ALL: Aye.

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have it.

The second item is Construction Monitoring

Services for Contract Number WW-20-2015, Walt Whitman

Bridge Suspension Span and Towers Painting. Mike?

MR. VENUTO: Yes, thank you, Chairman. Staff

is seeking authorization to negotiate an agreement

with Johnson, Mirmiram, and Thompson to provide

construction monitoring services for Contract

WW-20-2015, the Walt Whitman Bridge painting of

suspension span and towers in the amount of

$7,386,365.95.

This is CM services for the large paint

contract that we awarded last month. This agreement

is going to provide full-time, on-site construction

monitoring services.

CHAIRMAN FRATTALI: Any questions? I need a

motion.




CHAIRMAN FRATTALI: I have a motion and

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second. All in favor?

ALL: Aye.


have it.

Third item is Capital Project Contract

Modifications for the Ben Franklin Bridge, New Jersey

Approach Parapet Rehabilitation. Again, Mr.Venuto?

MR. VENUTO: Yes, thank you. This was the

emergency contract that was previously approved to fix

some deterioration in the parapet at the Ben Franklin

Bridge, on both the north and south sides. We did a

design based on the site conditions that we saw when

the emergency initially happened.

As we started to do the demolition of the

parapet and the demolition of the wall, we found some

additional deterioration of the concrete that wasn't

initially visible; the deteriorated concrete went

further down. Also, the rails, the part that was

embedded in the concrete, the tube steel, needs to be

repaired. Those weren't part of the original contract

value.

The current contract amount was $782,396.

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This change order -- given that it was an emergency

contract, we don't have any “unforeseen condition”

line item in this contract -- so we're looking for a

change order of $101,127.06, for an adjusted contract

value of $883,523.06.

CHAIRMAN FRATTALI: Railroad is doing this,

right?

MR. VENUTO: Yes, sir.

COMMISSIONER FIOL-SILVA: I have a question.

Is that part of -- that's the amount of $782 adding

$101, right?

MR. VENUTO: Yes, sir, $782 and --

COMMISSIONER FIOL-SILVA: Now, the motion

that's attached to that is saying that -- I'm reading

the electronic minutes – “contract modification to

certain contracts.” It doesn't tie the amount and it

doesn't tie it to this.

MR. VENUTO: So, when we do contract

modifications, whether it's change orders or

supplements -- I think there should be a table, an

attachment to that summary statement resolution.

COMMISSIONER FIOL-SILVA: I see that, right.

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MR. VENUTO: That attachment lists that

project.

COMMISSIONER FIOL-SILVA: So the motion is

specifically tied to that amount?


COMMISSIONER FIOL-SILVA: It doesn't give

authorization to other amounts? Okay.

MR. VENUTO: It's just for this one particular

project. In the past, there have been a couple of

different change orders or supplements at one time; so

what we've done, we've always attached this in case

there's two or three projects and we had changed all

of them at one time.

COMMISSIONER FIOL-SILVA: So this doesn't give

authorization to other things.

MR. VENUTO: Just this particular project that

I explained.

COMMISSIONER FIOL-SILVA: Okay, I'm just

trying to get -- understand these, thanks.

CHAIRMAN FRATTALI: Any other questions?

Seeing none, I need a motion.

COMMISSIONER SWEENEY: Move the motion.

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COMMISSIONER FIOL-SILVA: Second.



ALL: Aye.


have it.

The fourth item is construction monitoring

services for Contract Number PATCO-54-2014,

Replacement of Rectifier Transformers, Phase II, and

Lindenwold Emergency Diesel Generator. Mike?

MR. VENUTO: Thank you. Staff is seeking

authorization to negotiate a construction contract

with Scalfo Electric to perform the PATCO replacement

of rectifier transformers, Phase II, and Lindenwold

emergency generator project in an amount of

$2,369,000.

We're going to replace the transformers at

Ferry Avenue, two each at Ferry Avenue, Collingswood,

Ashland East, and Lindenwold substations. And we're

also going to install a new generator at PATCO

Lindenwold Station. This is Phase II of III.

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CHAIRMAN FRATTALI: Mike, these two seem the

same.

MR. VENUTO: The next project is for CM

services.

CHAIRMAN FRATTALI: All right.

MR. VENUTO: Did we list them the same as --

CHAIRMAN FRATTALI: It says the same thing,

construction monitoring service for Contract

PATCO-54 --

MR. VENUTO: Yes, sir. So the first one,

Contract No. PATCO-54, is for the construction

contract and the next one is for the construction


CHAIRMAN FRATTALI: Oh, mine says construction

monitoring for both.

MR. VENUTO: Oh, I'm sorry, yes. So the

initial one, the first one is --

CHAIRMAN FRATTALI: The contract, itself.

MR. VENUTO: The contract with Scalfo Electric

for $2,369,000.

CHAIRMAN FRATTALI: All right, so this is the

contract, not the monitoring.

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CHAIRMAN FRATTALI: All right. I need a

motion.




CHAIRMAN FRATTALI: All in favor?

ALL: Aye.


have it.

The fifth item is the construction monitoring

services for Contract Number 54-2014, Replacement of

Rectifier Transformers, Phase II, and Lindenwold

Emergency Diesel Generator.

MR. VENUTO: Yes, sir. Staff is seeking

authorization to negotiate an agreement with Jacobs

Engineering to provide the construction monitoring

services for PATCO-54-2014 in an amount of $241,881.

This agreement would provide full-time, on-site

construction inspection and monitoring services for

this project.

As with all the selections of professional

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services, we discussed the selection and we negotiated

a fair and reasonable fee -- based on our engineer's

estimate -- with the highest ranked consultant.

CHAIRMAN FRATTALI: Any questions? Seeing

none, I need a motion.

COMMISSIONER FIOL-SILVA: Motion.



CHAIRMAN FRATTALI: Motion and seconded. All

in favor?

ALL: Aye.


have it.

The sixth item is Procurement of Ameristar

Aegis II Fence and Fence Material for the Ben Franklin

Bridge. No substitutions. It says Val, but I don't

see her. Mike, do you want to present this?

MR. VENUTO: I can do it --

CHAIRMAN FRATTALI: Is Val here? Dan?

MR. AULETTO: The fence, thank you. Good

morning. Staff is seeking authorization to award a

purchase contract with the firm of South Camden Iron

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Works in Mickleton, New Jersey, to procure fence

materials for installation at the Ben Franklin Bridge

in the amount of $173,523.32.

The project will improve access and secure the

end of the lots by replacing the existing eight foot

chain link fence with a ten foot high, climb

resistant, estate-style fence. The new fencing will

match the existing fence already installed in Camden

under the bridge.

All the removal and installation work will be

completed by DRPA in-house forces. The project was

publicly advertised June 30, 2015 and mailed to 18

bidders. Three bids were received. The low

responsive and responsible bid was submitted by South

Camden Iron Works in the amount of $173,523.32.







ALL: Aye.

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have it.

Next item is Carpet Replacement for One Port

Center Building. Mr. Holden?

MR. HOLDEN: The staff seeks Board

authorization to negotiate a contract with

Metropolitan Contract Carpets for the replacement of

the carpeting in the building between the 7th floor

and 11th floor. The carpeting in the building is

original.

In DRPA-14-154, the sum was budgeted to be

allocated and spent this year. Metropolitan Carpet is

on the state-approved list. The management company,

Grubb Ellis, used their standardized procedures in the

selection. They have the ability to provide the

necessary insurance. They have the ability to comply

with all of the DRPA standards.

There would be about 5,000 square yards of

carpet in 16 by 16 tiles installed. We were able to

negotiate the price down from $268 to $254. The

installation will be between 5 p.m. and 1 a.m., at

nights, Monday through Friday. The installation

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includes the environmental disposal of the old carpet,

the moving of furniture, the moving of furniture back,

and will be accomplished during the night.

We seek approval from the Board to spend the

money which had been allocated in last year's budget.



COMMISSIONER HEPKINS: So moved.



CHAIRMAN FRATTALI: There's a motion and


ALL: Aye.


have it.

The next item is Woodcrest Station Shredding

Event. Mr. Rink?

MR. RINK: Thank you, Mr. Chairman,

Commissioners. We are seeking permission from the

Board to let Camden County hold its annual shredding

event at the Woodcrest Station on October 24th of this

year. Camden County has again requested use of our

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property this for a shredding event for county

residents. DRPA and PATCO provide support services

during this time, primarily through public safety

officers who will do traffic control in and out of the

event and through our Way and Power staff, who will

set up barricades.

Staff is seeking authority to permit Camden

County to hold this event on the day; they will

reimburse us on all costs associated with our support.







ALL: Aye.


have it.

Next item is the General Consulting Services

Contract for PATCO Safety and Security. Mr. Rink?


Commissioners. We are seeking authorization to

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negotiate agreements with Transportation Resource

Associates and STV to provide general engineering

consultants related to PATCO safety and security

efforts. These firms will provide expertise to PATCO

in the areas of transit safety and transit security

and supplement our internal staff efforts to comply

with regulatory and oversight agency regulations and

requirements.

PATCO publicly advertised its intent to retain

these consultants and invited interested firms to

submit request for proposals. Three firms responded.

Staff from PATCO reviewed the proposals and the cost

information submitted by the proposers. Based on the

review of the committee, we selected STV and

Transportation Resource Associates as the most

responsible to the Authority's need for the general

consulting services in the area of safety and

security.

With that, we recommend that the Board

authorize staff to negotiate these agreements. The

cost is not to exceed $390,000 over three years or

$130,000 per year, based on our budget.

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ALL: Aye.


have it.

The last item is a correction on your agenda.

It's not the World Family request. It's the Office of

Emergency Management that is requesting parking under

the Ben Franklin Bridge between 2nd and 3rd Streets.

Mr. Shiver?

MR. SHIVER: Good morning, sir. Thank you,

Chairman. Commissioners, this request is to authorize

staff to enter into agreement with the City of

Philadelphia to allow the Office of Emergency

Management access under the Ben Franklin Bridge on two

lots -- the first lot is between 2nd and 3rd Streets

and the second lot is east of 2nd to the I-95 access

ramp -- between September 23, 2015 to September 29,

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2015.

The purpose of this request is so that the

Office of Emergency Management can use those lots to

mobilize during the 2015 World Meeting of Families and

Papal visit in order to assure a safe and successful

event. There is no cost to DRPA. The City of

Philadelphia will provide any necessary certificate of

self-insurance. Thank you.


motion.





ALL: Aye.


have it.

All right, we've got items for discussion.

The first item is PATCO Car Performance. Mr. Venuto?

MR. RINK: Actually, it will be myself,

Mr. Chairman.

CHAIRMAN FRATTALI: I've got Mr. Venuto. Who

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made up my agenda, today?

MR. RINK: That's okay. At the request of

Chairman Boyer, we were asked to update the O&M

Committee on PATCO car performance. Mainly, over the

last three months, we've experienced a spike in car

defects. Mr. Cornelius is passing out a chart for you

which will explain.

The report, we've done an audit on service

failures and maintenance repairs for the last three

months, starting May 1st. If you look at the above

chart, it reports the maintenance defects from that

time. In the three-month period, we had a total of

797 maintenance orders or defects. It breaks down per

category. If you look on the bottom of Page 2, those

are broken down to indicate what type of repairs under

ATC, which is the automatic train control pneumatic;

it's our air leaks and compressors, doors, what's

involved with that.

Obviously, during the months of May through

July, HVAC is a high work order process -- obviously

due to the high temperatures -- and they usually are

reports of hot air or cars' A/C that has broken down

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or is not in use.

During this time, in the maintenance defects,

we tracked an item called “passenger discharge

incidents.” Passenger discharge incidents are

basically when a train receives a defect or a problem

where we have to ask our customers to leave the train

and exit the train, remove it from service. As you

see, from May 1st to July 31st, we had a total of 43

discharges during that time, for an average of 14.33

per month.

One of the KPI --

BOARD CHAIRMAN BOYER: According to the

industry standard, is that high or low?

MR. RINK: According to our internal KPI, our

historical average has been 21 a month. So, actually,

during the last three months, we are below our normal

historic data for problems where we have had to remove

customers from a train.

BOARD CHAIRMAN BOYER: I understand us, but

what about the national average? What is the gold

standard, because 21 a month seems like a lot to me.

If it's 21 a month, that's almost 1 a day.

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MR. HANSON: Bob, do you have any information

on that?

MR. TRAVERS: I have no idea what other

agencies use as a goal, as a benchmark, but I can

reach out to my consortium and find out how their

agencies handle this, how they track it.

MR. HANSON: And how many runs are there in

the course of a day.

MR. TRAVERS: 190.

MR. HANSON: Over 300.

MR. RINK: 280, 300 trips.

BOARD CHAIRMAN BOYER: 280 to 300 trips a day.

MR. RINK: Correct.

BOARD CHAIRMAN BOYER: So we're at about a

little less than one percent of the time people had to

get off the train.

MR. HANSON: Yes. I'm going to say that's

about .35 percent.

BOARD CHAIRMAN BOYER: Yes, .3, .4. I just

want to know. It's hard for me to know if this is

good news or bad news, because I don't know what other

agencies use. But it just seems, if I'm trying to go

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to work and I've got to get off … I don't know.

MR. RINK: A lot of times, we also take the

safer course of action. If we have a problem with the

train, in our procedures --

BOARD CHAIRMAN BOYER: That's very clear.

MR. RINK: The safest course of action is to

remove our customers from the train and bring the next

train or a rescue train to get them. The worst we

ever want to do is to have a problem with a train and

have our customers stay on it. Most of the time, it's

either brake-related, door issues, or propulsion

issues.

One of the things that spiked in the last

month, as we go through, is our pneumatic, our air

system, where we're having air blows in between cars.

And what we're having is, we're having air leaks.

It's a fail-safe system. If we lose any air pressure,

emergency brakes will apply. So what happens, there

is brake pressure between each of the couplers on the

cars. Sometimes what we'll get into … one of the

things we found … there are gaskets that seal that up.

If they move apart, the air will leak, the brakes will

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apply, and we cannot move the train.

BOARD CHAIRMAN BOYER: Are these on the

refurbished trains or --

MR. RINK: No, all the defects we're talking

about are existing legacy. When we started seeing

this issue, Bob's group looked into it more. We stock

all these gaskets in our storeroom. But we had a

resupply on March 12th and May 1st of this year and

what we're suspecting, what we're finding is we might

have a material composition problem from our supplier;

the gaskets are not rebounding or going back to their

original shape once the cars move.

A lot of times, if we have an air leak between

cars, we'll uncouple cars, bring them back together

and make sure the coupler is connected properly, and

the leak will stop. But sometimes -- what we've been

finding lately -- as the cars pull for power and

separate, the couplers move and the air blow will come

out again. What we're finding is that there might be

a supplier problem with that neoprene gasket that we

have.

COMMISSIONER DiANTONIO: John, is this a

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general maintenance type/deal situation?

MR. RINK: Yes.

COMMISSIONER DiANTONIO: It is?

MR. RINK: Yes.

COMMISSIONER DiANTONIO: So it's general

maintenance once a week or twice a week?

MR. TRAVERS: They get inspected every 90

days; the cars, for inspection.

COMMISSIONER DiANTONIO: Every 90 days, okay.

MR. TRAVERS: And we replace them as

necessary. Whenever there is a defect, we

automatically replace.

COMMISSIONER DiANTONIO: Okay.

BOARD CHAIRMAN BOYER: Do we have an emergency

re-training on that? Because, we see them parked, and

how should we maintain and how do we do it since this

is a reoccurring problem?

MR. HANSON: It's an air system in the train

so that if the trains come uncoupled, it applies the

brake.

BOARD CHAIRMAN BOYER: I understand what he

said; that the way you move one part, this part may

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come off. But have we trained the guys enough to know

that we can't move this like that --

MR. RINK: No, no retraining. What we notice

is maintenance; we've replaced the gasket, seal it

back up, the train operates, and then we have another

failure. What we have found with the maintenance is -

-- all of our legwork and equipment legwork found -

they're finding a problem with the actual pad, itself.

No retraining or any new maintenance procedures.

Just, we're finding a problem with the material that

is actually supplied by our supplier.

I can let Bob say it, but the pad -- the

couplers compress the pads and they have to line up

exactly to have a complete seal. And what we're

saying is when the cars pull, the gaskets are moving

to a point where there is a gap in-between and the air

brake is -- the air is leaking out causing the brakes

to apply and causing us not to be able to move the

train.

So, the material itself is not the same

material. We've actually given the supplier our new

and old gaskets and we're going through and doing a

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material test breakdown on them to see why the

material seems to be different than what we've had in

the past.

MR. HANSON: It seems like a defective part.

MR. RINK: But if you look at the last three

months, we've had a dramatic increase.

BOARD CHAIRMAN BOYER: And we moved the

supplier? We changed suppliers?

MR. TRAVERS: It's the OEM supplier -- it's

the OEM supplier we've always used. It's the same.

Nothing has changed.

BOARD CHAIRMAN BOYER: Maybe they've used a

different supplier.

MR. HANSON: And they may have changed the way

they're making it.

BOARD CHAIRMAN BOYER: Yes, they may have

changed the way they make them.

MR. RINK: One of the things, too, in the

second category is doors; that's a significant amount

of disruptions associated with our door systems. You

read it here; worn mechanical couplers that allow the

electrical coupler portion to have light contact.

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What happens, we have safety sensors on those doors,

and if the doors open a little bit or there is a

problem with the door, a light is lit, the train goes

into emergency, and you cannot move the train.

Obviously, it's a safety feature. We do not want the

doors to open in-transit. Once we have a problem of

that sort, the light is illuminated, the train cannot

move, and the train operator has to go out and

investigate the issue.

A lot of times, it's a mechanical failure

where they can isolate the door leaf. They lock the

door in a certain position and we can move. But then

in other cases, there are issues with doors that we

can't fix on the train and we have to discharge all of

our passengers. Obviously, it's the safe course of

action. We do not want to have the train moving, the

train doors open or anything of that … that has

failure on that end.

This is one of the things, too, as the process

we're going through with our overhaul -- it’s not an

issue with the cars, but our new overhauled cars

address a lot of the problems we've had in the past.

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The cars are dated and worn, and the equipment

department is doing their best to maintain this

equipment moving forwarded. A lot of the issues that

we have now with the wear -- it's a different type of

system on the new, overhauled cars.

MR. HANSON: So, John, what's the plan from

here to minimize these incidents going forward?

MR. RINK: Bob is working on some temporary

engineering solutions to address this problem while

we're continuing to go through the car overhaul

program. So we're doing -- he's working on some

temporary solutions that will allow the cars to

continue to work until we have the total change-out on

the fleet.

And then, the last was our traction motors.

Obviously, we had an issue with the traction motor

going on a car in a single track area near the bridge.

During this period, we've had -- we had 115 propulsion

related defects; and then, down here, propulsion

breaker trips, breaking, poor acceleration and

traction motors. Of the 115, 23 were defective

traction motors. However, of those 23 motor failures,

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only four caused a passenger discharge incident.

If we look at our data from this period, from

the time period January through July 2014, we replaced

177 traction motors. During this year, we replaced

142 traction motors. So it trends down on the actual

failures of traction motors.

One of the things, too, that we mentioned in

previous O&Ms is that what with the history we had in

2014, during the snowstorms, we adopted an aggressive

traction motor replacement program and we no longer

wait for the failures before changing the motors.

We've updated or increased our overhaul or the rewind,

and we actually force a maintenance requirement to do

the rewind at a seven-year point. So with that

aggressive program, the traction motor failures have

dropped.

And we've also looked into incidences with our

third rail system on the line, where we might be

drawing or having associated power problems that might

prematurely cause a traction motor to fail. So we've

looked at our line system and increased our

maintenance program and replacement program in the

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traction motors, and the failures have dropped.

COMMISSIONER HEPKINS: John, let me say, first

of all, kudos to getting ahead of the issue and

conducting our own audit. I think that's actually --

that's really good. Concern again since May, June,

and July, this increased by like 50, so hopefully we

can turn that around. And also, I don't need to

emphasize that this is a very crucial time period

because of the single tracking and the inconvenience

that that construction is already causing riders and

that it could cause us to lose more riders in the

short term. But you're already aware of that, I'm

sure.

And the other thing is that the industry

standard, as I understand it to be in transit, is mean

distance between failures. Do we use that? And APTA

-- there are different agencies, APTA is American

Public Transportation Agency, that compiles those

statistics throughout the industry and that's where we

can measure ourselves, apples to apples.

MR. RINK: We do track that at the KPI, so

with the national data, with our passenger discharge,

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we'll prepare for O&M, we'll give you that mean

distance between failures and the comparison with our

counterparts. But it's something we do track.

CHAIRMAN FRATTALI: Is that it, John?

MR. RINK: Yes, Mr. Chairman.

CHAIRMAN FRATTALI: All right, the next item

for discussion is the GIS presentation.

