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5:00 P.M. CLOSED SESSION IN CITY HALL BASEMENT LUNCH ROOM/ CONFERENCE ROOM.

Conference with Real Property Negotiator:

Pursuant to Govt. Code �54956.8

Agency Negotiator: Assistant Executive Director/Susan M. Georgino.

Property: Former police block bounded by Olive Avenue, Third Street, Angeleno Avenue and San Fernando Boulevard (except APN 2453-13-010, commonly referred to as the Radio Shack parcel).

Parties With Whom Agency is Negotiating: Mark Buckland of the Olson Company.

Terms Under Negotiation: Possible sale of Agency-owned property.

When the Agency reconvenes in open session, the Agency may make any required disclosures regarding actions taken in Closed Session or adopt any appropriate resolutions concerning these matters.

6:30 P.M.

INVOCATION: Rabbi Richard Flom, Temple Emanuel.

The Courts have concluded that sectarian prayer as part of City Council meetings is not permitted under the Constitution.

FLAG SALUTE:

ROLL CALL:

JOINT PUBLIC HEARING WITH THE CITY COUNCIL:

1. OPPORTUNITY SITE NO. 2 (OLD POLICE BLOCK) BURBANK VILLAGE WALK � THE OLSON COMPANY:

The purpose of this report is to present the information necessary for Redevelopment Agency Board and Council consideration of the proposed sale of Agency property and development entitlements for the Burbank Village Walk project. The specific land use applications include: Planned Development No. 2002-1; Development Review No. 2002-11; Tentative Tract Map No. 53905; a Mitigated Negative Declaration; Development Agreement; and the associated legal documents. The terms of the proposed sale of Agency-owned property are documented in the Disposition and Development Agreement (DDA). Opportunity Site No. 2 (commonly referred to as the old police block) is bound by Olive Avenue, Third Street, Angeleno Avenue and San Fernando Boulevard, excluding the corner parcel at Olive Avenue and San Fernando Boulevard, more commonly referred to as the Radio Shack parcel.

The applicant is requesting approval to construct a mixed-use development consisting of 140 residential units that are proposed to be offered for sale, approximately 14,000 square feet of restaurant and retail space and 423 parking spaces. The tract map proposed will place condominiums on the site separated from common spaces and will allow for the separate sale of the commercial space.

The purpose of the Planned Development process is to provide an alternate process to accommodate unique developments for residential, commercial, professional, or other similar activities, including modified development standards which would create a desirable, functional and community environment under controlled conditions of a development plan. Mixed-use projects certainly fit within this category, especially given there are no development standards for mixed-use projects (Burbank Municipal Code requires developments follow R-4 standards except for setbacks and landscaping in setbacks). Specifically, the land use components that were considered for this project include: density; height; setbacks; parking; lot coverage; open space; landscaping; amenities; design; alcohol sales and hours of operation (retail component).

The Planning Board, by a vote of four to zero, recommended approval of the proposed Planned Development project. The Board discussed several issues related to design and compatibility with the surrounding areas and their discussion focused on setbacks and architecture. The Board recommended that the setbacks along Angeleno Avenue and Third Street be increased in certain areas to provide a larger landscaped area adjacent to the sidewalk. This change has been incorporated into the attached recommended conditions of approval. In addition, the Board expressed to staff their desire to have the ultimate design of the building be in substantial conformance with the renderings provided in order to maintain the visual aesthetics of the project.

Inasmuch as the proposed project requires the Agency to sell property to the Developer, a DDA has been negotiated to document the real estate transaction and to outline the roles and responsibilities of both the Agency and the Developer. Highlights of the proposed DDA include the following:

DEVELOPER RESPONSIBILITIES

• The Developer must acquire the site for $3,050,000;
• The Developer will make a deposit of five percent of the purchase price, or $153,000 at the opening of escrow, which shall be non-refundable (unless the Agency defaults or both parties mutually agree to terminate the transaction);
• The balance or $2,897,000 will be paid at the close of escrow on the site;
• The Developer must complete the Project in a timely manner as described in the Schedule of Performance;
• The Developer must provide the owner of the parcel at Olive Avenue and San Fernando Boulevard (2453-13-010) with a perpetual access easement and right-of-way for the private alley to be located on the site;
• Prior to the close of escrow, the Developer must secure a Letter of Intent from a suitable restaurant tenant meeting the criteria as described in the DDA;
• The Developer must submit evidence that sufficient equity capital and construction financing has been committed to fund 100 percent of the Project cost;
• The Developer must prepare the Declaration of Covenants and Conditions (CCRs) for the residential component to which the City and Agency must be named as third party beneficiaries. Also included in the CCRs are the following requirements: occupancy standards for all units will allow two persons per bedroom, plus one additional person; all ongoing maintenance requirements, that meet the Agency�s defined standards, must be imposed; and the home owners or home owners association cannot modify the CCRs without the City�s and Agency�s approval.
• The Developer must develop the site in accordance with the City�s Planned Development No. 2002-1;
• The Developer must pay prevailing wages to all contractors and subcontractors engaged to construct the project, in accordance to the Agency�s prevailing wage policy (which was a requirement, and the policy made available at the time of Request for Proposals [RFP] circulation) and other applicable laws; and
• The Developer must sell 14 (10 percent of the total number of units) of the 932 square foot two-bedroom, single story, residential units to households earning less than 120 percent of the Los Angeles County median income (moderate level).

