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The England Economic and Industrial Development District Board of Commissioners Regular Session July 28, 2005

The England Economic and Industrial Development District met in Regular Session at the England Authority Board Room, 1611 Arnold Drive, England Industrial Airpark and Community, Alexandria, Louisiana, on Thursday, July 28, 2005. There were present: Mr. Wayne Miller, Chairman; Mr. Kit Provine, Ms. Bridgett Brown, Mr. William Barron, Wayne Denley, Mr. Curman Gaines, Mr. Richard Bushnell, Mr. Martin Johnson, Mr. Mike Tudor and Mr. Charles Waites. Absent: Also present were: Members of the England Authority staff, legal counsel, and members of the public, press and media. Commissioner Waites gave the invocation and Commissioner Bushnell led the Pledge of Allegiance. England Economic and Industrial Development District was duly convened as the governing authority of said District by Mr. Wayne Miller, Chairman, who then stated that the England Economic and Industrial Development District was ready for the transaction of business. Chairman Miller asked for a motion to approve all of the consent calendar items 1 – 13, with the exception of item #6 and #8. Item #8 was deferred to August meeting. Motion by Mr. Gaines, second by Mr. Bushnell, to approve items 1 through 5, 7 and 9 through 13. There being no discussion, a vote was called. By unanimous vote, motion carried. CONSENT CALENDAR MOTION TO APPROVE MINUTES FROM THE JUNE 23, 2005 REGULAR BOARD MEETING. Motion by Mr. Gaines, second by Mr. Bushnell, to approve Minutes from the June 23, 2005 Regular Board Meeting. On vote, motion carried. 079-2005 MOTION TO CHANGE ENGLAND AUTHORITY COMMITTEE/BOARD MEETING FOR THE MONTH OF SEPTEMBER FROM THURSDAY, SEPTEMBER 22ND TO THURSDAY, SEPTEMBER 29TH, 2005. Motion by Mr. Gaines, second by Mr. Bushnell, to change England Authority Committee/Board Meeting for the month of September from Thursday, September 22nd to Thursday, September 29th, 2005. On vote, motion carried. 080-2005 MOTION TO APPROVE PAYMENT OF PROVOSTY BILL FOR THE MONTH OF JUNE, 2005. Motion by Mr. Gaines, second by Mr. Bushnell, to approve payment of Provosty bill for the month of June, 2005. On vote, motion carried. 081-2005 MOTION TO AUTHORIZE THE CHAIRMAN OR EXECUTIVE DIRECTOR TO ENTER INTO THAT CERTAIN AMENDMENT NO. 1 TO THE COOPERATIVE ENDEAVOR AGREEMENT AND A DEVELOPMENT AND SALE AGREEMENT (“AGREEMENT”) BETWEEN THE ENGLAND ECONOMIC AND INDUSTRIAL DEVELOPMENT DISTRICT (“ENGLAND AUTHORITY”), THE ENGLAND DISTRICT SUB-DISTRICT NO. 1 (“SUB-DISTRICT”) AND UTLX MANUFACTURING, INC. (“UTLX”) UNDER TERMS OF WHICH, AMONG OTHER THINGS, THE PARTIES AGREE TO CERTAIN TERMS AND CONDITIONS IN CONNECTION WITH THE DEVELOPMENT OF A STATE OF THE ART RAIL TANK CAR MANUFACTURING FACILITY AND ADMINISTRATIVE OFFICES ON A CERTAIN PIECE, PARCEL OR LOT OF GROUND CONSISTING OF 122.11 ACRES, MORE OR LESS, LOCATED IN SECTIONS 31, 32 & 34 TOWNSHIP 4 NORTH, RANGE 2 WEST, RAPIDES PARISH, LOUISIANA AND TO UNDERTAKE ANY SUCH ADDITIONAL ACTIONS AS MAY BE NECESSARY TO SATISFY THE INTENT AND OBLIGATIONS OF THE PARTIES THERETO, INCLUDING BUT NOT LIMITED TO EXECUTING ALL SERVITUDES AND OTHER AGREEMENTS DESCRIBED IN SECTION 3 OF THE AGREEMENT, INCLUDING (WITHOUT LIMITATION): THE “METER STATION SERVITUDE” DESCRIBED IN SECTION 3.1 OF THE AGREEMENT, THE “UTILITY SERVITUDE” DESCRIBED IN SECTION 3.2 OF THE AGREEMENT; THE “SERVITUDE OF PASSAGE IN FAVOR OF TRACT 2A: DESCRIBED IN SECTION 3.3 OF THE AGREEMENT, THE “SERVITUDE OF PASSAGE TO THE “SERVITUDE OF PASSAGE TO LA. HIGHWAY 1” DESCRIBED IN SECTION 3.4 OF THE AGREEMENT; THE “RAILROAD SPUR RIGHT OF USE” DESCRIBED IN SECTION 3.5 OF THE AGREEMENT; THE “SERVITUDE OF PASSAGE TO FRANK ANDREWS BOULEVARD” DESCRIBED IN SECTION 3.6 OF THE AGREEMENT; THE “SERVITUDE OF PASSAGE TO CAPPEL ROAD” DESCRIBED IN SECTION 3.7 OF THE AGREEMENT, AND THE “FENCE SERVITUDE DESCRIBED IN SECTION 3.8 OF THE AGREEMENT. Motion by Mr. Gaines, second by Mr. Bushnell, to authorize the Chairman or Executive Director to enter into that certain Amendment No. 1 to the Cooperative Endeavor Agreement and a Development and Sale Agreement ("Agreement") between the England Economic and Industrial Development District ("England Authority"), the England District Sub-district No. 1 ("Sub-district") and UTLX Manufacturing, Inc. ("UTLX") under the terms of which, among other things, the parties agree to certain terms and conditions in connection with the development of a state of the art rail tank car manufacturing facility and administrative offices on a certain piece, parcel or lot of ground consisting of 122.11 acres, more or less, located in Sections 31, 32 & 34 Township 4 North, Range 2 West, Rapides Parish, Louisiana and to undertake any such additional actions