MR. VENUTO: Thank you. So last month we

talked about the real estate holdings and how we track

our real estate. We talked about the PATCO outbound

survey and our GIS project -- geographical information

system project -- to track our real estate holdings,

including leased areas, including easements. So we're

just about to complete the Commodore Barry and the

Betsy Ross. We're continuing to work on the Ben

Franklin and the Walt Whitman, and we'll conclude with

the PATCO system.

Mike Howard from engineering is our project

manager. Glenn McAllister and Dennis DiBlasio are

with us from Pennoni, and I've asked them to sort of

just give the quick overview, a two or three minute

presentation.

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CHAIRMAN FRATTALI: I'm sure it's a short

presentation.

MR. RINK: Yes, sir.

BOARD CHAIRMAN BOYER: Closer to two than

three.

COMMISSIONER FIOL-SILVA: You're not going to

let me ask anything, right?

(Laughter)

CHAIRMAN FRATTALI: No, you're not allowed to

talk any more.

MR. HOWARD: (Opening up a presentation on a

projector) Good morning, Mr. Chairman, Commissioners.

Beginning last year, we entered into an agreement with

Pennoni Associates to basically take all of our

property information --

CHAIRMAN FRATTALI: Excuse me. Can we lower

the blinds or shut the lights or something? We can't

see it.

(Pause)

MR. HOWARD: So utilizing Google, we have an

internet-based system over which we have -- or Pennoni

has -- overlaid all of our property information.

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Prior to developing this, if we had any requests for

any agreements or property information of any of our

facilities or any of our holdings, we had to actually

dig through the files, get the information, scan it,

and send it out. That took quite a length of time,

anywhere from 40 minutes to two hours, depending on

the type of information.

So as a result, we're collating everything and

putting it into one system here. Right now, we have

the Commodore Barry Bridge shown. But, for example,

one of the common things that we've had asked --

constantly get asked for, are agreements that are

presently in place. This is the Route 130/322

interchange in New Jersey at the Commodore Barry

Bridge. And the whole process is that we have all the

information laid out, have identified who is New

Jersey DOT, who is DRPA property, Camden County, or

depending if you're at the Betsy Ross, the Pennsauken.

But you have the ability to click on any parcel and

get information regarding that specific location.

With that, you can call up the information

specific to that parcel and be able to get the

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information, as it's a pdf file, in as little as a

minute or two. Here is the tri-party agreement that

we had between DRPA and New Jersey DOT and Bridgeport.

With that, you're able to pull this up in two minutes

and send this out.

This has already been helpful and saves us

time just to get this information. And it's a pdf, we

can email it within a minute or two; whereas, in the

past, finding this file specifically has been 40

minutes to an hour in duration.

The information also is part of the GIS. Right

now we have the Commodore Barry Bridge that's almost

complete, Betsy Ross Bridge, and the Ben Franklin

Bridge as well. But to go to the Betsy Ross Bridge, I

pulled up the legend, and you see we have spaces

marked out in yellow that we have divested ourselves

of, but also where we have leased areas, such as with

the local baseball utilities. So with that, we have

the information that we can call up regarding the

information specific to that parcel.

Unfortunately, it's taking a little longer. I

apologize for the duration. But with that, this

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process gives us the ability to get any information

for any parcel, including agreements that we may have

with other agencies. You see this (referring to a

page on the presentation) is from 2014; we pull up the

files specific to that agreement. It's a quick

reference; once it's complete, we can bring in anybody

from Facilities, or Legal, or any department that

would have a need for using this equipment or at least

this access for property information.

Also, normally we get requests for certain

parcels whether the property is DRPA-owned or not.

Since this is a Google-based product, we can enter an

address and it will zoom to that location; and with

that ability, you can easily find out if it's a DRPA

parcel or not. And that has also been helpful when

we’ve had slips and falls. We have used this for

everything, as I said, for the three bridges. The

Whitman is still underway, as well as PATCO. Once

everything is done, it'll be easier to find out if

this is DRPA property or not. So for claims, for

property information, for agreements, this should be a

very handy tool for everybody to use.

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CHAIRMAN FRATTALI: And these are all our

properties? I know a couple of years ago, we had

trouble identifying some of them.

MR. HOWARD: We're working with the print

departments to get all the information on property

that has been acquired over the years, so the system

is inclusive and shows everything that DRPA has at

least purchased or acquired over the years.

MR. VENUTO: And that's also why we're

tracking the divested properties, like they showed, so

we know we can have a history if somebody says, “No,

you own this.” There have been times that people have

said that we owned a property and we don't think we

did because our records hadn't caught up. Here we can

go back and say, “No, we know what happened here.”

And so that's why we're tracking both our owned and

our divested properties.

MR. HOWARD: (pointing to a page of the

presentation) This is the divested property at the

Betsy Ross Bridge that was sold off. We have the

agreement, the information of what was sold off, so

that in case anybody asks we can easily acquire this

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information and sent it to whomever.

CHAIRMAN FRATTALI: If a commissioner wanted

information, they contact you, Mike?

MR. VENUTO: Right now, Mike is working with

Pennoni. He has all the current information, so he

has the logon. But, eventually, when the system is up

and running, we're going to be able to have logons for

different departments. But, right now, since it's not

fully operational, requests can come through

Engineering. But once we're done, we certainly can

make a logon for the O&M Committee or for individual

commissioners, if we want to do that.

CHAIRMAN FRATTALI: Commissioner, any

questions?

COMMISSIONER FIOL-SILVA: No. Since this is

becoming the official record, there are appropriate

protocols for entering that information and having

controlled access to who modifies that information so

that nobody accesses something that's out-of-date; I

mean, I assume that is so?

MR. VENUTO: Yes, sir. And that's going to be

done in the Engineering Department. There was a

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position that we advertised recently; we re-did the

position description and changed the duties. One of

the duties of that position is going to be to be the

sole keeper of making the modifications to this GIS

system; so there will be a control point there.

People will have access to view information, but there

will be a single point of contact to change and alter

it.

MR. HOWARD: This is very dynamic. I mean

it's always going to be changing. Even just recently,

where we're working with New Jersey DOT as part of

work that they're doing where we have property that's

been recently divested; that information, once we get

the agreement, will be incorporated. We have Pennoni

Associates on board for another three years for

maintenance so that we'll just scan the document and

they'll put it on the system. But that's the intent,

as Mr. Venuto indicated, that every individual who

needs access can have access, but we don't see a need

for everybody to be able to just go through and make

changes. Access to the information is the value here,

not to be able to make changes.

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CHAIRMAN FRATTALI: Any other questions? Good

job.

All right, the next item is Three Change

Orders. The first change order is Betsy Ross Bridge

Resurfacing and Approach Roadway Rehabilitation.

Mike?

MR. VENUTO: Yes, thank you. For these three

change orders, unforeseen conditions don't affect the

final -- it doesn't affect the contract amount.

The first one is on the Betsy Ross Bridge

Resurfacing and Approach Roadway. The original

contract amount is $17,816,499.56, of which $500,000

of that was unforeseen site conditions. We're looking

to allocate $45,837.75 of that unforeseen condition

money for three items that were not included in the

original scope of work.

One, we found some deteriorated compression

seals down at the Richmond Street area. Once we got

out there, it was deemed necessary by the project team

that the seals should be replaced while we're out

there doing the construction.

Another change order was a barrier replacement

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for a drop-off condition. The contract is clear where

the barrier, a hard barrier, goes. When we added it,

we found an area that needed additional excavation,

more than what we anticipated. The drop off now

becomes unsafe, so we want to move a fixed barrier in

that area.

And the third item is removement -- pavement

removal for a slab under construction. The contract

plans and specs only identify doing paving and

reconstruction within certain limits. Under the slab

-- where the joint is, we found some deterioration of

concrete that we didn't anticipate and that's part of

this contract as well -- part of this change order as

well.

CHAIRMAN FRATTALI: Any questions?

All right, the next change order is

PATCO-21-E, Track Rehabilitation Across the Ben

Franklin Bridge.

MR. VENUTO: Yes, sir. This has been an

ongoing project. The original contract value is

$102,800,314, of which $500,000 was unforeseen

conditions. In this case, we're not going to allocate

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the unforeseen condition money. This contract -- this

change order is 16 specific items, six additional --

six adjustments to additional existing items and 10

new contract items. But what's happening here is that

we have some line items in the contract that are not

going to be utilized.

For instance, in this case, we had incentive

money in the contract for early completion of Stage 1.

We did not expend that money. There have been a number

of changes, unforeseen conditions, and additions in

work deemed necessary while we were out there -- again

16 specific items; for instance, temporary anchorage

platforms needed to gain access inside the anchorage.

In the original bid documents, in the original

discussions, we had told them that they could access

with man lifts and things like that. But, once we got

in there to do the work, the area wasn't really

accessible to the equipment they work with, so they

had to build platforms. So this represents the cost

just to build those platforms, less what it would cost

to access it by equipment.

There were a couple of areas where we found

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some unforeseen conditions; where additional concrete

repair was necessary in the anchorages once we got the

tracks up. Same issue with some steel; once we took

the tracks up there were areas that were not able to

be seen or inspected prior to construction when we

made the plans and specs,that you don't see until

you're actually out there. So these are -- those are

some of the items in there.

Also we had some obstructions, underground

obstructions that we found once we started excavating

for duct bank and things like that. We found some

concrete or some pipes that were not shown on the as-

built drawings.

One of the other big items was Camden Yard

drainage improvements. We did a significant amount of

improvements in the Camden Yard, in the electrical

area, new power boxes and things like that. we were

working with the PATCO Way and Power folks and

determined that the drainage in that area is not the

greatest. We were concerned that putting all this new

electrical equipment in that location and then having

some ponding and things later; so we want to improve

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the drainage in that area while we're in there

working.

Lastly, there are some -- two more items. One

is that there are a number of as-built quantity items.

For instance, we have unit prices in the contract for

electrical cable, things like that. With those unit

quantity items, we do a plus and minus as the contract

goes on, so we have some additions and subtractions --

actually, more additions to unit prices that were

already contract values, so we're adding linear feet

or of cable, things like that.

And then, while we were up on the platform, we

found some interference of some of the structural

steel as the bridge moves. We found some interference

where some steel, where this area is actually a safety

issue that we found while we had unprecedented access

to some of the areas, so we want to make a couple --

some steel modifications while we have access to these

areas to prevent more free movement of some of the

bridge deck.

CHAIRMAN FRATTALI: How much do you want,

Mike? It's never a problem.

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MR. VENUTO: So in the end -- and we also took

the $100,000 credit for allowing them to close Lane 1

during the summertime outage. We achieved a credit

there from the contract because they didn't use the

traffic control. So this change order incorporates

that $100,000 credit.

And we're taking $869,390 from the early

completion incentive that we're not going to use on

the project to fund this entire change order.

CHAIRMAN FRATTALI: All right, the last change

order --

MR. RINK: Oh, real quick, real quick just to

update, we're about halfway through the consecutive

outage we granted RCC on that and they're on schedule

to complete that by Labor Day. So, just an update for

the commissioners and the committee. They are

proceeding. They're about halfway through the outage.

Things are going well and they'll be ready to complete

before Labor Day.

CHAIRMAN FRATTALI: Great. The next change

order is the Commodore Barry Bridge Painting, Phase 1.

MR. VENUTO: Yes, sir. The original contract

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value was $19,736,000, of which $500,000 was for the

site conditions. We are looking to utilize $375,000

of that money.

When the design drawings were put out and the

way the containment was shown, it appears we are going

to miss the backside of the parapet. There is a

section, due to the way the containment is anchored,

where there is going to be a strip where we're

actually going to miss painting it the way it's laid

out. We uncovered that prior to the containment going

up. It would be very difficult to come back later and

paint the backside of that barrier.

So what we'd like to do is extend that

containment down and have them paint that barrier

while they're here. The price, $375,000 is fair and

reasonable. We vetted it through our consultant. It

was significantly less than where they started. But

we think we have a price now. We think that it is

appropriate to do it now, rather than coming back in

the future, because it would be difficult to it then.

CHAIRMAN FRATTALI: Right. The last item of

the day is the Spending Track.

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MR. VENUTO: Yes, sir. So, at this time, by

the end of June -- oh, I'm sorry -- yeah, by June, we

anticipate spending about $56 million. We are at

about $36 million/$36.5 million, at this time. You

know, we've talked about before that we have a few

projects that got a late start, but we are trending in

the upward direction where we're spending sort of more

this part of the year than -- we're still a little

behind in some of these months, like I said, the car

overhaul is a little bit behind. The painting got a

late start. So we expect that we'll start picking up

as the summer months move through.

CHAIRMAN FRATTALI: All right, any questions?

Jim and I have got to negotiate a raise for this extra

work I do with this committee.

(Laughter)

CHAIRMAN FRATTALI: All right, at this time, I

need a motion to adjourn.

BOARD CHAIRMAN BOYER: So moved.

CHAIRMAN FRATTALI: And second?



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ALL: Aye.

CHAIRMAN FRATTALI: Any opposed? We're

adjourned.

(Whereupon, the meeting adjourned.)

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Operations and Maintenance Committee on August 5,

2015, were held as herein appears, and that this is

the original transcript thereof for the file of the

Authority.


______________________________Tom Bowman(Official Reporter)

PROJECT CATEGORY # OF PROJECTS2015 PROJECTED

SPENDING

Ben Franklin Bridge 10 $6,232,396

Walt Whitman Bridge 8 $16,050,000Commodore Barry

Bridge 7 $27,300,000Betsy Ross Bridge 2 $9,400,000

Multi - or All Bridges 7 $5,475,000

DRPA Other 2 $725,000

PATCO - DRPA Funded 9 $35,366,214

PATCO - FTA Funded 6 $10,551,000

TOTAL $111,099,610

LAST MONTH THIS MONTH VARS

63% 65% 2%

LAST MONTH THIS MONTH VARS

95% 75% -20%

PERFORMANCE COMPARISON TABLE (MONTHLY)

PROGRAM PERFORMANCE REPORT Jun-15 (EXCLUDING FEDERAL FUNDING)

PERFORMANCE COMPARISON TABLE (CUMULATIVE)

2015 SPENT TO DATE

$710,420

$2,021,470

$4,193,790$2,344,645

$36,559,790

2015 % VALUE SPENT 2015 TARGET % SPENT

11.4% 35.7%

12.6% 29.4%

15.4% 45.7%24.9%24.8%

58.5%40.5%$1,359,040

$131,588 18.2% 45.5%

57.0% 70.0%$20,146,518

$5,652,319

32.9% 50.7%

53.6% 38.9%

$56,337

$111,100

$36,560

$0

$20,000

$40,000

$60,000

$80,000

$100,000

$120,000

$140,000

J F M A M J J A S O N D

2015 CUMULATIVE BUDGET

Data Date 2015 Projected Spending Spent to Date

$0

$2,000

$4,000

$6,000

$8,000

$10,000

$12,000

J F M A M J J A S O N D

$6,629

$8,119 $8,084

$10,389

$11,600

$11,517 $11,258

$10,329

$9,149 $9,272 $8,591

$6,164

$4,233

$2,247

$987

$9,627

$10,940

$8,526

2015 MONTHLY BUDGET

2015 Projected Spending Actual Monthly Spending

SUMMARY STATEMENT

ITEM NO. DRPA-15-097 SUBJECT: Contract No. BF-44-2015,BFB Miscellaneous Pavement Repairs

COMMITTEE: Operations & Maintenance

COMMITTEE MEETING DATE: August 5, 2015

BOARD ACTION DATE: August 19, 2015

PROPOSAL: That the Board authorizes staff to negotiate a construction contractwith the firm of A.E. Stone, Inc. to perform milling and resurfacingportions of the roadway surface on the bridge.

Amount: $708,000.00

Contractor: A.E. Stone, Inc.1435 Doughty Rd.Egg Harbor Twp., NJ 08234-2229

Other Bidders: Richard E. Pierson Const. $863,358.58James J. Anderson Const. $1,151,721.00A.P. Construction, Inc. $1,156,746.00Tarheel Enterprises, Inc. $1,308,833.46Cardinal Contracting Co. $1,966,708.45

Engineers Estimate: $716,310.00

PURPOSE: To repair deteriorated areas of the pavement on the Camdenapproach spans and roadway.

BACKGROUND: The asphalt pavement on the Camden approach spans is in fair topoor condition with areas of severe distress. Constant heavyvehicular loads have caused cracking, potholes, rutting, and shovingof the pavement.

This project will repair the deteriorated pavement to provide asmooth and comfortable driving surface. The bridge was lastresurfaced in 2004, and similar paving contracts were performed in2009 and 2010. The entire roadway surface of the bridge is scheduledto be resurfaced in 2018.

The project was publicly advertised and bid documents were offeredto the public beginning on June 22, 2015 with a bid opening date ofJuly 22, 2015. Seven (7) sets of documents were sold. A total of six (6)

SUMMARY STATEMENT Contract No. BF-44-2015,O&M August 5, 2015 BFB Miscellaneous Pavement Repairs______________________________________________________________________________

bids were received. The low responsive and responsible bid wassubmitted by A.E. Stone, Inc. in the amount of $708,000.00.

Staff has completed the evaluation of bids and recommends that thecontract be awarded to A.E. Stone, Inc., in the amount of $708,000.00as the low responsive and responsible bidder.

SUMMARY: Amount: $708,000.00Source of Funds: 2013 Revenue BondsCapital Project #: BF1501Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: 270 Calendar DaysOther Parties Involved: N/AEstimated Number ofJobs Supported: 21

DRPA-15-097Operations & Maintenance Committee: August 5, 2015

Board Date: August 19, 2015Contract No. BF-44-2015, BFB

Miscellaneous Pavement Repairs

RESOLUTION

RESOLVED: That the Board of Commissioners of the Delaware River PortAuthority accepts the bid of $708,000.00 to repair deteriorated areasof the pavement on the Camden approach spans and roadway, andthat the proper officers of the Authority be and hereby are authorizedto negotiate a contract with A.E. Stone, Inc. for the required work inan amount not to exceed $708,000.00, as per the attached SummaryStatement; and be it further

RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer mustapprove and are hereby authorized to approve and execute allnecessary agreements, contracts, or other documents on behalf of theDRPA. If such agreements, contracts, or other documents have beenapproved by the Chairman, Vice Chairman and Chief ExecutiveOfficer and if thereafter either the Chairman or Vice Chairman isabsent or unavailable, the remaining Officer may execute the saiddocument(s) on behalf of DRPA along with the Chief ExecutiveOfficer. If both the Chairman and Vice Chairman are absent orunavailable, and if it is necessary to execute the said document(s)while they are absent or unavailable, then the Chief Executive Officershall execute such documents on behalf of DRPA.

SUMMARY: Amount: $708,000.00Source of Funds: 2013 Revenue BondsCapital Project #: BF1501Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: 270 Calendar DaysOther Parties Involved: N/AEstimated Number ofJobs Supported: 21

SUMMARY STATEMENT

ITEM NO.: DRPA-15-098 SUBJECT: Construction MonitoringServices for Contract No. WW-20-2015,Walt Whitman Bridge PaintingSuspension Span and Towers

COMMITTEE: Operations and Maintenance



PROPOSAL: That the Board authorizes staff to negotiate an agreement withJohnson, Mirmiran & Thompson, Inc. to provide ConstructionMonitoring Services for Contract No. WW-20-2015, Walt WhitmanBridge Painting, Suspension Span and Towers.

Amount: $7,386,365.95

Consultant: Johnson, Mirmiran & Thompson, Inc.1600 Market Street, Suite 520Philadelphia, PA 19103

Other Consultants: AECOM Technical Services, Inc.Greenman-Pedersen, Inc.HAKS Engineers, Architects and LandSurveyors, P.C.Parsons Brinkerhoff, Inc.

Engineers Estimate: $7,390,758.

PURPOSE: To provide full-time, on-site construction inspection and monitoringservices for Contract No. WW-20-2015, Walt Whitman BridgePainting, Suspension Span and Towers. The services will include afull-time Resident Engineer and support inspection staff forinspecting all contract field activities and monitoring the contractor’scompliance with the plans and specifications.

BACKGROUND: The work to be completed under Contract No. WW-20-2015 consistsof blast cleaning and painting Suspension Span Stiffening Trusses;exterior and interior of Towers; and Girders and associatedstructural steel supporting the Anchorage decks. The work will alsoinclude painting the Main Cables and Suspender Ropes andstructural steel repairs.

The Authority publicly advertised its intent to retain a consultant and

SUMMARY STATEMENT Construction Monitoring ServicesO&M August 5, 2015 for Contract No. WW-20-2015,

Walt Whitman Bridge PaintingSuspension Span and Towers

______________________________________________________________________________

invited interested firms to submit Statements of Qualifications. Five(5) firms responded with Statements of Qualifications on March 9,2015. All Five (5) firms were deemed qualified and were sent a formalRequest for Proposal. A review committee of Three (3) staff engineersevaluated the Proposals on the basis of Technical merit.