AGENCY RESPONSIBILITIES

• The Agency must convey the project site to the Developer free of any buildings, structures and active utilities;
• All tenants shall have been relocated from the Site, and the Site must be conveyed free and clear of tenancies, occupancies and possessory rights of any third parties; and
• The Agency is conveying the site in an "as is" condition. However, if it is determined during escrow, that environmental remediation is required, the Developer will fund costs up to $50,000. If the costs exceed $50,000, the Agency will fund up to an additional $50,000 worth of costs. If potential remediation costs exceed a total of $100,000 the parties will meet and confer with the option to terminate the transaction. However, once escrow has closed, the Developer must indemnify the Agency and City from any hazardous materials claims related to the Site.

Pursuant to the California Community Redevelopment Law, both the DDA and 33433 Report have been available for public review immediately following the initial publication (January 25, 2003) of the public notice.

In addition to the land sales proceeds of $3.05 million, the City Centre Redevelopment Project Fund will realize property tax increment revenue. Based on the overall project value, the Project Area will collect tax increment revenue through 2021 (the last year in which the Agency can collect tax increment revenue) totaling roughly $8.8 million in nominal terms or $5.1 million in present value terms (using a six percent discount rate). These two revenue components yield a total anticipated Agency revenue projection of approximately $11.9 million in nominal dollars or $8.2 million in present value terms.

When comparing the total Agency costs associated with the subject project (roughly $6.7 million) and the anticipated Agency revenue, the net revenue to the Agency is projected at $5.2 million (in nominal dollars) and $1.5 million (present value, again using a discount factor of six percent).

Assuming the proposed Village Walk project is approved on February 11, 2003, the Developer will proceed with design development drawings and construction plans. Groundbreaking for the project is anticipated for fall 2003 and project completion trailing by roughly 24 months or fall 2005.

Since the relocation of the former police headquarters to the "new" police and fire headquarters was anticipated and, more specifically since the release of the initial release of the 1997 request for development proposals, the Redevelopment Agency has been actively working toward the redevelopment of Opportunity Site No. 2.

The Village Walk project will build upon the desired 24-hour, 7-day a week downtown population, which will enhance the Downtown area and help support the existing businesses and Agency investments in Downtown. The proposed project, as a component of the entire block�s master plan, will redevelop an underutilized and blighted block into a mixed-use, in-fill development that captures a significant current market, enhances the economic viability of the area and provides another visible anchor for the Downtown. Furthermore, the proposed project supports the goals of the City Centre Redevelopment Plan as well as provides additional units to the City�s affordable housing inventory.

Recommendation:

1. Adoption of proposed City Council resolutions entitled:

A RESOLUTION OF THE COUNCIL OF THE CITY OF BURBANK ADOPTING A MITIGATED NEGATIVE DECLARATION (OLD POLICE BLOCK, INCLUDES BURBANK VILLAGE WALK).

2. A RESOLUTION OF THE COUNCIL OF THE CITY OF BURBANK APPROVING TENTATIVE TRACT MAP NO. 53905 AND CONSENTING TO THE SALE OF PROPERTY (OLSON URBAN HOUSING LLC, APPLICANT).

3. Introduction of proposed City Council ordinance entitled: (motion and voice vote only)

AN ORDINANCE OF THE COUNCIL OF THE CITY OF BURBANK APPROVING PLANNED DEVELOPMENT NO. 2002-1 AND A DEVELOPMENT AGREEMENT RELATED THERETO (BURBANK VILLAGE WALK).

4. Adoption of proposed Redevelopment Agency resolution entitled:

A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF BURBANK APPROVING THE TERMS AND PROVISIONS AND AUTHORIZING EXECUTION OF THE DISPOSITION AND DEVELOPMENT AGREEMENT BETWEEN THE AGENCY AND OLSON URBAN HOUSING LLC. (BURBANK VILLAGE WALK).

RECESS to conclude the City Council meeting.

ADJOURNMENT.