as may be necessary to satisfy the intent and obligations of the parties thereto, including but not limited to executing all servitudes and other agreements described in Section 3 of the Agreement, including (without limitation): the "Meter Station Servitude" described in Section 3.1 of the Agreement; the "Utility Servitude" described in Section 3.2 of the Agreement; the "Servitude of Passage in Favor of Tract 2A" described in Section 3.3 of the Agreement; the "Servitude of Passage to La. Highway 1” described in Section 3.4 of the Agreement; the “Railroad Spur Right of Use” described in Section 3.5 of the Agreement, the “Servitude of Passage to Frank Andrews Boulevard” described in Section 3.6 of the Agreement; the “Servitude of Passage to Cappel Road” described in Section 3.7 of the Agreement; and the “Fence Servitude” described in Section 3.8 of the Agreement. On vote, motion carried. 082-2005 MOTION TO AUTHORIZE THE EXECUTIVE DIRECTOR TO EXECUTE COOPERATIVE ENDEAVOR AGREEMENT WITH THE RAPIDES PARISH POLICE JURY FOR THE CONSTRUCTION OF A 500,000 GALLON ELEVATED WATER TOWER TANK AT UTC SITE. Motion by Mr. Gaines, second by Mr. Bushnell, authorize the Executive Director to execute Cooperative Endeavor Agreement with the Rapides Parish Police Jury for the construction of a 500,000 gallon elevated water tower tank at UTC site. On vote, motion carried. 083-2005 MOTION TO AUTHORIZE EXECUTIVE DIRECTOR TO EXECUTE CONTRACT WITH THE LOUISIANA DEPARATMENT OF PUBLIC SAFETY & CORRECTIONS FOR INMATE LABOR. Motion by Mr. Gaines, second by Mr. Bushnell, to authorize Executive Director to execute contract with the Louisiana Department of Public Safety & Corrections for inmate labor. On vote, motion carried. 084-2005 MOTION AWARDING CONTRACT FOR TERMINAL ACCESS ROAD AND PARKING AREAS – PACKAGE 3 TO RATCLIFF CONSTRUCTION COMPANY, L.L.C. IN THE AMOUNT OF $5,678,652.54 SUBJECT TO APPROVAL/CONCURRENCE OF THE STATE OF LOUISIANA FACILITY PLANNING AND CONTROL AND FAA AND AUTHORIZING THE EXECUTIVE DIRECTOR TO SIGN ALL DOCUMENTS RELATED THERETO. Motion by Mr. Gaines, second by Mr. Bushnell, awarding contract for Terminal Access Road and Parking Areas – Package 3 to Ratcliff Construction Company, L.L.C. in the amount of $5,678,652.54 subject to approval/concurrence of the State of Louisiana Facility Planning and Control and FAA and authorizing the Executive Director to sign all documents related thereto. On vote, motion carried. 085-2005 MOTION TO AUTHORIZE ADVERTISEMENT FOR THE PROCUREMENT OF ELEVATED TAXIWAY EDGE LIGHTS AND TRANSFORMERS IN ASSOCIATION WITH TAXIWAY A REAHABILITATION PHASE I. Motion by Mr. Gaines, second by Mr. Bushnell, to authorize advertisement for the procurement of elevated taxiway edge lights and transformers in association with Taxiway A Rehabilitation Phase I. On vote, motion carried. 086-2005 MOTION TO AUTHORIZE ADERTISEMENT FOR POLES, FIXTURES AND LAMPS FOR THE TERMINAL ACCESS ROAD. Motion by Mr. Gaines, second by Mr. Bushnell, to authorize advertisement for poles, fixtures and lamps for the Terminal Access Road. On vote, motion carried. 087-2005 MOTION TO AUTHORIZE ADVERTISEMENT FOR AIRFIELD PAVEMENT SWEEPER. Motion by Mr. Gaines, second by Mr. Bushnell, to authorize advertisement for airfield pavement sweeper. On vote, motion carried. 088-2005 MOTION AWARDING CONTRACT FOR REHABILITATION OF TAXIWAY ALPHA TO TOWNSCO., INC., IN THE AMOUNT OF $1,672,931.55 SUBJECT TO APPROVAL/CONCURRENCE OF THE FAA AND AUTHORIZING EXECUTIVE DIRECTOR TO SIGN ALL DOCUMENTS RELATED THERETO. Motion by Mr. Gaines, second by Mr. Bushnell, awarding contract for Rehabilitation of Taxiway Alpha to Townsco Co., Inc., in the amount of $1,672,931.55 subject to approval/concurrence of the FAA and authorizing Executive Director to sign all documents related thereto. On vote, motion carried. 089Comments by Legal Counsel – None Comments or Questions by Commissioners – Executive Director’s Report & Financial Report:

• a. Operations – None
• b. Economic Development – The new Economic Director, Jimmy Williams, reported to board that he had sent letters to all commercial tenants and met with some of them personally. Mr. Williams is working on newsletters with Mr. Grafton.
• c. Executive Director – Air traffic report. Commercial is up 7% overall, even though the Dallas route was lost. Regarding financial report, England Authority finished annual budget year collecting 99.79% of budgeted revenue. Public Comments or Questions – None There being no further business to come before the Board, meeting was adjourned. Wayne Miller, Chairman England Economic and Industrial Development District Board of Commissioners
• C. E. Provine, Secretary/Treasurer England Economic and Industrial Development District Board of Commissioners

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