Johnson, Mirmiran & Thompson, Inc. was the highest technicallyranked firm. The proposed construction inspection staff membershave demonstrated extensive experience on long-span bridge paintingand rehabilitation projects. Also, the proposed Resident Engineer hassuccessfully managed the Benjamin Franklin Bridge Painting Phase 5Contract. Johnson, Mirmiran & Thompson, Inc.’s Inspection Teamhas many years of experience inspecting bridge painting andrehabilitation projects similar to those required for this contract.Overall, the team assembled by Johnson, Mirmiran & Thompson, Inc.was found to possess the necessary experience and qualifications tosuccessfully complete the project.

In accordance with the Delaware River Port Authority’s qualificationbased selection procedure, the Price Proposal was evaluated againstthe Engineer’s Estimate and that of other recommended firms. Basedon this evaluation and subsequent negotiation, Johnson, Mirmaran &Thompson, Inc.’s price was determined to be fair and reasonable.

It is recommended that an engineering services agreement benegotiated with Johnson, Mirmiran & Thompson, Inc. for the costsand associated fees not to exceed $7,386,365.95 to provide engineeringservices in accordance with the Request for Proposal.

SUMMARY: Amount: $7,386,365.95Source of Funds: 2013 Revenue BondsCapital Project #: WB1301Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: Thirty Six (36) MonthsOther Parties Involved: N/AEstimated Number ofJobs Supported: 27

DRPA-15-098Operations and Maintenance Committee: August 5, 2015

Board Date: August 19, 2015Construction Monitoring Services for

Contract No. WW-20-2015, Walt Whitman Bridge PaintingSuspension Spans and Towers

RESOLUTION

RESOLVED: That the Board of Commissioners of the Delaware River PortAuthority accepts the Proposal of Johnson, Mirmiran & Thompson,Inc. to provide Construction Monitoring Services for Contract No.WW-20-2015, Walt Whitman Bridge Painting, Suspension Spans andTowers and that the proper officers of the Authority be and herebyare authorized to negotiate an Agreement with Johnson, Mirmiran &Thompson, Inc. for an amount not to exceed $7,386,365.95, as per theattached Summary Statement; and be it further

RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer mustapprove and are hereby authorized to approve and execute allnecessary agreements, contracts, or other documents on behalf of theDRPA. If such agreements, contracts, or other documents have beenapproved by the Chairman, Vice Chairman and Chief ExecutiveOfficer and if thereafter either the Chairman or Vice Chairman isabsent or unavailable, the remaining Officer may execute the saiddocument(s) on behalf of DRPA along with the Chief ExecutiveOfficer. If both the Chairman and Vice Chairman are absent orunavailable, and if it is necessary to execute the said document(s)while they are absent or unavailable, then the Chief Executive Officershall execute such documents on behalf of DRPA.

SUMMARY: Amount: $7,386,365.95Source of Funds: 2013 Revenue BondsCapital Project #: WB1301Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: Thirty Six (36) MonthsOther Parties Involved: N/AEstimated Number ofJobs Supported: 27

MEMORANDUM

TO: O&M Committee Members

FROM: Michael P. Venuto, Chief Engineer

SUBJECT: Professional Service Selection forConstruction Monitoring Services for DRPA Contract No. WW-20-2015Walt Whitman Bridge Painting Suspension Spans and TowersTechnical Proposal Evaluation, Findings and Recommendation Report

DATE: July 9, 2015

The Request for Qualifications (RFQs), which was posted on the Authority’s web-site, invitedconsultants to submit Statements of Qualifications (SOQs). Five (5) firms submitted SOQs onMarch 9, 2015.

Policy 303a outlines the procedure for Request for Proposal selection of consultants by theEngineering Department. The SOQ evaluation serves as a method for developing a “short list”of firms to receive a Request for Proposal (RFP). The Review Committee evaluated the SOQ’sand recommended soliciting Technical and sealed Price Proposals from the top ranked firms:

AECOM Technical Services, Inc. (AECOM)Greenman-Pedersen, Inc. (GPI)

HAKS Engineers, Architects and Land Surveyors, P.C. (HAKS)Johnson, Mirmiran & Thompson, Inc. (JMT)

Parsons Brinkerhoff, Inc. (PB)

The short listed firms were sent a RFP on May 8, 2015. The Technical Proposals and separatesealed Price Proposals were received on June 9, 2015 from AECOM Technical Services, Inc.,Greenman-Pedersen, Inc., HAKS Engineers, Architects and Land Surveyors, P.C., Johnson,Mirmiran & Thompson, Inc. and Parsons Brinkerhoff, Inc. The Review Committee, consistingof three (3) staff engineers, reviewed and evaluated the Technical Proposals.

Johnson, Mirmiran & Thompson, Inc., was the highest technically ranked firm. The proposedconstruction inspection staff members have demonstrated extensive experience on long-spanbridge painting and rehabilitation projects. Also, the proposed Resident Engineer successfullymanaged the Benjamin Franklin Bridge Phase 5 contract. Overall, the team assembled byJohnson, Mirmiran & Thompson, Inc. was found to possess the necessary experience andqualifications to successfully complete the project.


of Pennsylvania & New Jersey

The Review Committee recommended that the Price Proposal be opened and negotiationscommence using other recommended firm’s Price Proposals and the Engineer’s Estimate in theamount of $7,390,758. as a guide. Price Proposals were opened on June 23, 2015.

Below are the Technical Proposal rankings, proposed hours and fees of these firms, along withthe Engineer’s estimate of hours.

Rank Firm HoursOriginal Price

ProposalNegotiated

Hours FeeEngineer’s Estimate 55,446 $7,390,758.00

1 JMT 68,908 $9,168,142.24 55,698 $7,386,365.952 HAKS 64,616 $9,050,187.003 AECOM 33,268 $4,146,134.144 Parsons Brinkerhoff 58,454 $6,964,968.865 Greenman-Pedersen 61,578 $9,059,006.90

The Price Proposal from the highest technically ranked firm, Johnson, Mirmiran & Thompson, Inc.,dated June 9, 2015 was reviewed by Engineering Department staff. It was observed to be 19%higher than the Engineer’s Estimate. After discussions with the Authority, Johnson, Mirmiran &Thompson, Inc.’s, believed that they had a better understanding of the scope of work needed as aresult they could lower man hours. Johnson, Mirmiran & Thompson, Inc.’s proposed cost wasreduced by staggering field inspection activities and optimizing man-hours utilization. Thisapproach provided the required inspection coverage at a reduced cost. Also, the proposed fieldinspection staff has superior qualifications and experience as compared to other firms. Negotiationscommenced which resulted in a final Price Proposal in an amount of $7,386,365.95. Based on theReview Committee’s findings, the Price Proposal of Johnson, Mirmiran & Thompson, Inc. has beendetermined to be fair and reasonable and therefore the committee recommends that an EngineeringServices Agreement be issued to the highest technically ranked firm, Johnson, Mirmiran &Thompson, Inc.

Based on a review of the Review Committee’s evaluation and supporting documentation, I concur

with the recommendation to engage Johnson, Mirmiran & Thompson, Inc. of Philadelphia,

Pennsylvania in the amount of $7,386,365.95 for this Agreement.

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SUMMARY STATEMENT

ITEM NO.: DRPA-15-099 SUBJECT: Capital Project ContractModification




PROPOSAL: That the Board authorize the execution of contract modifications tocertain contracts for Authority capital project and that the Board amendthe 2015 Capital Budget to include the increase in contract amount beingrequested in this Resolution.

PURPOSE: To approve contract modifications in the amounts and times set forthherein for the identified Authority capital projects and to assure that the2015 Capital Budget reflects the actual Board approved project costs.

BACKGROUND: The Authority is presently undertaking several capital projectspreviously approved by the Board. During the course of the project(s)identified in the Attachment (attached hereto and made a part hereof),Engineering has determined that conditions affecting each projectrequire contract modification adjusting the scope of work/contract items,compensation, and/or the time to perform the contract work as set forthin the attachment.

Engineering staff has evaluated the contract modifications identified inthe Attachment and any supporting documentation and has determinedthe contract adjustments as proposed are fair and reasonable and meetsthe needs of the Authority.

SUMMARY: Amount: See AttachmentSource of Funds: See AttachmentCapital Project #: See AttachmentOperating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: See AttachmentOther Parties Involved: N/A


Board Date: August 19, 2015Capital Project Contract Modifications

RESOLUTION

RESOLVED: That the Board authorizes the execution of contract modifications to thecontracts identified in the Attachment in such amounts and/or times setforth therein; and be it further

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve andare hereby authorized to approve and execute all necessary agreements,contracts, or other documents on behalf of the DRPA. If such agreements,contracts, or other documents have been approved by the Chair, ViceChair and Chief Executive Officer and if thereafter either the Chair orVice Chair is absent or unavailable, the remaining Officer may execute thesaid document(s) on behalf of the DRPA along with the Chief ExecutiveOfficer. If both the Chair and Vice Chair are absent or unavailable, and ifit is necessary to execute the said document(s) while they are absent orunavailable, then the Chief Executive Officer shall execute such documentson behalf of the DRPA.

RESOLVED: That the 2015 Capital Budget be and hereby is amended to increase the lineitem amounts allocated for DRPA Project Number as indicated in theattached chart.

SUMMARY: Amount: See AttachmentSource of Funds: See AttachmentCapital Project #: See AttachmentOperating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: See AttachmentOther Parties Involved: N/A

ATTACHMENT

August 5, 2015

Summary of Supplemental Agreement and Change Orders

CapitalProjectNumber

ContractNumber Title

Consultant/Contractor

CurrentContract/

AgreementAmount

Change Order/Supplemental

Amount

AdjustedContract

AgreementAmount Duration Funding

BF1505 - Benjamin Franklin BridgeNew Jersey ApproachParapet Rehabilitation

RailroadConstruction

Co./Iron BridgeCorp. – A Joint

Venture

$782,396.00 $101,127.06 $883,523.06 NoChange

2013 RevenueBonds

SUMMARY STATEMENT

ITEM NO.: DRPA-15-100 SUBJECT: Purchasing Bid B0006348Procurement of Ameristar Aegis II Fence andFence Material for the Ben Franklin Bridge –No Substitutions




PROPOSAL: That the Board authorize staff to award a Purchase Order contractwith the firm of South Camden Iron Works of Mickleton, NJ to procureAmeristar Aegis II Fence Material for Ben Franklin Bridge – NoSubstitutions – for installation at Philadelphia under bridge lots.

Amount: $173,523.32Contractor: South Camden Iron Works

PO Box 238Mickleton, NJ 08056

Other Bidders: Alenco Fence and Lumber Corp. $199,515.46Medford, NJProMax Fence Systems Inc. $182,619.00Reading, PA

Bridge Operations Estimate $199,536.58

PURPOSE: To improve facility security by replacing existing chain link fence inunderbridge lots on the Philadelphia side of the Ben Franklin Bridgewith improved and extended height security fencing. The fencing isAmeristar Aegis Invincible security fence and will match the typesecurity fence already installed at Camden underbridge areas. Theprocurement is an initial phase of replacements in Philadelphia. Allremoval and installation work will be performed by DRPA in-houseforces.

BACKGROUND: This project will improve the access and security of underbridge lots byreplacing existing 8ft chain link mesh fence with 10ft high, climbresistant estate style fencing. This procurement is an initial phase thatwill replace underbridge fencing. By requiring “No Substitution”, thefencing will meet the appearance and level of improved security alreadyin place at the Camden, NJ lots.

SUMMARY STATEMENT Purchasing Bid B0006348O&M 08/05/15 Procurement of Ameristar Aegis II Fence

and Fence Material for the Ben FranklinBridge - No Substitutions

Bids were publically advertised on June 30, 2015 and mailed to eighteen(18) bidders. Three (3) bids were received. The low responsive andresponsible bid was submitted by South Camden Iron Works in theamount of $173,523.32. Staff has completed evaluations of bids andrecommends that the contract be awarded to South Camden IronWorks in the amount of $173,523.32 as the low responsive andresponsible bidder.

SUMMARY: Amount: $173,523.32Source of Funds: 2013 Revenue BondsCapital Project #: AB1501Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

DRPA-15-100Operation & Maintenance Committee: August 5, 2015

Board Date: August 19, 2015Purchasing Bid B0006348

Procurement of Ameristar Aegis II Fenceand Fence Material for the Ben Franklin

Bridge – No Substitutions

RESOLUTION

RESOLVED: That the Board of Commissioners of the Delaware River Port Authorityaccepts the bid of $173,532.32 submitted by South Camden Iron Worksof Mickleton, NJ to furnish Ameristar Aegis II Fence and FenceMaterial for the Ben Franklin Bridge – No Substitutions – forinstallation at Philadelphia underbridge lots; and that the properofficers of the Authority be and hereby are authorized to enter into aPurchase Order contract with South Camden Iron Works of Mickleton,NJ in an amount not to exceed $173,532.32 as per the attachedSummary Statement; and be it further

RESOLVED: The Chairman, Vice Chairman and the Chief Executive Officer mustapprove and are hereby authorized to approve and execute allnecessary agreements, contracts, or other documents on behalf of theDelaware River Port Authority. If such agreements, contracts, or otherdocuments have been approved by the Chairman, Vice Chairman andChief Executive Officer and if thereafter either the Chairman or ViceChairman is absent or unavailable, the remaining Officer may executethe said document(s) on behalf of DRPA along with the Chief ExecutiveOfficer. If both the Chairman and Vice Chairman are absent orunavailable, and if it is necessary to execute the said document(s) whilethey are absent or unavailable then the Chief Executive Officer shallexecute such documents on behalf of the Delaware River PortAuthority.

SUMMARY: Amount: $173,532.32Source of Funds: 2013 Revenue BondsCapital Project #: AB1501Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

SUMMARY STATEMENT

ITEM NO.: DRPA-15-101 SUBJECT: Carpet Replacement for One PortCenter Building




PROPOSAL: That the Board authorizes staff to negotiate a contract with MetropolitanContract Carpets, Inc., located in Cherry Hill, New Jersey, for carpetreplacement of the 7th through 11th floors at the DRPA Corporate Headquarters,known as One Port Center, under the State of New Jersey Contract #81756 in theamount of $254,150.00.

PURPOSE: To remove the old carpeting and install new carpeting on floors 7 through 11of the One Port Center Office Building.

BACKGROUND: The existing carpet at One Port Center is approximately fifteen years old andbeyond its useful life. The 2015 DRPA budget for OPC included funds for thisproject.

This project will be under the New Jersey State Contract # 81756. Estimatedtiming for carpet delivery is 6.5 weeks and installation is 46 nights.

SUMMARY: Amount: $254,150.00Source of Funds: Capital Budget for OPCCapital Project #: OP1501Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

DRPA-15-101O&M Committee: August 5, 2015

Board Date: August 19, 2015Carpet Installation for One Port Center Building

RESOLUTION

RESOLVED: That the Board authorizes staff to negotiate a contract with MetropolitanContract Carpets, Inc., located in Cherry Hill, New Jersey, for carpetreplacement of the 7th through 11th floors at the DRPA CorporateHeadquarters, known as One Port Center, under the State of New JerseyContract #81756 in the amount of $254,150.00.

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approve and arehereby authorized to approve and execute all necessary agreements,contracts, or other documents on behalf of the DRPA. If such agreements,contracts, or other documents have been approved by the Chair, Vice Chairand Chief Executive Officer and if thereafter either the Chair or Vice Chairis absent or unavailable, the remaining Officer may execute the saiddocument(s) on behalf of DRPA along with the Chief Executive Officer. Ifboth the Chair and Vice Chair are absent or unavailable and if it is necessaryto execute the said document(s) while they are absent or unavailable, then theChief Executive Officer shall execute such documents on behalf of DRPA.

SUMMARY: Amount: $254,150.00Source of Funds: Capital BudgetCapital Project #: OP1501Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

SUMMARY STATEMENT

ITEM NO.: DRPA-15-102 SUBJECT: City of Philadelphia Requestfor Office of Emergency ManagementUse of Lots Under the Ben FranklinBridge




PROPOSAL: That the Board authorize staff to enter into an Agreement with the Cityof Philadelphia, allowing its Office of Emergency Management accessunder the Ben Franklin Bridge on two lots, the first located between2nd and 3rd Streets and the second, located east of 2d Street to the I-95 Access Ramp, in Philadelphia, between September 21, 2015 andSeptember 29, 2015.

PURPOSE: To provide the above described gated and fenced area under the BenFranklin Bridge for use by the City of Philadelphia, allowing its Officeof Emergency Management to mobilize during the 2015 WorldMeeting of Families in order to help ensure a safe and successful event.

Support services from Pubic Safety include patrolling the area. SincePublic Safety personnel would already be on duty, there would be noadditional cost to DRPA. DRPA incurs no Operations staff costs.

The City of Philadelphia will also provide the necessary Certificate ofSelf-Insurance and will adhere to DRPA’s Indemnification and Liabilityrequirements.

DRPA reserves the right to withhold approval or cancel anyagreement on an as-needed basis in the event of unforeseen publicsafety, security, maintenance or construction issues which may ariseand take precedence.

SUMMARY STATEMENT City of Philadelphia Request for OfficeO&M 8/5/15 of Emergency Management Use of Lots

Under the Ben Franklin Bridge

BACKGROUND: This September, the City of Philadelphia will be hosting the WorldMeeting of Families, an event which is projected to attract 1-2million visitors. The City of Philadelphia is preparing to lodge, feedand equip thousands of first responders in the Center City area.

The City’s Director of Emergency Management has requested use ofthe above-referenced lots, in order to stage personnel, supplies andequipment and to prepare and heat meals for distribution to firstresponders out of on-site mobile feeding canteens.

SUMMARY: Amount: N/ASource of Funds: N/AOperating Budget: N/ACapital Project #: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Agreement: 9/21/15- 9/29/15Other Parties Involved: N/A

DRPA-15-102O&M Committee Date: August 5, 3015

Board Date: August 19, 2015City of Philadelphia Request for Office of Emergency

Management Use of Lots Under the Ben Franklin Bridge

RESOLUTION

RESOLVED: That the Board authorizes DRPA staff to enter into an Access and any

related Agreements, allowing the City of Philadelphia, Office ofEmergency Management, use of two DRPA Lots, one between 2nd and3rd Streets and the other East of 2d Street to the I-95 Access Ramp, inPhiladelphia, at no cost to DRPA, between the dates of September 21,2015 and September 29, 2015 . Therefore, be it further

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must

approve and are hereby authorized to approve and execute all necessaryAgreements, or other documents on behalf of the DRPA. If suchAgreements or other documents have been approved by the Chair, ViceChair and Chief Executive Officer and if thereafter, either the Chair orVice Chair is absent or unavailable, the remaining Officer may executethe said document(s) on behalf of DRPA along with the Chief ExecutiveOfficer. If both the Chair and Vice Chair are absent or unavailable andif it is necessary to execute the said document(s) while they are absent orunavailable, then the Chief Executive Officer shall execute suchdocuments on behalf of DRPA.

SUMMARY: Amount: N/ASource of Funds: N/AFinance Budget: N/ACapital Project #: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Agreement: 9/21/15-9/29/15Other Parties Involved: N/A

FINANCE

SUMMARY STATEMENT

ITEM NO.: DRPA-15-103 SUBJECT: Camera & Call BoxMaintenance Agreement

COMMITTEE: Finance



PROPOSAL: That the Board authorizes staff to negotiate a 1 year contract withSchneider Electric, Loves Park, IL for an amount not to exceed$181,239.00 for the renewal of our camera and call box maintenanceagreement. This purchase is provided with GSA pricing under GSAContract # GS-07F-7851C.

PURPOSE: To provide the Delaware River Port Authority with preventivemaintenance and system/equipment repairs for all Authority camerasand call boxes.

BACKGROUND: Several years ago the Authority made a decision to improve thesecurity of their fixed assets while at the same time improving thesafety of the travelling public on those assets. To accomplish thiscameras and call boxes were installed. In order to maintain thosedevices it is necessary to engage in a program of preventivemaintenance for both the hardware and software components of thesystem. This agreement provides the DRPA with comprehensive,consistent hardware and software services. It allows us to work withSchneider Electric staff to deliver onsite hardware and softwaresupport. With these services we improve our camera and call box up-time with responsive hardware and software services with a 24x7availability. Other services include the following:

On-site visits at each facility several times a year to verifyfunctionality

DVTEL software upgrades Camera and call box firmware upgrades Connectivity testing Incident and problem management

SUMMARY STATEMENT Camera & Call Box MaintenanceFinance 8/12/15 Agreement______________________________________________________________________________

Staff therefore recommends negotiating a contract with SchneiderElectric for an amount not to exceed $181,239.00 for the renewal of ourCamera & Call Box maintenance agreement.

SUMMARY: Amount: $181,239.00Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: 2015 DRPA CE6 – Repairs and Maint.

2015 PATCO Contract ServicesMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: October 1, 2015 through September 30,

2016Other Parties Involved: N/A

DRPA-15-103Finance Committee: August 12, 2015

Board: August 19, 2015Camera & Call Box Maintenance Agreement

RESOLUTION

RESOLVED: That the Board authorizes staff to negotiate a 1 year contract withSchneider Electric for an amount not to exceed $181,239.00 for therenewal of our Camera & Call Box maintenance agreement. Thispurchase is provided with GSA pricing under GSA Contract # GS-07F-7851C.

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approveand are hereby authorized to approve and execute all necessaryagreements, contracts, or other documents on behalf of the DRPA. Ifsuch agreements, contracts, or other documents have been approvedby the Chair, Vice Chair and Chief Executive Officer and if thereaftereither the Chair or Vice Chair is absent or unavailable, the remainingOfficer may execute the said document(s) on behalf of DRPA alongwith the Chief Executive Officer. If both the Chair and Vice Chair areabsent or unavailable, and if it is necessary to execute the saiddocument(s) while they are absent or unavailable, then the ChiefExecutive Officer shall execute such documents on behalf of DRPA.

SUMMARY: Amount: $181,239.00Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: 2015 DRPA CE6 – Repairs and Maint.

2015 PATCO Contract ServicesMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: October 1, 2015 through September 30,

2016Other Parties Involved: N/A

SUMMARY STATEMENT

ITEM NO.: DRPA-15-104 SUBJECT: Active Benefit-EligibleEmployees/Under Age 65 Retiree, and EligibleDependents - Health Benefits 2016(DRPA/PATCO)

COMMITTEE: Finance

COMMITTEE DATE: August 12, 2015

BOARD DATE: August 19, 2015

PROPOSAL: Staff seeks authorization to accept renewal submitted by AmeriHealthto provide medical and prescription drug coverage to the Authority’sactive benefit-eligible employees, eligible retirees under the age of 65,and their respective eligible dependents

PURPOSE: To continue to provide a quality healthcare benefits package for activebenefit-eligible DRPA/PATCO employees, eligible retirees under the ageof 65, and their respective eligible dependents, including appropriatecost-sharing among plan participants.

BACKGROUND: Costs associated with healthcare benefits comprise a substantial portion ofDRPA/PATCO’s annual operating budget. In 2015, the DRPA andPATCO will spend approximately $12,779,515 to provide medical andprescription drug coverage for its benefit-eligible employees, under age 65retirees, and their respective eligible dependents.

The benefit-eligible employees include the following: all non-representedemployees at DRPA and PATCO, FOP-represented, IBEW-representedand the IUOE Police Dispatchers.

Currently retirees, who are under the age of 65, and their eligibledependents receive their medical and prescription benefits through theAuthority. Employees hired on or after January 1, 2007, are no longereligible to receive health benefits upon retirement.

Benefits are provided to employees represented by the IUOE andTeamsters as prescribed by the Collective Bargaining Agreements withthose Unions. The medical, prescription, dental and vision benefits areprovided to IUOE and Teamster-represented employees by theirrespective health and welfare plans.

This year, Gallagher marketed the coverage to the following carriersAmeriHealth, Aetna, Cigna, Horizon BCBS, and United Healthcare(UHC). They also requested self-insured options from AmeriHealthAdministrators and IBA TPA.

SUMMARY STATEMENT Active Benefit-Eligible Employees/Under Age 65Finance 8/12/2015 Retiree, and Dependents - Health Benefits 2016

(DRPA/PATCO)

Prior to receiving AmeriHealth’s renewal, Gallagherestimated a mock overall (blended medical andprescription) of 1.16% increase over current.

AmeriHealth’s preliminary renewal came in at a 2.8%increase (+$357,826.42) over current.

After Gallagher’s negotiations, AmeriHealth revised itsrenewal from 2.8% to a +1% increase ($126,166.20). Inaddition, AmeriHealth increased its annual wellnessbudget from $15,000 to $20,000. The renewal includes aTarget Cost Ratio Guarantee for 2017, similar to the onethat is currently in existence.

Staff seeks Board authorization to work with our broker, GallagherBenefit Services, to accept the renewal submitted by AmeriHealth toprovide medical and prescription drug coverage to the Authority’s activebenefit-eligible employees, eligible retirees under the age of 65, and theirrespective eligible dependents at an estimated annual premium of$12,905,681.20, which is a 1% increase over current, and significantlybelow the estimated medical trend (8.5%) and estimated prescriptiontrend (10%) for 2016.

SUMMARY: Amount: Estimated Annual Premium of 12,905,681.20Note – This covers both DRPA and PATCO.The annual rate is based upon our currentcensus of active benefit-eligible employeesand under age 65 retirees, and is subject tochange as our census changes.

Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: DRPA/PATCO Employee Services ExpenseMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: One Year (AmeriHealth offered a Target

Cost Ratio Renewal Guarantee for the 2017)Other Parties Involved: AmeriHealth

DRPA-15-104Finance: August 12, 2015

Board Date: August 19, 2015Active Employees/Under Age 65 Retiree

Health Benefits 2016 (DRPA/PATCO)

RESOLUTION

RESOLVED: That the Board of Commissioners of the Delaware River Port Authorityauthorizes staff to accept the renewal proposed by AmeriHealth for theprovision of medical and prescription drug benefits to active benefit-eligible DRPA/PATCO employees, retirees under age 65, and theirrespective eligible dependents for Plan Year 2016 for an estimatedannual premium $12,905,681.20; and be it further

RESOLVED: That the Board of Commissioners of the Delaware River Port Authorityrecognizes that the estimated annual premium of $12,905,681.20 is basedupon our current DRPA/PATCO census of active benefit-eligibleemployees, and is subject to change as our census; and be it further

RESOLVED: That the Board of Commissioners authorizes staff to work with theAuthority’s broker, Gallagher Benefit Services, to finalize the terms ofthe 2016 Healthcare renewal with AmeriHealth,; and be it further

RESOLVED: That staff is authorized to work with DRPA/PATCO’s Third PartyAdministrator, Benefit Harbor, to begin the 2016 Open EnrollmentProcess in November 2015, and be it further

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approveand are hereby authorized to approve and execute all necessaryagreements, contracts, or other documents on behalf of theDRPA/PATCO. If such agreements, contracts, or other documents havebeen approved by the Chair, Vice Chair and Chief Executive Officer,and if thereafter, either the Chair or Vice Chair is absent or unavailable,the remaining Officer may execute the said document(s) on behalf of theDRPA/PATCO, along with the Chief Executive Officer. If both theChair and Vice Chair are absent or unavailable, and if it is necessary toexecute the said document(s), while they are absent or unavailable, theChief Executive Officer shall execute such document(s) on behalf of theDRPA/PATCO.

SUMMARY: Amount: Estimated Annual Premium of 12,905,681.20Note – This covers both DRPA and PATCO.The annual rate is based upon our currentcensus of active benefit-eligible employeesand under age 65 retirees, and is subject tochange as our census changes.

Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: DRPA/PATCO Employee Services ExpenseMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: One Year (AmeriHealth offered a Target

Cost Ratio Renewal Guarantee for the 2017)Other Parties Involved: AmeriHealth

SUMMARY STATEMENT

ITEM NO.: DRPA-15-105 SUBJECT: Employee Dental Coverage2016-2017 (DRPA/PATCO)

COMMITTEE: Finance



PROPOSAL: Staff seeks authorization to enter into a two-year contract with DeltaDental of New Jersey to provide dental coverage to active benefit-eligibleDRPA and PATCO employees and their eligible dependents.

PURPOSE: To continue to provide a quality dental care benefit package, with anational network, for active benefit-eligible DRPA and PATCOemployees and their eligible dependents.

BACKGROUND: As part of its health and welfare benefits package for benefit-eligibleactive employees has traditionally provided comprehensive dentalcoverage with a national network. The coverage is currently with DeltaDental of NJ.

Delta Dental is a large national dental carrier with approximately 196,220dental providers in their network. The carrier has a total nationalmembership of approximately 54 million, with 1.6 million residing in NewJersey. The carrier’s corporate headquarters is located in Parsippany,New Jersey. It employs over 365 employees.

Delta Dental offers two national PPO networks (Delta Dental PPO andDelta Dental Premier). By having access to both networks, the Authoritywill be able to capture more claims in-network which has a positive impacton long term cost control and employee satisfaction.

Delta Dental of New Jersey will continue to offer the following value-added enhancements, at no additional premium:

The Carry Over Maximum Program – This programs allows members tocarry over part of their unused standard annual maximum in one year toincrease benefits for the following year and beyond; and

Oral Health Enhancement Program – This program allows eligiblemembers who have previously been treated for periodontal disease toreceive up to four dental cleanings and/or periodontal maintenanceprocedures per benefit period (typically this benefit is capped attwo cleanings or procedures annually).

SUMMARY STATEMENT Employee Dental Coverage 2016-2017Finance 08/12/2015 (DRPA/PATCO)_______________________________________________________________________

In 2014, Delta initial renewal was released with a +20% increase. Ourbroker, Gallagher Benefit Services, negotiated a final renewal quote fromDelta Dental of 16% over current, annual premium of $477,601 ($65,875over current.) with a two year rate guarantee.

In 2015, Gallagher Benefit Services, marketed the dental coverage for the2016 plan year. The following nine (9) carriers submitted quotes: DeltaDental; Aetna; Ameritas; Bollinger; Cigna; Guardian; MetLife; Standard;United Concordia.

We received the following quotes:

Delta Dental initial renewal (0% for one year; +3.5% for twoyears)

Aetna (-14% under current) Ameritas (-11% under current) Bollinger (-5% under current) Cigna (-7% under current) Guardian (-6% under current) MetLife (-11% under current) Standard (-5.5% under current) United Concordia (-5.5% under current)

Gallagher negotiated with Delta Dental based on these competitive quotesand Delta negotiated renewal for 2016 is:

-7% decrease for one-year rate guarantee (based on census at timeof billing) ending 12/31/2016 (~$446,323 / projected annual savings= $31,278)

-3.5% decrease for two-year rate guarantee (based on census attime of billing) ending 12/31/2017 (~$461,981 / projected annualsavings = $15,620)

While there are competitive quotes our broker advises that theirprovider networks and overall discounts may not be as large as thenational network and discounts offered by Delta Dental. Thiscould cause member disruption in provider utilization as well asout-of-pocket costs for services they incur.

Our broker recommends that we accept Delta Dental’s two-year renewalPYs January 1, 2016-December 31, 2017), which was negotiated from +3.5increase to -3.5% decrease. If approved, the estimated annualpremiumwould be $461,981. Staff agrees with this recommendation

SUMMARY STATEMENT Employee Dental Coverage 2016-2017Finance 08/12/2015 (DRPA/PATCO)_______________________________________________________________________

Summary: Amount: Estimated $461,981 annually2-year rate guarantee)

Note: This covers DRPA and PATCO. Theannual rate is based upon our currentDRPA/PATCO census of active benefit-eligible employees, and is subject to change asour census changes.

Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: DRPA/ PATCO Employee Services ExpenseMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: Two (2) Years (PYs 1/1/2016-12/31/2017)Other Parties Involved: Delta Dental of New Jersey

DRPA-15-105Finance Committee: August 12, 2015

Board Date: August 19, 2015Employee Dental Coverage 2016-2017 (DRPA/PATCO)

RESOLUTION

RESOLVED: That the Board of Commissioners of the Delaware River Port Authorityauthorizes staff to accept a two-year renewal with Delta Dental of NewJersey, which would result in a projected annual premium ofapproximately $461,981; and be it further

RESOLVED: That the Board of Commissioners of the Delaware River Port Authorityrecognizes that the annual premium of $461,981 is based upon our currentDRPA/PATCO census of active benefit-eligible employees, and is subjectto change as our census changes; and be it further

RESOLVED: That the Chair, Vice Chair and the Chief Executive Officer mustapprove and are hereby authorized to approve and execute all necessaryagreements, contracts, or other documents on behalf of the DRPA andPATCO. If such agreements, contracts, or other documents have beenapproved by the Chair, Vice Chair and Chief Executive Officer, and ifthereafter, either the Chair or Vice Chair is absent or unavailable, theremaining Officer may execute the said document(s) on behalf of DRPAand PATCO, along with the Chief Executive Officer. If both the Chairand Vice Chair are absent or unavailable, and if it is necessary toexecute the said document(s), while they are absent or unavailable, theChief Executive Officer shall execute such document(s) on behalf ofDRPA and PATCO.

SUMMARY: Amount: Estimated $461,981 annually2-Year Rate Guarantee

Note: This covers DRPA and PATCO. Theannual rate is based upon our currentDRPA/PATCO census of active benefit-eligible employees, and is subject to changeas our census changes.

Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: DRPA/PATCO Employee Services ExpenseMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: Two (2) Years (PYs 1/1/2016-12/31/2017)Other Parties Involved: Delta Dental of New Jersey

SUMMARY STATEMENT

ITEM NO.: DRPA-15-106 SUBJECT: Employee Vision Coverage2016 – 2017 (DRPA/PATCO)

COMMITTEE: Finance



PROPOSAL: Staff seeks authorization to accept the renewal quote fromVision Benefits of America (“VBA”) to provide vision coverageto active benefit-eligible DRPA/PATCO employees and theireligible dependents for plan years January 1, 2016 – December31, 2017. If approved, the estimated annual premium will be$47,263. This estimated premium would remain the same fortwo years.

PURPOSE: To continue to provide a quality vision care benefit package foractive benefit-eligible DRPA & PATCO employees and theireligible dependents.

BACKGROUND: As part of its benefits package for benefit-eligible activeemployees the DRPA & PATCO has traditionally provided visioncoverage for employees and their eligible dependents. In 2011, weentered into a three-year agreement with VBA for anapproximate premium of $43,755 annually.

In 2014, we renewed with Vision Benefits of America DRPA andPATCO at $46,795, a +7% over 2013 rates. The rate remains ineffect until December 31, 2015.

In 2015, our broker, Gallagher Benefit Services, marketed thevision coverage for the 2016 plan year. The 2016 VBA VisionRenewal was released with a +1% ($467.95) increase for anestimated annual premium of $47,263. VBA offered two-yearrate guarantee (at $47,263), ending December 31, 2017.

We received quotes from other vision providers, but none were ascompetitive as VBA.

Davis Vision via AmeriHealth (+13%) Eye Med (+32%) NVA (+5%) Superior Vision (+41%) VSP (+25%)

SUMMARY STATEMENT Employee Vision CoverageFinance 8/12/2015 2016 (DRPA & PATCO)________________________________________________________________

The following markets are pending:

Aetna Cigna Horizon BCBSNJ United Healthcare

Our broker recommends that we accept VBA’s two-year renewal,at a 1% increase (+467.95 annual increase) through December 31,2017. The estimated annual premium will be $47,263. Thisestimated premium would remain the same for two years. Staffagrees with Gallagher’s recommendation.

SUMMARY: Amount: Approximately $47,263 (single @ $4.10monthly; Family @ $10.20/monthly)This covers both DRPA and PATCO(Theamount is based upon currentThe renewal is based on the currentDRPA/PATCO census, and is subject tochange as the census changes.

Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: DRPA/PATCO Employee Services ExpenseMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract:Two-Years, PYs 1/1/2016-12/31/2017Other Parties Involved:Vision Benefits of America

DRPA-15-106Finance: August 12, 2015

Board Date: August 19, 2015Employee Vision Coverage 2016-2017 (DRPA/PATCO)

RESOLUTION

RESOLVED: That the Board of Commissioners of the Delaware River PortAuthority authorizes staff to negotiate a two-year contract withVision Benefits of America for the provision of vision carebenefits to active DRPA & PATCO benefit-eligible employeesand their eligible dependents for plan years January 1, 2016through December 31, 2017, at an estimated annual premium of$47,263; and be it further

RESOLVED: That the estimated annual premium is based on the currentcensus of benefit-eligible employees at DRPA and PATCO, andis subject to change as the census changes; and be it further

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer mustapprove and are hereby authorized to approve and execute allnecessary agreements, contracts, or other documents on behalfof the DRPA and PATCO. If such agreements, contracts, orother documents have been approved by the Chair, Vice Chairand Chief Executive Officer, and if thereafter, either the Chairor Vice Chair is absent or unavailable, the remaining Officermay execute the said document(s) on behalf of DRPA andPATCO, along with the Chief Executive Officer. If both theChair and Vice Chair are absent or unavailable, and if it isnecessary to execute the said document(s), while they are absentor unavailable, the Chief Executive Officer shall execute suchdocument(s) on behalf of DRPA and PATCO.

SUMMARY: Amount: Approximately $47,263 (single @ $4.10monthly; Family @ $10.20/monthly)This covers both DRPA and PATCO(Theamount is based upon currentThe renewal is based on the currentDRPA/PATCO census, and is subject tochange as the census changes.

Source of Funds: Revenue Fund, General FundCapital Project #: N/AOperating Budget: DRPA/PATCO Employee Services ExpenseMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract:Two-Years, PYs 1/1/2016-12/31/2017Other Parties Involved:Vision Benefits of America

UNFINISHED BUSINESS

SUMMARY STATEMENT AMENDED August 19, 2015

ITEM NO.: DRPA-15-060 SUBJECT: Audiolog Recorder Upgrades

COMMITTEE: Finance

COMMITTEE MEETING DATE: N/A


PROPOSAL: That the Board authorizes staff to negotiate a contract withCommunication Marketing Associates, for an amount not to exceed$119,961.90 for the procurement of hardware and software upgrades tothe Authority’s telephone and radio recording equipment. Thispurchase is provided with pricing under the Commonwealth ofPennsylvania Contract # 4400008557.

PURPOSE: To provide the Authority with the necessary upgrades in support of theAuthority’s voice recording infrastructure.

BACKGROUND: For the past 5 years we have been utilizing Verint’s Audiolog system tocapture voice recordings from the Authority’s radio system as well asspecific telephone numbers related to public safety and transitoperations. The recordings are used by staff to track incidents for legal,regulatory, and other requirements. Recorded radio and telephone alsoprovides a measure of safety using Instant Recall by police dispatch.

As the system has been in place for some time and as part of regularroutine maintenance, it is now necessary to refresh some of thatequipment. This upgrade will include new servers and the latest versionof the software. With this upgrade we will also get improvedcapabilities including,

New web-based client Improvement in recovery capability Ability to tie in our new 800Mhz radio system Additional channels for increased recording capability Encryption functionality for future integration Integrates with new version of Cisco telephone system

SUMMARY STATEMENT -2- Audiolog Recorder UpgradesFinance 05/6/2015______________________________________________________________________________

Staff therefore recommends, negotiating a contract withCommunication Marketing Associates, for an amount not to exceed$119,961.90 for the procurement of hardware and software upgrades tothe Authority’s telephone and radio recording equipment.

SUMMARY: Amount: $119,961.90Source of Funds: 2013 Revenue Bonds/General FundCapital Project #: T14002Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

DRPA-15-060Finance Committee: May 6, 2015

Board Date: May 20, 2015Audiolog Recorder Upgrades

RESOLUTION

RESOLVED: That the Board authorizes staff to negotiate a contract withCommunication Marketing Associates, for an amount not to exceed$119,961.90 for the procurement of hardware and software upgradesto the Authority’s telephone and radio recording equipment.

RESOLVED: The Chair, Vice Chair and the Chief Executive Officer must approveand are hereby authorized to approve and execute all necessaryagreements, contracts, or other documents on behalf of the DRPA. Ifsuch agreements, contracts, or other documents have been approvedby the Chair, Vice Chair and Chief Executive Officer and if thereaftereither the Chair or Vice Chair is absent or unavailable, the remainingOfficer may execute the said document(s) on behalf of DRPA alongwith the Chief Executive Officer. If both the Chair and Vice Chairare absent or unavailable and if it is necessary to execute the saiddocument(s) while they are absent or unavailable, then the ChiefExecutive Officer shall execute such documents on behalf of DRPA.

SUMMARY: Amount: $119,961.90Source of Funds: 2013 Revenue Bonds/General FundCapital Project #: T14002Operating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

NEW BUSINESS

SUMMARY STATEMENT

ITEM NO.: DRPA-15-107 SUBJECT: Consideration of PendingDRPA Contracts (Between $25,000 and$100,000)

COMMITTEE: New Business



PROPOSAL: That the Board consider authorizing staff to enter into contracts as shownon the Attachment to this Resolution.

PURPOSE: To permit staff to continue and maintain DRPA operations in a safe andorderly manner.

BACKGROUND: At the Meeting held August 18, 2010 the DRPA Commission adoptedResolution 10-046 providing that all DRPA contracts must be adopted at anopen meeting of the DRPA Board. The Board proposed modifications tothat Resolution at its meeting of September 15, 2010; specifically that allcontracts between $25,000 and $100,000 be brought to the Board forapproval. The contracts are listed on the Attachment hereto with theunderstanding that the Board may be willing to consider all of thesecontracts at one time, but if any member of the Board wishes to remove anyone or more items from the list for separate consideration, each memberwill have that privilege.

SUMMARY: Amount: N/ASource of Funds: See Attached ListCapital Project #: N/AOperating Budget: N/AMaster Plan Status: N/AOther Fund Sources: N/ADuration of Contract: N/AOther Parties Involved: N/A

DRPA-15-107New Business: August 19, 2015

Board Date: August 19, 2015Consideration of Pending DRPA Contracts

(Between $25,000 and $100,000)

RESOLUTION

RESOLVED: That the Board authorizes and directs that subject to approval by theChair, Vice Chair, General Counsel and the Chief Executive Officer,staff proceed to negotiate and enter into the contracts listed on theAttachment hereto.


CONSIDERATION OF PENDING DRPA CONTRACTS (BETWEEN $25,000 - $100,000) – AUGUST 19, 2015

DRPA

Item # Vendor/Contractor Description Amount Procurement Method Bids Received Bid Amounts Source of Funds

1 Oceanport, LLC

Claymont, DE

Purchase 1,000 tons of

highway rock salt for the

Commodore BarryBridge facility to clear

the bridge, highway and

access ramps during

winter months foroperational purposes.

$71,500.00

($71.50 per

ton)

In accordance with New Jersey

State Contract #T-0213, Vendor

#83332.

1. Oceanport, LLC

Claymont, DE

1. $71,500.00 Revenue Fund

2 Lawmen Supply Company

Pennsauken, NJ

One (1) year contract to

supply various Blauer

Police Shirts and

Trousers for

DRPA/PATCO PublicSafety Department.

$59,999.50 Competitive Formal Bid- IFB

B0006347 was publicly advertised

and issued to ten (10) prospective

bidders. Four (4) bids were

received and publicly opened onJuly 28, 2015.

1. Lawmen Supply Company

Pennsauken, NJ

2. Action Uniform Co., LLC

Egg Harbor Township, NJ

3. Atlantic Tactical, Inc.

New Cumberland, PA

4. This & That Uniforms

Pleasantville, NJ

1. $59,999.50

2. $68,960.00

3. $75,640.00

4. $81,652.39

Revenue Fund

3 Graybar Electric Co., Inc.

Philadelphia, PA

Purchase of Audio

ConferencingCommunication

Equipment.

$30,376.81 Competitive Formal Bid- IFB

B0006352 was publicly advertisedand issued to fifteen (15)

prospective bidders. Six (6) bids

were received and publicly opened

on July 29, 2015.

1. Graybar Electric Co., Inc.

Philadelphia, PA

2. Total Video Products, Inc.

Mickleton, NJ

3. Events Unlimited, Inc.Deptford, NJ

4. Eplus Technology, Inc.

Herndon, VA

5. Washington Professional

Systems, Wheaton, MD

6. Software House International

Somerset, NJ

1. $30,376.81

2. $37,574.00

3. $38,540.00

4. $47,688.08

5. NON RESPONSIVE

6. NON RESPONSIVE

General Fund

DELAWARE RIVERPORT AUTHORITY

&PORT AUTHORITY TRANSIT CORP.

BOARD MEETING

Wednesday, August 19, 2015The Philadelphia Convention Center

1101 Arch StreetPhiladelphia, PA

10:00 a.m.

John Hanson, Chief Executive Officer

PATCO BOARD

PORT AUTHORITY TRANSIT CORPORATIONBOARD MEETING

Wednesday, August 19, 2015 at 10:00 a.m.Philadelphia Convention Center1101 Arch Street, Room 119A/B

Philadelphia, PAORDER OF BUSINESS

1. Roll Call

2. Report of the General Manager - August 2015

3. Approval of July 15, 2015 PATCO Board Meeting Minutes

4. Monthly List of Previously Approved Payments – Covering Month of July 2015

5. Monthly List of Previously Approved Purchase Orders and Contracts of July 2015

6. Balance Sheet and Equity Statement dated June 30, 2015

7. Approval of Operations & Maintenance Committee Minutes of August 5, 2015

8. Adopt Resolutions Approved by Operations & Maintenance Committee of August 5,2015

PATCO-15-021 Contract No. PATCO-54-2014, Replacement ofRectifier Transformers Phase II and LindenwoldEmergency Diesel Generator

PATCO-15-022 Construction Monitoring Services for Contract No.PATCO-54-2014, Replacement of Rectifier TransformersPhase II and Lindenwold Emergency Diesel Generator

PATCO-15-023 Woodcrest Station Shredding Event

PATCO-15-024 General Consulting Services Contract – PATCO Safetyand Security

9. New Business

PATCO-15-025 Consideration of Pending PATCO Contracts (Between$25,000 and $100,000)

10. Unfinished Business

11. New Business

12. Adjournment

GENERAL MANAGER’S REPORT

REPORT OF THE GENERAL MANAGER

As stewards of public assets, we provide for the safe and efficient operation

of transportation services and facilities in a manner that creates value for the public we serve.

August 19, 2015

To the Commissioners: The following is a summary of recent PATCO activities, with supplemental information attached. HIGHLIGHTS

STEWARDSHIP GTFS - On July 6, PATCO began displaying its schedule information in General Transit Feed Specification (GTFS) format so that anyone with access to the Internet, whether via computer, smartphone or tablet, can have ready, easy access to PATCO information in both narrative and graphic form. GTFS allows near-universal trip-planning functions in an easy-to-read format. Mike Williams, Graphic Design Administrator, worked very closely with PATCO’s website provider to synch the information so that it would be provided accurately. It’s also easy to make temporary changes in GTFS, with as little as one days’ notice, so schedule changes for short-term projects such as trackwork can be widely disseminated to the traveling public. Having PATCO’s information in GTFS greatly expands our visibility to anyone in the world looking for information about traveling between south Jersey and Philadelphia.

General Manager’s Report – for August 19, 2015 Meeting

Escalators / Elevators –Availability of all escalators was 98.4% in July. Elevator availability for the month of July was 91.8%. The emergency communications system for the two elevators at our 9th/Locust Street Station was not working early in the month, and we could not allow passengers to use this equipment if there were any possibility of being trapped without the ability to reach us for assistance. We pursued resolution of this particularly thorny malfunction, enlisting assistance from the maintenance contractor, our own electronic technicians, IS staff, Verizon, and the manufacturer of the elevator. PATCO has an arrangement in place to offer alternate transportation to passengers who might be affected by an elevator outage but, perhaps because of wide dissemination of public service information about the unavailability of the elevators at 9th/Locust, no one requested the service. This one issue accounted for 96% of the elevator outages for the entire month. Year to date average availabilities are 93.8% for escalators and 98.1% for elevators. Since we entered into our multi-year contract with SEPTA to maintain our escalators and elevators, they have done an excellent job of performing preventive maintenance and inspections, and of


responding to calls for maintenance. The chart below shows availability of escalators and elevators since the inception of their contract in July of last year. (Data does not include equipment that was out of service for an extended time while being replaced as part of the capital project to replace four escalators.)

SERVICE Ben Franklin Bridge Track Rehab Project / New PATCO Schedule – On July 5, the track rehab project entered a new phase, requiring a 24/7 outage of the north track. PATCO implemented a schedule to work around that constraint, offering consistent service Monday through Friday. This schedule includes some gaps in service, but the duration and number of gaps are less than those required for a south track outage. We expect to operate this schedule until Labor Day, when contractor work will shift to extended weekends and PATCO will be able to resume its more frequent, traditional service on Monday through Thursday mornings. We expect that the 24/7 track outage this summer will enable the contractor to stay on target to complete the project by the end of the year, four months ahead of schedule.

80.00%

85.00%

90.00%

95.00%

100.00%

EscalatorAvailability

ElevatorAvailability

Elevator Availability Goal: 97%

Escalator Availability Goal: 90%


On-Time Performance – PATCO’s on-time performance in July, 2015 was 95.71%. Our on-time performance so far in 2015 is 96.62%.

COMMUNITY Sale of Passes to Attend Events during the Pope’s Visit – In anticipation of the Pope’s visit to the Philadelphia, PATCO has been meeting with DRPA, SEPTA, Amtrak, NJ Transit, the City, and numerous public safety agencies in the region. PATCO’s plan offers non-stop service from four New Jersey stations to its 9th/Locust Street Station on Saturday and Sunday, September 26 and 27. We expect many customers who do not already have a PATCO FREEDOM card and will need fare media for that weekend. The sale of one-day and two-day passes began on-line and at our FREEDOM Card Service Centers on July 20. FINANCE

PATCO Income year to date (through 6/30/15) amounted to $12,882,434 compared with a Budget Anticipated Income of $13,198,789, an unfavorable variance of $316,355 or 2.40%. Operating expenses during June 2015 amounted to $3,459,348, compared with a Budget Anticipated Expense of $4,195,822, a favorable variance of $736,474 or 17.55%. Year to date expenses totaled $23,490,834, compared with a Budget Anticipated Expense of $26,248,941, a favorable variance of $2,758,107 or 10.51%. During the month of June 2015, PATCO experienced a Net Operating Loss (excluding rental and non-recurring charges) of $1,235,115. The cumulative Net Operating Loss (excluding rental and non-recurring charges) through 6/30/15 totaled $10,608,400. Total Cumulative Loss year to date (including Lease Rental charges) equaled $13,669,398. Net Transit Loss (including lease expense) for the month ending 6/30/15 was $1,745,282. The passenger count for the month of June 2015 totaled 844,362, an increase of 16,064 (+1.94%) when compared to June 2014. This variance may be partially attributable to the fact that there was one more weekday in June 2015 than 2014 and many more customers ride on a weekday than on a Sunday. However, one should also note that PATCO’s ridership was up despite our 18-hour storm-related service suspension on June 23-24, 2015.

Sundays Weekdays Saturdays June, 2015 4 22 4 June, 2014 5 21 4

Ridership for the year to date as of 6/30/15 totaled 4,981,652, a decrease of 17,761 (-0.36%) when compared to the same period of 2014.


Through June 30, 2015

2015 Budget

2015 Actual

Variance

Income $13,198,789 $12,882,434 $316,355 U Expenses $26,248,941 $23,490,834 $2,758,107 F Operating Ratio .5028 .5484 Passengers 5,189,941 4,981,652 208,289 U Car Miles 2,389,689 2,268,702 28,880

PERSONNEL TRANSACTIONS

The following personnel transactions occurred in July, 2015: NAME POSITION DEPT. DATE APPOINTMENT(S) Yolanda D. Davis Custodian Way & Power 7/13/15 Dorian R. Dyer Custodian Way & Power 7/13/15 LaShawn C. Salaam Train Operator Transit Services 7/27/15 Peter A. Mitchell Train Operator Transit Services 7/27/15 Toni L. Lane Train Operator Transit Services 7/27/15 APPOINTMENT(S) – TEMPORARY - None PROMOTION(S) James R. Tropea From: Customer Service Agent Transit Services To: Train Operator Transit Services 7/25/15 UPGRADE - None TEMPORARY ASSIGNMENT TO HIGHER CLASSIFICATION Joseph N. Christina From: Money Room Supervisor Passenger Services (retro) To: Acting Supervisor Passenger Services 5/16/15 – 5/26/15 Thomas E. Herron From: Technical Supervisor Way & Power To: Acting Director Way & Power 7/3/15 – 7/12/15 Phillip P. Olivo, Jr. From: Fare Collection Foreman Fare Collection To: Acting Manager Fare Collection 7/3/15 – 10/01/15


Mary Stires From: Payroll Clerk Finance To: Acting Payroll Administrator Finance 7/18/15 – 7/26/15 TRANSFER(S) William L. Holt From: Maintainer PATCO Way & Power To: Electrical Foreman, DRPA – BFB Construction & Maintenance 7/10/15 RESIGNATION(S) - None RETIREMENT(S) William J. Anderson Electronic Technician Equipment 7/10/15 DECEASED - None PURCHASING & MATERIAL MANAGEMENT During the month of July, 174 purchase orders were issued with a total value of $646,070. Of the $103,673 in monthly purchases where minority vendors could have served PATCO needs, $34,221 was awarded to MBEs and $64,384 to WBEs. The $98,605 total MBE/WBE purchases represent 15.2% of the total spent and 95.1% of the purchases available to MBE/WBEs. The storeroom completed 3,105 transactions in July; book value of inventory on hand at the end of the month was $5,496,960. TRANSIT SERVICES The on-time performance for the 4,711 scheduled trips in July was 95.71%, with 100% performance on seven days. On July 5, the two-month 24/7 outage of the north track over the Ben Franklin Bridge began as the next phase of the Ben Franklin Bridge Track Rehabilitation Project. Unfortunately, a disabled train blocked access to the one remaining track during peak service on two occasions this month. We routinely deploy maintenance technicians to the bridge during peak hours to minimize response time if such a situation were to arise, but any breakdown at those times of the day affects several trains. These two incidents significantly affected our on-time performance for the month. Our on-time performance for the year to date is 96.62%. The chart below illustrates the causes of incidents that resulted in delays and annulments in July:


MAINTENANCE The following significant maintenance initiatives progressed in July:

Nineteen (19) rebuilt motors are available for installation as needed. Fifty-seven (57) motors are at vendors for repair, two (2) are being processed for shipment to RAM, and three (3) additional are pending shipment.

As reported previously, we had established a goal of 50 truck overhauls in 2015. Sixteen (16) trucks have been assembled so far this year, with one (1) additional unit in progress. Gear boxes still pose a choke point impeding progress on this initiative. We are trading used trucks for new ones from Alstom.

Six (6) rebuilt gearboxes available, and three (3) wheelsets are assembled and ready for truck building. We are still relying primarily on UTC to support our gearbox overhaul program. Sixty-four

Equipment Defect, 59%

Lack of Equipment, 2%

W&P Elec - Signal - Radio, 3%

Passenger Issues, 9%

Trespasser, 2%

Public Safety Issues, 3%

Transit Operations, 3%

Other, 19%

July 2015 Incidents

Pneumatics 8 Doors 6 Misc on Alstom Cars 6 Brake/Comp 3 Propulsion 6 Suspension 3 Cab Signal 2

Familiarization with Alstom Cars 5 Concert Crowds 3 Misc. 3


(64) gearboxes are at vendors for repair with 24 at UTC and 40 at Penn Machine. Penn Machine is working on 4 boxes in an effort to quantify out of scope work costs.

In July we performed 278 exterior washes. Interior heavy cleaning was performed on thirty-one (31) cars.

Car overhaul - We have 16 overhauled cars on-site and all have been conditionally accepted. Propulsion faults have occurred intermittently, and Alstom field service is working with Hornell engineering and Ridderkerk to address this issue.

Car Overhaul – Alstom-supplied test equipment – The commissioning of the S500 automated test station is scheduled for early August. The remaining pending items are communication equipment, diagnostics and software.

Rail welding was performed on mainline track between Way and West Ferry interlockings on #2 track.

Compromised rail on #1 track was replaced.

Multiple cracked concrete ties on the mainline track were replaced.

Drainage lines at Ferry Avenue Station were repaired; asphalt was applied and access road repairs were finished.

Water drainage issues were addressed by incorporating PVC drainage lines and a sump pump was applied between #2 and #3 inspection pits located in Building 1 of the Lindenwold Shop.

A water evacuation pump in the Filbert pump room was replaced.

Right-of-way inspections were performed.

Relay testing and repairs at interlockings and substations were performed.

Stations, subway tunnels, and parking lots were relamped as necessary.

Support services were provided as required for the following projects: o Testing of refurbished transit cars o Maintenance of fire-alarm systems o Maintenance of and enhancements to the 800 MHz radio system o Maintenance and repairs of escalators and elevators o Ben Franklin Bridge track structure inspections and repairs – provided flagging, scheduling

and guidance o Assisted with power design and coordination issues with DRPA/HNTB to ensure Contract 21E

remains on schedule.

SAFETY The monthly report of the Safety Department is enclosed with this report.


KEY PERFORMANCE INDICATORS (KPI’s) PATCO is tracking availability of escalators and elevators, as shown below:

Operational Percentage – July, 2015

Equipment Target Actual Variance Favorable / Unfavorable

Escalators (14) 90% 98.4% +8.4% F

Elevators (11) 97% 91.8% -5.2% U

Respectfully submitted, John D. Rink General Manager

1. Staff was involved in the following activities concerning Contractor Safety:

Conducted Contractor’s Safety Briefings and created the necessary follow-up reports of safety briefings as shown below:

DATE CONTRACTOR PATCO

CONTRACT NO. PROJECT/WORK AREA

NUMBER IN

ATTENDANCE

07/06/15 RCC/IBC-JV 21-E BFB Track Rehab 2

07/06/15 Verizon Wireless Wireless Underground

Station Service 2

07/06/15 Verizon/V-Comm Wireless Underground

Station Service 2



Station Service 3


Station Service 2

07/13/15 Alstom 18-C Transit Car Overhaul 1

07/13/15 PATCO New Hire W&P Custodians 2

07/13/15 DRPA New Hires Dispatchers 4


Station Service 3


Station Service 2

07/20/15 Verizon/Carr & Duff Wireless Underground

Station Service 7

07/20/15 SimplexGrinnell Fire Alarm System 1

07/20/15 HNTB 21-E BFB Track Rehab 1


MEMORANDUM PORT AUTHORITY TRANSIT CORPORATION of Pennsylvania & New Jersey

TO: John Rink

FROM: David Fullerton

SUBJECT: Monthly Report: Safety Department – July, 2015

DATE: August 4, 2015

DATE CONTRACTOR PATCO

CONTRACT NO. PROJECT/WORK AREA

NUMBER IN

ATTENDANCE

07/27/15 HNTB 21-E BFB Track Rehab 1


Station Service 7


Station Service 2

07/27/15 Verizon/Carr & Duff Wireless Underground

Station Service 1

07/27/15 PATCO New Hires Train Operators 4

Drug & Alcohol Tests – for July 2015 Random Drug only 10 Random Alcohol only 2 Reasonable Suspicion Drug only Reasonable Suspicion Alcohol only

0 0

Post Accident 0 TOTAL TESTS COMPLETED 12

2. Internal PATCO Safety Activities:

Conducted and participated in monthly SACC and Joint Workplace Committee meetings.

Conducted make up session on Decision Driving for PATCO employees day and night shift.

Attended 4-day “Competent Person” training at WWB conducted by Capital Safety. 3. Involvement in Authority Activities:

Participated in Central Safety & Health Committee meeting. 4. Outside Agency Involvement.

Conducted a Familiarization Tour for Camden Fire Department.

Participated in AMTRAK 2015 exercise in preparation for Papal Visit.

Participated in Workflow Process Meeting with TransTech.



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PORT AUTHORITY TRANSIT CORPORATION

BOARD MEETING

One Port CenterTwo Riverside DriveCamden, New Jersey

Wednesday, July 15, 2015

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PRESENT

Pennsylvania Commissioners

Ryan Boyer, ChairmanAntonio Fiol-SilvaMarian MoskowitzWhitney R. WhiteRohan K. HepkinsJohn Lisko, Esq. (for Pennsylvania Treasurer

Timothy Reese, via telephone)Eugene DePasquale, Pennsylvania Auditor General

New Jersey Commissioners

Jeffrey Nash, Vice ChairmanAlbert Frattali (via telephone)Richard Sweeney (via telephone)Charles FentressE. Frank DiAntonioTamarisk Jones (via telephone)

DRPA/PATCO Staff

John Hanson, Chief Executive OfficerMichael Conallen, Deputy Chief Executive OfficerKristen Mayock, Acting General Counsel &

Acting Corporate SecretaryStephen Holden, Deputy General CounselGerald Faber, Assistant General CounselKathleen P. Vandy, Assistant General CounselRichard J. Mosback, Jr., Assistant General CounselJames White, Chief Financial OfficerDan Auletto, Acting Chief Operating OfficerToni Brown, Chief Administrative OfficerMichael Venuto, Chief EngineerWilliam Shanahan, Director, Government RelationsMark Lopez, Manager, Government RelationsJohn Rink, General Manager, PATCOBennett Cornelius, Assistant General Manager, PATCODavid Aubrey, Acting Inspector General

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DRPA/PATCO Staff (continued)

Gary Smith, Captain, Public Safety (for Police ChiefStief)

Kevin LaMarca, Director, ISSusan Squillace, Manager, Procurement & Stores,

DRPA/PATCOHoward Korsen, Manager, Contract AdministrationChristina Maroney, Acting Director, Strategic

InitiativesMike Williams, Acting Manager, Corporate

Communications & Community RelationsFran O'Brien, Manager, Corporate Communications &

Community RelationsSteve Reiners, Fleet Manager, Walt Whitman BridgeSheila Milner, Administrative CoordinatorElizabeth McGee, Administrative CoordinatorNancy Farthing, Executive Assistant to the CEODawn Whiton, Administrative Coordinator to the CEO &

Deputy CEOKyle Anderson, Director of Corporate CommunicationsRaymond Santarelli, Esq., incoming General Counsel

And Corporate SecretaryDavid Gentile, incoming Inspector General

Others Present:

Amy Herbold, Esq., New Jersey Governor's AuthoritiesUnit

David Dix, Assistant to Chairman BoyerObra Kernodle, Deputy Chief of Staff, Pennsylvania

Governor's OfficeChelsea Guzowski, Director, Special Projects,

Pennsylvania Governor's Office of the BudgetVictoria Madden, Chief Counsel for Auditor General

Eugene DePasqualeChristopher Gibson, Esq., Archer & Greiner,

(New Jersey Counsel)Alan Kessler, Esq., Duane Morris LLP

(Pennsylvania Counsel)

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Others Present (continued):

Stephanie Kosta, Esq., Duane Morris LLP(Pennsylvania Counsel)

Denise Mason (former DRPA/PATCO Commissioner)Craig Hrinkevich, Managing Director, Wells FargoJon Livingston, Manager of Business Development,

Jacobs Engineering Group, Inc.Olivia C. Glenn, Regional Manager, New Jersey

Conservation FoundationTara Chupka (Assistant to John Dougherty)Marcia Perry (Assistant to Kyle Anderson)Joe Quigley,Larry Davis

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I N D E X

Page

Roll Call 6

Report of the General Manager - July 2015 7

Approval of June 17, 2015, PATCO Board Meeting 10Minutes

Monthly List of Payments Covering Month of June 102015/Monthly List of Purchase Orders andContracts of June 2015

Balance Sheet and Equity Statement dated 10May 31, 2015

Approval of Operations and Maintenance Committee 11Minutes of July 1, 2015

Adopt Resolutions Approved by Operations & 11Maintenance Committee of July 1, 2015

PATCO-15-019 Westmont Security Cameras,Emergency Call Boxes, andParking Gate Hardwiring

PATCO-15-020 Extension of Agreement toAccess PATCO WestmontStation Parking Lot betweenPATCO and Santa Fe BarGrille, LLC, t/a The IrishMile

Unfinished Business 12

New Business 12

Adjournment 12

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(10:49 a.m.)

CHAIRMAN BOYER: PATCO Board meeting.

MS. MAYOCK: Chairman Boyer?

CHAIRMAN BOYER: Present.

MS. MAYOCK: Vice Chairman Nash?

VICE CHAIRMAN NASH: Here.

MS. MAYOCK: General DePasquale?

COMMISSIONER DePASQUALE: Here.

MS. MAYOCK: Commissioner Moskowitz?

COMMISSIONER MOSKOWITZ: Here.

MS. MAYOCK: Commissioner Hepkins?

COMMISSIONER HEPKINS: Present.

MS. MAYOCK: Commissioner Haider?

COMMISSIONER HAIDER: Here.

MS. MAYOCK: Commissioner White?

COMMISSIONER WHITE: Here.

MS. MAYOCK: Commissioner Fiol-Silva?


MS. MAYOCK: Commissioner Lisko?

COMMISSIONER LISKO: On the phone.

MS. MAYOCK: Thank you.

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Commissioner DiAntonio?


MS. MAYOCK: Commissioner Fentress?


MS. MAYOCK: Commissioner Sweeney?

Commissioner Sweeney, are you on the line?

COMMISSIONER SWEENEY: Yes, I'm on the phone.


Commissioner Jones, are you still on the line?

COMMISSIONER JONES: I'm here.


Commissioner Frattali, are you on the line?

COMMISSIONER FRATTALI: On the phone.


That is a quorum.


Can I have the report of the General Manager,

Mr. John Rink?

MR. RINK: Thank you, Mr. Chairman and

Commissioners. No changes to the report as submitted.

I'd like to highlight two items, one that John

Hanson mentioned earlier about our debit/credit ticket

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purchases. I just thought I'd let you know, in a

month with our customers, we're up to 13 percent of

our sales now done by credit/debit; so, it is

extremely popular. We got a lot of feedback from our

customers appreciating that fact. So, I just want to

let the Board know that.

Also, in regards to the storm on the 23rd, we

lost power for approximately 18 hours that day when we

lost our main feed from PSE&G. That relates to about

27,000 customers that were affected -- that we

transported during that time.

I'd just like to highlight, too, the

excellent, outstanding customer service that our

employees did during that storm. When the power went

off, all of our trains but one were stopped at a

station platform. We had one train that was about

400-- 500 feet west of Ferry Avenue Station. We had

police officers and our train operator on that train;

they kept everybody calm, cool and collected during

that time. And then, approximately two hours later,

they evacuated the customers off the train, down to

the track area and back up to the station. Without

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their great customer service and how they calmed the

customers that day -- it was about 49 people that had

to be evacuated off that train -- So, I just want to

highlight the outstanding customer service and the job

they did during the storm.


MR. RINK: That's all I have, Mr. Chairman.

CHAIRMAN BOYER: Any questions for Mr. Rink?

I'll call for a motion for the approval of the

June 17, 2015 PATCO Board meeting minutes.

MS. MAYOCK: You have to call for the vote on

the General Manager Report first.

CHAIRMAN BOYER: I'm sorry. All those in

favor of the General Manager's Report?

COMMISSIONER DePASQUALE: Move the motion.

COMMISSIONER MOSKOWITZ: Second.

MS. MAYOCK: A motion from General DePasquale

and a second from Commissioner Moskowitz.


ALL: Aye.


Approval of the June 17, 2015, PATCO Board

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meeting minutes. Can I have a motion?





ALL: Aye.


Ayes have it.

Monthly list of previously approved payments

and the monthly list of previously approved purchase

orders and contracts covering the month of June, 2015.

Can I have a motion?


CHAIRMAN BOYER: Can I have a second?



ALL: Aye.


Ayes carry.

Balance sheet and equity statement dated

May 31, 2015. I will accept a motion to receive and

file the balance sheet and equity statement.

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CHAIRMAN BOYER: I have a motion. Can I get a

second?


CHAIRMAN BOYER: Motion and second. All those

in favor?

ALL: Aye.


Ayes have it.

Approval of Operations & Maintenance Committee





ALL: Aye.


Ayes have it.

Adopt resolutions approved by the Operations &

Maintenance Committee, July 1, 2015. There are two

items. They are as follows:

PATCO-15-019, Westmont security cameras,

emergency call boxes, and parking gate hardwiring.

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PATCO-15-020, extension of agreement to access

PATCO Westmont Station parking lot between PATCO and

Santa Fe Bar Grille, LLC, t/a The Irish Mile.

Can I get a motion?





ALL: Aye.


Ayes have it.

Are there any items of unfinished business for

the PATCO Board?

No items of unfinished business for the PATCO

Board.

New business. Are there any items of new

business for consideration of approval?

No items for consideration for new business.

If there is no further business of the PATCO

Board, I'll accept a motion to adjourn.



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ALL: Aye.


Ayes have it and the PATCO Board meeting is

adjourned.

(Whereupon, at 10:54 a.m., on Wednesday,

July 15, 2015, the meeting adjourned.)

There being no further business, on motion duly

made and seconded, the meeting was adjourned.

Respectfully submitted,

Kristen K. MayockActing Corporate Secretary

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proceedings before the Port Authority Transit

Corporation on July 15, 2015, were held as herein

appears, and that this is the original transcript

thereof for the file of the Authority.


_____________________________Timothy J. Atkinson, Jr.Official Reporter

PATCO MONTHLY LIST OF

PREVIOUSLY APPROVED

MONTHLY LIST OF PAYMENTS

Vendor Name Item Description Resolution # / Authorization Amount

Lindley Electric Supply 4000A Manual Sectionalizing Switch Replacement 25K Threshold $16,410.004000A Manual Sectionalizing Switch Replacement $16,410.00

Cubic Transportation Systems AFC Customer Service Center PATCO-13-032 $21,950.17AFC Customer Service Center Total $21,950.17

Cubic Transportation Systems AFC IS System Administration Support PATCO-12-001 $23,251.42AFC IS System Administration Support Total $23,251.42

Dunbar Armored Inc. Armored Car Services-Revenue Transport DRPA-14-093 $866.64Armored Car Services-Revenue Transport Total $866.64

City of Philadelphia Canine Costs 25K Threshold $50.00PetSmart Store# 1225 Canine Costs 25K Threshold $314.05

Canine Costs Total $364.05City Of Philadelphia City Wage Tax $4,833.33

City Wage Tax Total $4,833.33Gallagher Benefit Services, Inc. Consulting Services DRPA-12-069 $15,625.00Grant Thornton LLP Consulting Services PATCO-14-019 $16,032.00

Consulting Services Total $31,657.00Atlantic City Electric Electric Power Utility $36.85PSE&G Co. Electric Power Utility $20,125.25SEPTA Electric Power Utility $92.87

Electric Power Total $20,254.97AARP Health Care Options Employee Benefits DRPA-14-133 $40,728.96AmeriHealth insurance Company of New Jersey Employee Benefits DRPA-14-115 $204,869.58Delta Dental Plan of NJ, Inc. Employee Benefits DRPA-13-103 $7,495.67Horizon Blue Cross Blue Shield of NJ Employee Benefits DRPA-14-132 $19,638.02Standard Insurance Company Employee Benefits PATCO-13-104 $54,999.47Teamsters Health & Welfare Funds Employee Benefits DRPA-15-033 $263,815.40Teamsters Pension Fund Employee Benefits DRPA-14-047 $93,726.04Vision Benefits of America Employee Benefits DRPA-13-105 $832.45

Employee Benefits Total $686,105.59Treasury Direct Employee Deduction U.S. Savings Bonds $125.00

Employee Deduction U.S. Savings Bonds Total $125.00AFLAC Employee Payroll Deductions $11,720.02Commonwealth Of Pennsylvania Employee Payroll Deductions $40,581.85ING Employee Payroll Deductions $43,495.80National Drive Employee Payroll Deductions $10.00PATCO - Flexible Spending Account Employee Payroll Deductions $3,592.73South Jersey Federal Credit Union Employee Payroll Deductions $116,154.66Teamsters Local Union 676 Employee Payroll Deductions $11,397.00United Way Of Camden County Employee Payroll Deductions $58.80

Employee Payroll Deductions Total $227,010.86

City of Wilmington Employee Withholding Tax Deposits $216.91Internal Revenue Service Employee Withholding Tax Deposits $550,587.57Pa Dept Of Revenue Employee Withholding Tax Deposits $8,848.82State Of New Jersey N.J.-927-W Employee Withholding Tax Deposits $4,504.28State Of New Jersey GITAX Employee Withholding Tax Deposits $51,985.06

Employee Withholding Tax Deposits Total $616,142.64

DIRECTV Business Service Center Equipment Rental 25K Threshold $101.98Safety-Kleen Corporation Equipment Rental 25K Threshold $1,081.24

Equipment Rental Total $1,183.22

Federal Express Corp. Freight Charges 25K Threshold $365.19Freight Charges Total $365.19

Riggins Inc. Fuel Expenses DRPA-14-082 $17,793.30Fuel Expenses Total $17,793.30

Oliver Communications Group, Inc. Haddonfield Coin Parking Lot Conversion to Freedom Card Only 25K Threshold $2,970.00Haddonfield Coin Parking Lot Conversion to Freedom Card Only Total $2,970.00

Qual Lynx (Wire Transfers Only) Insurance and Claims DRPA-12-098 $17,923.23Insurance and Claims Total $17,923.23

Effective Controls East, Inc. Inventory 25K Threshold $243.71Fuchs Lubricants, Co. Inventory 25K Threshold $1,091.88Hough Petroleum Inventory 25K Threshold $155.90Kaman Industrial Technologies Corp. Inventory 25K Threshold $1,716.14North American Equipment Sales Co., Inc. Inventory 25K Threshold $406.04Omni Finishing Systems, Inc. Inventory 25K Threshold $255.58Roemer Industries Inventory 25K Threshold $1,086.10

Inventory Total $4,955.35

Homeland Industrial Supply Inventory - Buildings and Grounds 25K Threshold $2,282.34Morton Salt Inc. Inventory - Buildings and Grounds D14140 $12,085.53

Inventory - Buildings and Grounds Total $14,367.87

C.L. Presser Company Inventory - Tools 25K Threshold $507.55Camden Tool Company Inventory - Tools 25K Threshold $73.33Ehmke Manufacturing Co., Inc. Inventory - Tools 25K Threshold $1,564.98Hilti Inc Inventory - Tools 25K Threshold $2,193.65Industry Railway Supplies Inc. Inventory - Tools 25K Threshold $364.85M S C Industrial Supply Co. INC. Inventory - Tools 25K Threshold $938.08Snap-On Industrial Inventory - Tools 25K Threshold $3,994.01Techsouth Inc. Inventory - Tools 25K Threshold $91.00Travers Tool Co., Inc. Inventory - Tools 25K Threshold $116.84

Inventory - Tools Total $9,844.29

Tactical Public Safety, LLC Inventory-Electrical/Electronic Supplies 25K Threshold $3,540.00Allied Electronics, Inc. Inventory-Electrical/Electronic Supplies 25K Threshold $147.58Colonial Electric Supply Co.,Inc. Inventory-Electrical/Electronic Supplies 25K Threshold $2,496.00Cooper Electric Supply Co. Inventory-Electrical/Electronic Supplies 25K Threshold $3,234.10Electronics Connections, Inc. Inventory-Electrical/Electronic Supplies 25K Threshold $829.50Franklin Electric Co. Inventory-Electrical/Electronic Supplies PATCO-15-007 $9,414.54Graybar Electric Co. Inc. Inventory-Electrical/Electronic Supplies 25K Threshold $3,956.32KC Electrical Distributors, Inc. Inventory-Electrical/Electronic Supplies 25K Threshold $488.90

Port Authority Transit CorporationMonthly List Of Previously Approved Payments 07/01/15 through 07/31/15

Meeting Date 08/19/15

Page 1 of 4




Knopp Inc Inventory-Electrical/Electronic Supplies 25K Threshold $2,040.00Pemberton Electrical Supply Company Inventory-Electrical/Electronic Supplies 25K Threshold $2,017.72

Inventory-Electrical/Electronic Supplies Total $28,164.66

Cubic Transportation Systems Inventory-Fare Collection Material PATCO-14-045 $11,931.10Inventory-Fare Collection Material Total $11,931.10

BDF Industrial Fasteners Inventory-Hardware 25K Threshold $1,204.88GKY Industries Inventory-Hardware 25K Threshold $575.71Louis P Canuso Inc. Inventory-Hardware 25K Threshold $43.79

Inventory-Hardware Total $1,824.38

Ansaldo STS USA, Inc. Inventory-Track and Signal 25K Threshold $871.92Shingle & Gibb Company Inventory-Track and Signal 25K Threshold $126.76

Inventory-Track and Signal Total $998.68

Berlin Glass & Mirror Co. Inventory-Transit Vehicle Material 25K Threshold $306.64Encore Rail Systems, Inc. Inventory-Transit Vehicle Material 25K Threshold $555.03Gray Manufacturing Industries, LLC Inventory-Transit Vehicle Material PATCO-14-043 $55,708.26ITT Enidine Inc. Inventory-Transit Vehicle Material PATCO-14-045 $24,324.94James L Howard & Company Inventory-Transit Vehicle Material 25K Threshold $734.40Mc Master-Carr Supply Co Inventory-Transit Vehicle Material 25K Threshold $521.88Motion Industries Inc. Inventory-Transit Vehicle Material 25K Threshold $3,391.74Murphy & Read Spring Mfg Inventory-Transit Vehicle Material 25K Threshold $380.62Repair Technology Inc. Inventory-Transit Vehicle Material 25K Threshold $2,128.40Saft America Inc. Inventory-Transit Vehicle Material P14039 $34,578.00Strato Inc. Inventory-Transit Vehicle Material 25K Threshold $992.14Transit Outsource Company Inventory-Transit Vehicle Material 25K Threshold $8,856.00Tri-Dim Filter Corp. Inventory-Transit Vehicle Material 25K Threshold $3,331.32Van - Air & Hydraulics, Inc. Inventory-Transit Vehicle Material 25K Threshold $2,582.74Voss Engineering, Inc. Inventory-Transit Vehicle Material 25K Threshold $725.17WABTEC Passenger Transit Inventory-Transit Vehicle Material PATCO-14-032 $51,721.75Wabtec Global Services Inventory-Transit Vehicle Material PATCO-14-045 $317.52

Inventory-Transit Vehicle Material Total $191,156.55

Chemsearch Janitorial Supplies 25K Threshold $507.21Fastenal Company Janitorial Supplies 25K Threshold $545.18General Chemical & Supply Janitorial Supplies 25K Threshold $264.60INDCO Inc. Janitorial Supplies 25K Threshold $2,771.18KSL Supplies Inc. Janitorial Supplies 25K Threshold $560.00MKG Sales Associates Janitorial Supplies 25K Threshold $507.16Nexgen Janitorial Supplies 25K Threshold $690.57Tri-State Industrial Distributors of NJ, Inc. Janitorial Supplies 25K Threshold $405.31Y-Pers, Inc. Janitorial Supplies 25K Threshold $3,120.80

Janitorial Supplies Total $9,372.01

Ace Plbg, Htg & Electrical Supplies, Inc. Maintenance Of Buildings and Grounds 25K Threshold $77.20Almond Glass Works Inc. Maintenance Of Buildings and Grounds 25K Threshold $483.00Conroy's Corner Maintenance Of Buildings and Grounds 25K Threshold $494.10Denny Septic Service & Portable Toilets Maintenance Of Buildings and Grounds 25K Threshold $600.00Door Device, Inc. Maintenance Of Buildings and Grounds 25K Threshold $221.80Grainger Maintenance Of Buildings and Grounds 25K Threshold $554.38Haddon Locksmith Maintenance Of Buildings and Grounds 25K Threshold $46.80Harry's Plumbing & Heating Supplies, Inc. Maintenance Of Buildings and Grounds 25K Threshold $797.95Home Depot Maintenance Of Buildings and Grounds 25K Threshold $1,893.43Johnstone Supply Maintenance Of Buildings and Grounds 25K Threshold $409.01Joseph Fazzio Inc. Maintenance Of Buildings and Grounds 25K Threshold $128.80Kennedy Culvert & Supply Co. Maintenance Of Buildings and Grounds 25K Threshold $528.90Lowe's Commercial Services Maintenance Of Buildings and Grounds 25K Threshold $2,710.21Lower County Recycling Co. Maintenance Of Buildings and Grounds 25K Threshold $758.14Magnolia Garden Village Maintenance Of Buildings and Grounds 25K Threshold $149.95National Paving Co., Inc. Maintenance Of Buildings and Grounds 25K Threshold $250.00PTC Instruments Maintenance Of Buildings and Grounds 25K Threshold $276.90Peirce-Phelps, Inc. Maintenance Of Buildings and Grounds 25K Threshold $1,207.72QC Inc. Maintenance Of Buildings and Grounds 25K Threshold $1,841.00Sterling Heating & Air Conditioning Inc. Maintenance Of Buildings and Grounds 25K Threshold $1,220.00Tozour Energy Systems, Inc. Maintenance Of Buildings and Grounds 25K Threshold $1,136.00Wharton Hardware & Supply Maintenance Of Buildings and Grounds 25K Threshold $459.00Willier Electric Company Maintenance Of Buildings and Grounds 25K Threshold $434.75

Maintenance Of Buildings and Grounds Total $16,679.04

Cubic Transportation Systems Maintenance Of Fare Collection Equipment PATCO-14-045 $1,161.40Maintenance Of Fare Collection Equipment Total $1,161.40

Altec Industries, Inc. Maintenance Of Highway Vehicles 25K Threshold $126.08Blaese's Tire Service Inc. Maintenance Of Highway Vehicles 25K Threshold $871.00Bruce's Collision Center Maintenance Of Highway Vehicles 25K Threshold $5,407.08Delaware Valley Truck Service, Inc. Maintenance Of Highway Vehicles 25K Threshold $1,782.96Echelon Ford Maintenance Of Highway Vehicles 25K Threshold $1,102.75Elkins Chevrolet Inc Maintenance Of Highway Vehicles 25K Threshold $1,010.25Franklin Trailers Inc Maintenance Of Highway Vehicles 25K Threshold $106.68Goodyear Wholesale Tire Centers Maintenance Of Highway Vehicles 25K Threshold $992.80JESCO Maintenance Of Highway Vehicles 25K Threshold $1,267.57Johnson & Towers Inc Maintenance Of Highway Vehicles 25K Threshold $1,256.58Lawson Products Maintenance Of Highway Vehicles 25K Threshold $1,807.12Posh Car Wash & Express Lube Maintenance Of Highway Vehicles 25K Threshold $169.15Tire Corral Maintenance Of Highway Vehicles 25K Threshold $187.75UniSelect USA, Inc. Maintenance Of Highway Vehicles DRPA-15-023 $2,596.89Winner Ford Maintenance Of Highway Vehicles 25K Threshold $4,644.95

Maintenance Of Highway Vehicles Total $23,329.61

Laurel Lawnmower Service Maintenance Of Shop Equipment 25K Threshold $672.53Maintenance Of Shop Equipment Total $672.53

Cherry Valley Tractor Maintenance Of Track & Signal Equipment 25K Threshold $378.75Electrical Test Instruments Maintenance Of Track & Signal Equipment 25K Threshold $1,041.00

Page 2 of 4




H.A. DeHart & Son Maintenance Of Track & Signal Equipment 25K Threshold $1,119.14NAPA Auto Parts - Berlin Maintenance Of Track & Signal Equipment 25K Threshold $91.32

Maintenance Of Track & Signal Equipment Total $2,630.21

Penn Machine Company Maintenance of Transportation Equipment 25K Threshold $1,013.26Walco Electric Co. Maintenance of Transportation Equipment 25K Threshold $5,500.00

Maintenance of Transportation Equipment Total $6,513.26

WORKNET Occ Med Medical-Drug and Alcohol Testing DRPA-14-103 $285.00Medical-Drug and Alcohol Testing Total $285.00

WORKNET Occ Med Medical-Physical Exam DRPA-14-103 $1,205.60Medical-Physical Exam Total $1,205.60

Gary Fox Office Expense 25K Threshold $60.00Nestle Waters North America Inc. Office Expense DRAP-14-058 $1,540.59

Office Expense Total $1,600.59

CDW Government, Inc. Office Supplies And Equipment 25K Threshold $320.00Dell Marketing L.P. Office Supplies And Equipment 25K Threshold $5,699.85G A Blanco & Sons Inc. Office Supplies And Equipment 25K Threshold $3,255.00Optima Inc. Office Supplies And Equipment 25K Threshold $170.00Paper Mart Inc. Office Supplies And Equipment DRPA-14-144 $1,380.61Perfect Image Cartridge Solutions, Inc. Office Supplies And Equipment 25K Threshold $890.00Schneider Electric Office Supplies And Equipment 25K Threshold $2,664.00W.B. Mason Co., Inc. Office Supplies And Equipment DRPA-14-144 $1,241.62

Office Supplies And Equipment Total $15,621.08

Encore Commercial Products, Inc. Passenger Information & Messaging System (PIMS) 25K Threshold $4,485.25SimplexGrinnell LP Passenger Information & Messaging System (PIMS) PATCO-14-017 $288,625.48

Passenger Information & Messaging System (PIMS) Total $293,110.73

SEPTA PATCO Elevator & Escalator Repair PATCO-14-016 $69,590.61PATCO Elevator & Escalator Repair Total $69,590.61

PATCO - Payroll Account Payroll For Accounting Period $1,221,929.30Payroll For Accounting Period Total $1,221,929.30

PNC BANK P-Card Purchases DRPA-09-075 $1,186.20P-Card Purchases Total $1,186.20

United States Postal Service Postage 25K Threshold $1,500.00Postage Total $1,500.00

Stevens & Lee Professional Ser. - Labor Relations DRPA-13-032 $6,542.77Professional Ser. - Labor Relations Total $6,542.77

SunGard Availability Services LP. Professional Ser. Information Systems DRPA-10-135 $1,825.00Professional Ser. Information Systems Total $1,825.00

Eric Ryan Corporation Professional Services - Auditing DRPA-13-088 $2,207.56Professional Services - Auditing Total $2,207.56

Ernest R. Darpino, PhD, ASA Professional Services - Engineering 25K Threshold $1,900.00Professional Services - Engineering Total $1,900.00

Unisys Corporation Professional Services - IS 25K Threshold $18,040.00Professional Services - IS Total $18,040.00

Karen Dougherty Public and Employee Relations 25K Threshold $50.22Public and Employee Relations Total $50.22

Kirk Sales, Inc. Purchase of an optical time-delay reflectometer (OTDR) 25K Threshold $575.00Purchase of an optical time-delay reflectometer (OTDR) Total $575.00

New Penn Motor Express Rebuild Transit Car Trucks 25K Threshold $245.94Rebuild Transit Car Trucks Total $245.94

Angela Mita Refunds 25K Threshold $20.00Barbara Funkhouser Refunds 25K Threshold $24.40Bernard Milus Refunds 25K Threshold $11.00Jan - Jezek Refunds 25K Threshold $18.50Jeffrey Harris Refunds 25K Threshold $14.00Jennifer Eustace Refunds 25K Threshold $10.00Joan D'Antonio Refunds 25K Threshold $10.39Justin Fox Refunds 25K Threshold $10.00Karen Henry Refunds 25K Threshold $10.00Kayode Openibo Refunds 25K Threshold $90.00Lionel Lefebvre Refunds 25K Threshold $16.37Margaret Hackbarth Refunds 25K Threshold $10.00Mark Lefkowitz Refunds 25K Threshold $20.00Omari Berfet Refunds 25K Threshold $14.00Patricia A. Legge Refunds 25K Threshold $24.00Paul Brosius Refunds 25K Threshold $24.00Ronald McDonald House SNJ Refunds 25K Threshold $84.00Sandra L. Collins Refunds 25K Threshold $49.69Sheldon Winkler Refunds 25K Threshold $6.20William Aston Refunds 25K Threshold $10.00

Refunds Total $476.55

Allied Electronics, Inc. Replace Hydraulic Cable Lug Crimper 25K Threshold $9,699.87Replace Hydraulic Cable Lug Crimper Total $9,699.87

A & A Glove & Safety Co. Safety Expenses 25K Threshold $959.52Airgas Safety, Inc. Safety Expenses 25K Threshold $1,200.59Arbill Industries Inc Safety Expenses 25K Threshold $38.74Burlington Safety Lab Inc Safety Expenses 25K Threshold $167.51Clean Venture, Inc. Safety Expenses PATCO-13-019 $10,981.25Keystone Fire Protection Co. Safety Expenses 25K Threshold $861.15National Safety Council Safety Expenses 25K Threshold $700.00New Pig Corp Safety Expenses 25K Threshold $710.44Orr Safety Corporation Safety Expenses 25K Threshold $1,810.38Oxygen Support Systems Safety Expenses 25K Threshold $79.75Pendergast Safety Equipment Co Safety Expenses 25K Threshold $1,008.99

Safety Expenses Total $18,518.32

Terminix Commerical Service Contract - Pest Control 25K Threshold $350.00Service Contract - Pest Control Total $350.00

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Republic Services Service Contract - Trash Removal PATCO-13-034 $1,565.64Waste Management of New Jersey, Inc. Service Contract - Trash Removal PATCO-14-001 $1,539.80

Service Contract - Trash Removal Total $3,105.44

Slack Envoronmental Service Inc. Service Contracts DRPA-14-022 $125.00Tab Inc. Service Contracts 25K Threshold $150.00

Service Contracts Total $275.00

Borough Of Collingswood Sewer Water Charges Utility $282.10Camden County Municipal Utilities Authority Sewer Water Charges Utility $2,816.00NJ-American Water Co. Sewer Water Charges Utility $2,145.85Township Of Haddon Sewer Water Charges Utility $82.00Water Revenue Bureau City of Philadelphia Sewer Water Charges Utility $4,981.55

Sewer Water Charges Total $10,307.50

Global Equipment Co. Shop Equipment 25K Threshold $1,683.43Newark Element 14 Shop Equipment 25K Threshold $763.42Norris Sales Co. INC. Shop Equipment 25K Threshold $413.25Sherwin-Williams Co., Woodbury, NJ Shop Equipment 25K Threshold $927.28

Shop Equipment Total $3,787.38

Gexpro Shop Supplies 25K Threshold $118.47Modern Track Machinery, Inc. Shop Supplies 25K Threshold $439.00Redy Battery Shop Supplies 25K Threshold $74.00South Jersey Welding Supply Company Shop Supplies 25K Threshold $71.86Wise Tag & Label Co. Shop Supplies 25K Threshold $516.23

Shop Supplies Total $1,219.56

AICPA Dues Processing Subscriptions & Memberships 25K Threshold $710.00Oil Price Information Service Subscriptions & Memberships 25K Threshold $630.00

Subscriptions & Memberships Total $1,340.00

Verizon Telephone Expenses Utility $569.36Verizon Business Telephone Expenses Utility $1,759.85

Telephone Expenses Total $2,329.21

Accountants for You, Inc. Temporary Services DRPA-14-092 $68,840.41Perry Resources Temporary Services DRPA-14-092 $30,510.98

Temporary Services Total $99,351.39

Digby Systems, Inc. Training Expenses 25K Threshold $2,020.00GKC Consulting Company Training Expenses 25K Threshold $8,550.00NJSCPA Education Foundation Training Expenses 25K Threshold $269.00

Training Expenses Total $10,839.00

SEPTA Transfer Payments PATCO-95-002 $53,754.10Transfer Payments Total $53,754.10

Lubrication Engineers, Inc. Transit Vehicle Material 25K Threshold $1,094.30Morgan Bronze Products, Inc. Transit Vehicle Material 25K Threshold $4,503.97Shamong Mfg. Co. Transit Vehicle Material 25K Threshold $712.35Specialty Pipe & Tubing Inc. Transit Vehicle Material 25K Threshold $13,602.71

Transit Vehicle Material Total $19,913.33

RAM Industrial Services LLC Transit Vehicles Traction Motor Repairs PATCO-14-028 $78,113.00Sherwood Electromotion Inc. Transit Vehicles Traction Motor Repairs PATCO-14-028 $126,779.00Swiger Coil Systems A Wabtec Company Transit Vehicles Traction Motor Repairs PATCO-14-028 $88,698.06

Transit Vehicles Traction Motor Repairs Total $293,590.06

Chong Young Travel Expenses 25K Threshold $46.01John Lotierzo Travel Expenses 25K Threshold $167.37John Peterson Travel Expenses 25K Threshold $67.27Joseph Mc Gonigle Travel Expenses 25K Threshold $50.02

Travel Expenses Total $330.67

Sylvia Cuevas Tuition Reimbursement 25K Threshold $90.00Tuition Reimbursement Total $90.00

A&A Sales Associates, LLC Uniform Purchases 25K Threshold $7,968.75Atlantic Tactical Uniform Purchases 25K Threshold $826.00Lawmen Supply Company Uniform Purchases 25K Threshold $296.00Quik Stitch Embroidery Uniform Purchases 25K Threshold $327.50Reflective Apparel Factory, Inc. Uniform Purchases 25K Threshold $1,251.75

Uniform Purchases Total $10,670.00

UniFirst Corporation Uniform Rental & Cleaning PATCO-12-011 $4,579.55Uniform Rental & Cleaning Total $4,579.55

ePlus Technology, Inc. Upgrade AFCMS Software PATCO-15-008 $117,159.00Upgrade AFCMS Software Total $117,159.00

Cubic Transportation Systems Upgrade of AFC devices to Latest Operating System PATCO-15-001 $503,789.00Upgrade of AFC devices to Latest Operating System Total $503,789.00

Expertpay Child Support Wage Attachments $10,320.99Isabel C. Balboa, Trustee Wage Attachments $650.00New Jersey Family Support Payment Center Wage Attachments $1,500.00Trust Account of Frank Todoro Wage Attachments $277.92US Department of Education Wage Attachments $613.30

Wage Attachments Total $13,362.21

Xylem Inc. Watt St Pump Room Controller Upgrade 25K Threshold $12,058.00Watt St Pump Room Controller Upgrade Total $12,058.00

Qual Lynx (Wire Transfers Only) Workers Compensation Costs DRPA-12-098 $62,500.45Workers Compensation Costs Total $62,500.45

PATCO - Malfunction Fund Working Fund Replenishment 25K Threshold $869.05Working Fund Replenishment Total $869.05

Grand Total $4,904,487.79

Page 4 of 4

PATCO MONTHLY LIST OFPREVIOUSLY APPROVED

PURCHASE ORDERS & CONTRACTS

PATCO MONTHLY LIST OF PREVIOUSLY APPROVED PURCHASE ORDER CONTRACTS - JULY 2015


A & A GLOVE & SAFETY CO. Purchase Of Uniforms 136336 $2,768.00 25KTHRES






A & A GLOVE & SAFETY CO. Stores Inventory - Lindenwold 136319 $1,560.00 25KTHRES






A & A GLOVE & SAFETY CO. Purchase Of Uniforms 136316 $809.75 25KTHRES












Acme Markets Buildings-elect.-maint. 136269 $8,500.00 25KTHRES

Action Uniform Stores Inventory - Lindenwold 301607 $15,300.00 25KTHRES

Airgas Safety, Inc. Stores Inventory - Lindenwold 136276 $1,351.78 25KTHRES

ALL INDUSTRIAL SAFETY PRODUCTS INC Pump 84324 $150.72 25KTHRES

ALLIED ELECTRONICS, INC. Stores Inventory - Lindenwold 136352 $932.61 25KTHRES

AMERICAN AUTO GLASS Right-of-way Machinery 136329 $425.00 25KTHRES

American Lifting Products, Inc. Stores Inventory - Lindenwold 136310 $252.06 25KTHRES

AMERICAN MICROSEMICONDUCTOR Stores Inventory - Lindenwold 136295 $480.00 25KTHRES

APPLIED INDUSTRIAL TECHNOLOGIES Stores Inventory - Lindenwold 136272 $88.00 25KTHRES

ARBILL INDUSTRIES INC Stores Inventory - Lindenwold 136332 $2,160.00 25KTHRES

Arch Custom Manufacturing, Inc. Stores Inventory - Lindenwold 136320 $2,340.00 25KTHRES

BDF INDUSTRIAL FASTENERS Stores Inventory - Lindenwold 136323 $1,797.77 25KTHRES

BLAESE'S TIRE SERVICE INC. Auto - TIRES 136312 $735.00 25KTHRES

Bortek Industries, Inc. Shop Equip-grounds/gen Maint 136282 $3,050.00 25KTHRES

BOTTOMLINE TECHOLOGIES, INC. Purchases 301605 $794.00 25KTHRES

BURLINGTON SAFETY LAB INC Stores Inventory - Lindenwold 84305 $1,287.50 25KTHRES

CONCENTRA MANAGED CARE, INC. Prof. Services-safety 301609 $5,000.00 25KTHRES

Cooper Electric Supply Co. Stores Inventory - Lindenwold 136278 $585.00 25KTHRES

Criterion Laboratories, Inc. Prof. Services-safety 136281 $450.00 25KTHRES

Cubic Transportation Systems PARKING GATES 136284 $2,490.00 25KTHRES

Cubic Transportation Systems Stores Inventory - Lindenwold 136350 $493.32 PATCO 14-045

EASTERN LIFT TRUCK CO., INC. Shop Equip-grounds/gen Maint 136377 $371.30 25KTHRES

ECHELON FORD Auto-materials, Oil,& Repairs 136313 $461.50 25KTHRES



Electro Wire, Inc. Stores Inventory - Lindenwold 136366 $1,674.00 25KTHRES

Electronics Connections, Inc. Stores Inventory - Lindenwold 136325 $1,146.00 25KTHRES

Federal Elevator Maintenance-telephone 136288 $2,247.50 25KTHRES

Federal Elevator Maintenance-telephone 136283 $2,247.50 25KTHRES

Franklin Electric Co. Stores Inventory - Lindenwold 136287 $1,650.00 25KTHRES

Franklin Electric Co. Stores Inventory - Lindenwold 136275 $1,227.50 25KTHRES

Franklin Electric Co. Stores Inventory - Lindenwold 136277 $600.30 25KTHRES

G A Blanco & Sons Inc. Stationary Forms, Print 136273 $269.00 25KTHRES

GENERAL CHEMICAL & SUPPLY Stores Inventory - Lindenwold 136305 $123.28 25KTHRES

GKY Industries Stores Inventory - Lindenwold 136302 $610.60 25KTHRES

Global Equipment Co. CAR OVERHAUL, PREP CARS FOR SHIPMENT 136383 $1,815.80 25KTHRES

Page 1



Global Equipment Co. CAR OVERHAUL, PREP CARS FOR SHIPMENT 136257 $612.35 25KTHRES

Grainger Stores Inventory - Lindenwold 136333 $975.72 25KTHRES

Grainger Stores Inventory - Lindenwold 136330 $357.76 25KTHRES

HELWIG CARBON PRODUCTS, INC. Stores Inventory - Lindenwold 136300 $1,851.50 PATCO 14-048

HILTI INC Stores Inventory - Lindenwold 136374 $1,056.22 25KTHRES

HORNE PRODUCTS Stores Inventory - Lindenwold 136308 $2,610.00 PATCO 14-048

HOYT CORP. Stores Inventory - Lindenwold 136371 $1,570.00 25KTHRES

INDCO INC. Stores Inventory - Lindenwold 136307 $697.73 25KTHRES

Industry Railway Supplies Inc. Stores Inventory - Lindenwold 136259 $255.00 25KTHRES

ITT Enidine Inc. Stores Inventory - Lindenwold 136367 $23,604.48 PATCO 14-045

Kaeser Compressors Stores Inventory - Lindenwold 136360 $196.00 25KTHRES

KC Electrical Distributors, Inc. Stores Inventory - Lindenwold 136279 $171.00 25KTHRES

KENNEDY CULVERT & SUPPLY CO. Paint Subway Track Walls 136317 $2,639.16 25KTHRES

KSL SUPPLIES INC. Stores Inventory - Lindenwold 136306 $3,385.30 25KTHRES

KSL SUPPLIES INC. Stores Inventory - Lindenwold 136375 $229.35 25KTHRES

Laurel Lawnmower Service Shop Equip-grounds/gen Maint 136267 $369.45 25KTHRES

Lawson Products Auto-materials, Oil,& Repairs 136268 $415.84 25KTHRES

Lowe's Commercial Services Stores Inventory - Lindenwold 136331 $197.94 25KTHRES

MAC Products Inc Stores Inventory - Lindenwold 136322 $16,538.60 25KTHRES

MATERIAL HANDLING SUPPLY, INC. Fork Lift Truck 136318 $1,105.49 25KTHRES

MC MASTER-CARR SUPPLY CO Stores Inventory - Lindenwold 136256 $513.19 25KTHRES

Michael Halebian & Co., Inc. Stores Inventory - Lindenwold 136373 $796.05 25KTHRES

Modern Track Machinery, Inc. Stores Inventory - Lindenwold 136262 $1,197.00 25KTHRES

MOTION INDUSTRIES INC. Stores Inventory - Lindenwold 136260 $3,426.00 25KTHRES

NAPA Auto Parts - Berlin Right-of-way Machinery 136370 $629.46 25KTHRES

NAPA Auto Parts Westmont Stores Inventory - Lindenwold 136290 $73.95 25KTHRES

National Paving Co., Inc. Paving 136393 $950.00 25KTHRES

National Paving Co., Inc. Drain & Soil Line 136328 $742.00 25KTHRES

Newark Element 14 Electronic Test Equip. 136289 $1,699.85 25KTHRES

Newark Element 14 Stores Inventory - Lindenwold 136369 $1,399.00 25KTHRES

Northstar Industrial Supply, LLC Purchase Of Uniforms 136387 $504.80 25KTHRES








Oil Price Information Service Subscription/membership 136280 $630.00 25KTHRES

Orr Safety Corporation Stores Inventory - Lindenwold 136296 $140.00 25KTHRES

PELLEGRINO CHEVROLET Auto-materials, Oil,& Repairs 136315 $410.63 25KTHRES

Pemberton Electrical Supply Company Stores Inventory - Lindenwold 136274 $870.00 25KTHRES

Pemberton Electrical Supply Company Stores Inventory - Lindenwold 136303 $450.80 25KTHRES

PENETONE CORP Stores Inventory - Lindenwold 136372 $7,607.25 25KTHRES

PENETONE CORP Stores Inventory - Lindenwold 136297 $2,466.75 25KTHRES

PERFECT IMAGE CARTRIDGE SOLUTIONS, INC. Stores Inventory - Lindenwold 136258 $890.00 25KTHRES

PHILADELPHIA INSTRUMENT AND CONTROL, INC. Stores Inventory - Lindenwold 136299 $2,680.00 25KTHRES

Provantage Corporation Stationary Forms, Print 136293 $164.49 25KTHRES

Quik Stitch Embroidery Purchase Of Uniforms 136384 $678.75 25KTHRES






RAM Industrial Services LLC TRACTION MOTOR REBUILD 84317 $20,017.00 PATCO-14-028






Page 2







RANCOCAS METALS CORP. Stores Inventory - Lindenwold 136368 $990.00 25KTHRES

Rear View Safety, Inc. Auto-materials, Oil,& Repairs 136380 $109.99 25KTHRES

Redy Battery Electrical Service 136292 $640.00 25KTHRES

Reflective Apparel Factory, Inc. Purchase Of Uniforms 136321 $2,471.75 25KTHRES

SAMZIE'S UNIFORMS Purchase Of Uniforms 136381 $946.50 25KTHRES

Shallcross Bolt and Specialties Co. Stores Inventory - Lindenwold 136298 $57.10 25KTHRES

Sherwood Electromotion Inc. TRACTION MOTOR REBUILD 84302 $21,846.00 PATCO-14-028



SHINGLE & GIBB COMPANY Stores Inventory - Lindenwold 136263 $109.50 25KTHRES

Siemens Industry Inc. Stores Inventory - Lindenwold 84306 $2,000.00 25KTHRES

Siemens Rail Automation Corporation Stores Inventory - Lindenwold 136351 $2,610.00 25KTHRES

SIMCO ELECTRONICS Stores Inventory - Lindenwold 84327 $308.00 25KTHRES

SIMCO ELECTRONICS Shop Equipment 84325 $156.00 25KTHRES

SIMCO ELECTRONICS Shop Equipment 84326 $128.00 25KTHRES

Slate Belt Safety SAFETY 301611 $4,000.00 25KTHRES




SNAP-ON INDUSTRIAL Stores Inventory - Lindenwold 136379 $3,261.98 25KTHRES

SNAP-ON INDUSTRIAL Auto Equipment 136264 $449.42 25KTHRES

Swiger Coil Systems A Wabtec Company TRACTION MOTOR REBUILD 84303 $12,998.00 PATCO-14-028

Swiger Coil Systems A Wabtec Company TRACTION MOTOR REBUILD (warranty repair) 84304 $0.00 PATCO-14-028

Terminix Commerical Pest Control 136344 $400.00 25KTHRES

Tire Corral Auto - TIRES 136266 $1,229.32 25KTHRES

Tire Corral Auto - TIRES 136285 $1,157.16 25KTHRES

Travers Tool Co., Inc. Stores Inventory - Lindenwold 136324 $49.08 25KTHRES

TRI - DIM FILTER CORP Stores Inventory - Lindenwold 136326 $1,137.00 25KTHRES

TRI - DIM FILTER CORP Stores Inventory - Lindenwold 136362 $1,131.60 25KTHRES

TRI-STATE INDUSTRIAL DISTRIBUTORS OF NJ, INC. Stores Inventory - Lindenwold 136304 $779.70 25KTHRES

UniSelect USA, Inc. Auto-materials, Oil,& Repairs 301604 $5,000.00 25KTHRES

UNIVERSITY OF PENNSYLVANIA K-9 TEAM 301608 $3,060.00 25KTHRES

UTC/Rail & Air Sources, Inc. GEAR UNITS 84321 $7,118.53 PATCO-14-015






VACUUM SALES INC. Right-of-way Machinery 136286 $3,000.00 25KTHRES

Vapor Stone Rail Systems Stores Inventory - Lindenwold 136261 $1,376.55 25KTHRES

W E Timmerman Co Inc Auto-materials, Oil,& Repairs 136378 $3,936.30 25KTHRES

W E Timmerman Co Inc Stores Inventory - Lindenwold 136301 $136.80 25KTHRES

W.B. Mason Co., Inc. Stationary Forms, Print 136364 $237.29 25KTHRES

Wabtec Global Services Stores Inventory - Lindenwold 136361 $11,130.00 PATCO-14-045

WABTEC Passenger Transit Stores Inventory - Lindenwold 136376 $16,359.22 PATCO-14-045

WABTEC Passenger Transit Stores Inventory - Lindenwold 136327 $1,864.50 PATCO-14-045

Page 3

BALANCE SHEET

ASSETSDecember 31,2014 June 30, 2015

Cash (Includes $107,460 in Station Escrow Funds) $1,061,666 $1,447,963 Investments (Note 1) 2,655,000 2,655,000 Accounts Receivable 1,208,970 2,631,758 Inventory at lower of cost (first-in, first-out) or market 5,584,046 5,549,739 Prepaid Expenses 1,430,192 968,447 Work Orders in Progress 1,885,433 1,157,382

$13,825,307 $14,410,289

LIABILITIES AND EQUITY Liabilities:

Accounts Payable: Trade $ 2,368,155 $1,915,730 Delaware River Port Authority (Note 2) 250,852,000 253,912,998 Accrued Liabilities: Reserve for Other Post Employment Benefits (Note 4) 10,269,503 10,269,503 Deferred Revenue (Note 5) 3,706,376 3,902,548 Wages 756,490 596,279 Payroll taxes 51,842 81,243 Pension and Other 663,315 427,075 Sick Leave Benefits 417,209 393,000 Reserve for Unused Vacation 357,291 323,512 Reserve for contingent liabilities (Note 3) 3,468,561 2,834,667

$ 272,910,742 $ 274,656,555

Equity: Advances from Delaware River Port Authority 385,338,619 397,847,187 Deficit ($ 644,424,054) ($ 658,093,453)

$ 13,825,307 $ 14,410,289

June 30, 2015BALANCE SHEET

PORT AUTHORITY TRANSIT CORPORATION

Year to date ended Month ended

June 30, 2015 June 30, 2015 Operating Revenues: Passenger fares $12,177,521 $2,071,525 Passenger parking 398,848 71,964 Passenger - other 62,324 11,081

Advertising 236,313 69,498 Miscellaneous 7,428 165 Interest Income From Investments 0 0

$12,882,434 $2,224,233

Operating Expenses: Maintenance of Way and Power 6,172,564 774,799 Maintenance of Equipment 3,748,012 423,578 Purchased Power 2,423,274 354,211 Transportation 8,238,560 1,297,114 General Insurance 411,052 132,596 Superintendence and General Office 2,497,372 477,050

23,490,834 3,459,348 Rent of Rapid Transit System Facilities (Note 2) 3,060,998 510,167 Other Post Employment Benefits Accrual (Note 4) 0 0

$26,551,832 $3,969,515

Net Income (loss) ( $ 13,669,398) ( $ 1,745,282)

Deficit, December 31, 2014 ($ 644,424,054)

Deficit, June 30, 2015 ($ 658,093,452)

FOR THE PERIOD INDICATED

See Notes To Financial Statements

STATEMENT OF REVENUES AND EXPENSES AND DEFICIT

PORT AUTHORITY TRANSIT CORPORATION (A Wholly Owned Subsidiary Of Delaware River Port Authority)

PORT AUTHORITY TRANSIT CORPORATION (A Wholly Owned Subsidiary of the Delaware River Port Authority)

June 30, 2015

NOTES TO FINANCIAL STATEMENTS

1. Investments:

The Corporation has set aside $2,655,000. to partially fund its liability for self-insurance with the following limits:

(a) Totally self-insured for Voluntary Workers Compensation.

(b) Comprehensive General Liability from the first dollar to $5,000,000 per occurrence.

2. Rent of transit system facilities:

All rapid transit system facilities used by the Corporation are leased from the Delaware River Port Authority, under terms of an agreement dated April 18, 1969 and amended June 3, 1974. The lease requires the Corporation to operate and maintain the Locust-Lindenwold line.

The terms of the amended agreement, which was made retroactive to January 1, 1974, and which is to continue from year to year, provide that the Corporation pay a minimum annual rental of $6,122,000, which approximates the sum of the annual interest expense to the Delaware River Port Authority for that portion of its indebtedness attributable to the construction and equipping of the leased facilities plus the provision for depreciation of the rapid transit facilities as recorded by the Authority. In addition, the lease requires the Corporation to pay to the Authority any net earnings from operations for the Locust-Lindenwold line less a reasonable amount to be retained for working capital and operating reserves.

The rent is payable semi-annually on June 30 and December 31. The Corporation is in default of this agreement as payments totaling $253,912,998 from January 1, 1974 through June 30, 2015 have not been made to the Authority.

3. Reserves for Contingent Liabilities:

Pursuant to a policy of self-insurance, the Corporation has reserved $ 752,332 for Comprehensive General Liability and $ 2,082,335 for Workers' Compensation.

4. Other Post-Employment Benefits:

The Government Accounting Standards Board (GASB) has issued Statement No. 45, Accounting and Financial Reporting by Employers for Post-Employment Benefits Other than Pensions (OPEB), which addresses the accountability and disclosure of the costs and obligations, that are associated with post-employment health care and other non-pension benefits to current and future retirees, by governmental entities. Pursuant to this requirement, the Corporation adopted its reporting requirements during the 2007 fiscal year. The OPEB accrual, in recognition of the costs and obligations associated with post-employment health care, represents an actuarial determined amount upon an unfunded assumption under a 30-year amortization period at a discount rate of 5%.

5. Deferred Revenue:

Deferred revenue consists of the prepayment of fares related to the unearned values on passengers smart cards for unused trips.

OPERATIONS & MAINTENANCE



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Operations and Maintenance Committee Meeting

One Port Center2 Riverside DriveCamden, New Jersey

Wednesday, August 5, 2015

Committee Members:

Albert Frattali, ChairmanRohan Hepkins, Vice ChairmanFrank DiAntonioCharles FentressRichard SweeneyAntonio Fiol-SilvaRyan Boyer, Chairman to DRPA/PATCO Boards

Others Present:

Christopher Howard, Assistant Counsel,New Jersey Governor's Authorities Unit

David Dix, Assistant to Chairman Ryan BoyerPatrick Kearney, Esq., Duane MorrisJeffrey Pollack, Esq., Duane MorrisGlenn McAllister, Pennoni AssociatesDennis DiBlasio, Pennoni Associates

DRPA/PATCO Staff:

John Hanson, Chief Executive OfficerRaymond J. Santarelli, General Counsel &

Corporate SecretaryStephen Holden, Deputy General CounselGerald Faber, Assistant General CounselKathleen P. Vandy, Assistant General CounselRichard J. Mosback, Jr., Assistant General CounselDan Auletto, Acting Chief Operating Officer

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DRPA/PATCO Staff: (Continued)

Michael Venuto, Chief EngineerMichael Howard, Senior Engineer, Planning & DevelopingChristina Maroney, Director, Strategic InitiativesWilliam Shanahan, Director, Government RelationsMark Lopez, Manager, Government RelationsBarbara Holcomb, Manager, GrantsDavid Gentile, Inspector GeneralRobert Shiver, Director, Homeland SecurityKyle Anderson, Director, Corporate CommunicationsJohn Rink, General Manager, PATCOBennett Cornelius, Assistant General Manager, PATCORobert Traver, Director, Equipment, PATCODave Fullerton, System Safety Program Manager, PATCOSheila Milner, Administrative CoordinatorElizabeth McGee, Administrative Coordinator

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I N D E X

Page

Roll Call 5

Executive Session 6

Contract No. BF-44-2015, BFB Miscellaneous Payment 6Repairs

Construction Monitoring Services for Contract No. 8WW-20-2015, Walt Whitman Bridge SuspensionSpan and Towers Painting

Capital Project Contract Modification - Benjamin 9Franklin Bridge, New Jersey Approach ParapetRehabilitation

Contract No. PATCO-54-2014, Replacement of 12Rectifier Transformers Phase II andLindenwold Emergency Diesel Generator

Construction Monitoring Services for Contract No. 14PATCO-54-2014, Replacement of RectifierTransformers Phase II and Lindenwold EmergencyDiesel Generator

Procurement of Ameristar Aegis II Fence and Fence 15Material for the Ben Franklin Bridge

Carpet Replacement for One Port Center Building 17

Woodcrest Station Shredding Event 18

General Consulting Services (GEC) Contract - 19PATCO Safety and Security

Office of Emergency Management Request for 21Parking Under the BFB between 2nd and3rd Streets

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I N D E X (Continued)

Page

General Discussion:

PATCO Car Performance 22

GIS Presentation 35

Change orders:

BR-15-2012, Betsy Ross Bridge Resurfacing 43and Approach Roadway Rehabilitation

PATCO-21-E - PATCO Track Rehabilitation 44Across the BFB

CB-25-2015 - CBB Painting, Phase 1 48

Spending tracking 50

Adjournment 51

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(9:33 a.m.)

CHAIRMAN FRATTALI: Looks like everybody is

here and we can start. We've got a full agenda,

today, so we're going to go rather quickly. I'd like

to call to order the meeting of the Operations and

Maintenance Committee, and have the corporate

secretary call the roll.

MR. SANTARELLI: Good morning, Mr. Chairman.

Chairman Frattali?

CHAIRMAN FRATTALI: Here.

MR. SANTARELLI: Commission Hepkins?

COMMISSIONER HEPKINS: Here.

MR. SANTARELLI: Commissioner Sweeney?

COMMISSIONER SWEENEY: Here.

MR. SANTARELLI: Commissioner Fiol-Silva?


MR. SANTARELLI: Commissioner DiAntonio?


MR. SANTARELLI: Commissioner Fentress?


MR. SANTARELLI: Commissioner Lisko? Not

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present yet. Okay, you have a quorum.

CHAIRMAN FRATTALI: Okay. At this time, I'd

like to call for a motion to go into executive

session. The decisions made in executive session will

be made public when the issues are resolved. Do I

have a motion to go into executive session?




CHAIRMAN FRATTALI: A motion and second. All

in favor?

ALL: Aye.


have it. All right, we're in executive session.



CHAIRMAN FRATTALI: We are back in open

session. We have 10 items on the agenda today. The

first item is Contract Number BF-44-2015, Ben Franklin

Bridge, Miscellaneous Pavement Repairs. Mr. Venuto?

MR. VENUTO: Yes, thank you, Mr. Chairman.

Staff is seeking authorization to negotiate a

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construction contract with A.E. Stone to perform

milling and resurfacing on portions of the roadway

surface at the Ben Franklin Bridge in an amount of

$708,000. The asphalt pavement on the Camden approach

span is in need of repairs. The constant heavy

vehicular loads have caused cracking and potholes, and

some shoveling of the pavement. The project will

repair deteriorated pavement to provide a smooth

driving surface.

The bridge was last resurfaced in 2004. We

did --

BOARD CHAIRMAN BOYER: Motion to accept.

(Laughter)

MR. VENUTO: We did a similar project, patch

repairs in 2009 and '10.

CHAIRMAN FRATTALI: I need a motion.




CHAIRMAN FRATTALI: Any questions? All in

favor?

ALL: Aye.

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have it.

The second item is Construction Monitoring

Services for Contract Number WW-20-2015, Walt Whitman

Bridge Suspension Span and Towers Painting. Mike?

MR. VENUTO: Yes, thank you, Chairman. Staff

is seeking authorization to negotiate an agreement

with Johnson, Mirmiram, and Thompson to provide

construction monitoring services for Contract

WW-20-2015, the Walt Whitman Bridge painting of

suspension span and towers in the amount of

$7,386,365.95.

This is CM services for the large paint

contract that we awarded last month. This agreement

is going to provide full-time, on-site construction



motion.





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ALL: Aye.


have it.

Third item is Capital Project Contract

Modifications for the Ben Franklin Bridge, New Jersey

Approach Parapet Rehabilitation. Again, Mr.Venuto?

MR. VENUTO: Yes, thank you. This was the

emergency contract that was previously approved to fix

some deterioration in the parapet at the Ben Franklin

Bridge, on both the north and south sides. We did a

design based on the site conditions that we saw when

the emergency initially happened.

As we started to do the demolition of the

parapet and the demolition of the wall, we found some

additional deterioration of the concrete that wasn't

initially visible; the deteriorated concrete went

further down. Also, the rails, the part that was

embedded in the concrete, the tube steel, needs to be

repaired. Those weren't part of the original contract

value.

The current contract amount was $782,396.

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This change order -- given that it was an emergency

contract, we don't have any “unforeseen condition”

line item in this contract -- so we're looking for a

change order of $101,127.06, for an adjusted contract

value of $883,523.06.

CHAIRMAN FRATTALI: Railroad is doing this,

right?


COMMISSIONER FIOL-SILVA: I have a question.

Is that part of -- that's the amount of $782 adding

$101, right?

MR. VENUTO: Yes, sir, $782 and --

COMMISSIONER FIOL-SILVA: Now, the motion

that's attached to that is saying that -- I'm reading

the electronic minutes – “contract modification to

certain contracts.” It doesn't tie the amount and it

doesn't tie it to this.

MR. VENUTO: So, when we do contract

modifications, whether it's change orders or

supplements -- I think there should be a table, an

attachment to that summary statement resolution.

COMMISSIONER FIOL-SILVA: I see that, right.

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MR. VENUTO: That attachment lists that

project.

COMMISSIONER FIOL-SILVA: So the motion is

specifically tied to that amount?


COMMISSIONER FIOL-SILVA: It doesn't give

authorization to other amounts? Okay.

MR. VENUTO: It's just for this one particular

project. In the past, there have been a couple of

different change orders or supplements at one time; so

what we've done, we've always attached this in case

there's two or three projects and we had changed all

of them at one time.

COMMISSIONER FIOL-SILVA: So this doesn't give

authorization to other things.

MR. VENUTO: Just this particular project that

I explained.

COMMISSIONER FIOL-SILVA: Okay, I'm just

trying to get -- understand these, thanks.

CHAIRMAN FRATTALI: Any other questions?

Seeing none, I need a motion.

COMMISSIONER SWEENEY: Move the motion.

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COMMISSIONER FIOL-SILVA: Second.



ALL: Aye.


have it.

The fourth item is construction monitoring

services for Contract Number PATCO-54-2014,

Replacement of Rectifier Transformers, Phase II, and

Lindenwold Emergency Diesel Generator. Mike?

MR. VENUTO: Thank you. Staff is seeking

authorization to negotiate a construction contract

with Scalfo Electric to perform the PATCO replacement

of rectifier transformers, Phase II, and Lindenwold

emergency generator project in an amount of

$2,369,000.

We're going to replace the transformers at

Ferry Avenue, two each at Ferry Avenue, Collingswood,

Ashland East, and Lindenwold substations. And we're

also going to install a new generator at PATCO

Lindenwold Station. This is Phase II of III.

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CHAIRMAN FRATTALI: Mike, these two seem the

same.

MR. VENUTO: The next project is for CM

services.

CHAIRMAN FRATTALI: All right.

MR. VENUTO: Did we list them the same as --

CHAIRMAN FRATTALI: It says the same thing,

construction monitoring service for Contract

PATCO-54 --

MR. VENUTO: Yes, sir. So the first one,

Contract No. PATCO-54, is for the construction

contract and the next one is for the construction


CHAIRMAN FRATTALI: Oh, mine says construction

monitoring for both.

MR. VENUTO: Oh, I'm sorry, yes. So the

initial one, the first one is --

CHAIRMAN FRATTALI: The contract, itself.

MR. VENUTO: The contract with Scalfo Electric

for $2,369,000.

CHAIRMAN FRATTALI: All right, so this is the

contract, not the monitoring.

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CHAIRMAN FRATTALI: All right. I need a

motion.





ALL: Aye.


have it.

The fifth item is the construction monitoring

services for Contract Number 54-2014, Replacement of

Rectifier Transformers, Phase II, and Lindenwold

Emergency Diesel Generator.

MR. VENUTO: Yes, sir. Staff is seeking

authorization to negotiate an agreement with Jacobs

Engineering to provide the construction monitoring

services for PATCO-54-2014 in an amount of $241,881.

This agreement would provide full-time, on-site

construction inspection and monitoring services for

this project.

As with all the selections of professional

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services, we discussed the selection and we negotiated

a fair and reasonable fee -- based on our engineer's

estimate -- with the highest ranked consultant.



COMMISSIONER FIOL-SILVA: Motion.



CHAIRMAN FRATTALI: Motion and seconded. All

in favor?

ALL: Aye.


have it.

The sixth item is Procurement of Ameristar

Aegis II Fence and Fence Material for the Ben Franklin

Bridge. No substitutions. It says Val, but I don't

see her. Mike, do you want to present this?

MR. VENUTO: I can do it --

CHAIRMAN FRATTALI: Is Val here? Dan?

MR. AULETTO: The fence, thank you. Good

morning. Staff is seeking authorization to award a

purchase contract with the firm of South Camden Iron

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Works in Mickleton, New Jersey, to procure fence

materials for installation at the Ben Franklin Bridge

in the amount of $173,523.32.

The project will improve access and secure the

end of the lots by replacing the existing eight foot

chain link fence with a ten foot high, climb

resistant, estate-style fence. The new fencing will

match the existing fence already installed in Camden

under the bridge.

All the removal and installation work will be

completed by DRPA in-house forces. The project was

publicly advertised June 30, 2015 and mailed to 18

bidders. Three bids were received. The low

responsive and responsible bid was submitted by South

Camden Iron Works in the amount of $173,523.32.







ALL: Aye.

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have it.

Next item is Carpet Replacement for One Port

Center Building. Mr. Holden?

MR. HOLDEN: The staff seeks Board

authorization to negotiate a contract with

Metropolitan Contract Carpets for the replacement of

the carpeting in the building between the 7th floor

and 11th floor. The carpeting in the building is

original.

In DRPA-14-154, the sum was budgeted to be

allocated and spent this year. Metropolitan Carpet is

on the state-approved list. The management company,

Grubb Ellis, used their standardized procedures in the

selection. They have the ability to provide the

necessary insurance. They have the ability to comply

with all of the DRPA standards.

There would be about 5,000 square yards of

carpet in 16 by 16 tiles installed. We were able to

negotiate the price down from $268 to $254. The

installation will be between 5 p.m. and 1 a.m., at

nights, Monday through Friday. The installation

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includes the environmental disposal of the old carpet,

the moving of furniture, the moving of furniture back,

and will be accomplished during the night.

We seek approval from the Board to spend the

money which had been allocated in last year's budget.






CHAIRMAN FRATTALI: There's a motion and


ALL: Aye.


have it.

The next item is Woodcrest Station Shredding

Event. Mr. Rink?


Commissioners. We are seeking permission from the

Board to let Camden County hold its annual shredding

event at the Woodcrest Station on October 24th of this

year. Camden County has again requested use of our