Others Present: City Manager Pasmant, General Counsel Alvarez-Glasman, Fields, McIsaac, Yauchzee, Elliott, Bachman, Durbin, Samaniego, Chung, Freeland, Wills, Dettor, Hoppe, McDonald, Rodriguez, Dewus, Rush

APPROVAL OF MINUTES The following minutes were approved as presented:

Special meeting of October 5, 2004

Regular meeting of October 5, 2004

Special meeting of October 19, 2004

Special meeting of December 13, 2004

CONSENT CALENDAR Treasurers Report for the Month of January 2005

Recommendation that the Commission receive and file the treasurer’s report of cash balances and investments.

CONSENT CALENDAR ACTION Motion by Herfert and seconded by Miller to approve the foregoing Consent Calendar item. Motion carried by roll call vote:

AYES: Herfert, Hernandez, Sanderson, Wong, Miller

NOES: None

REGULAR ITEM First Amendment to the Second Amended and Restated Disposition, Development and Owner Participation Agreement and Resolution of Disputed Claims

General Counsel Alvarez-Glasman presented the staff report which outlined the key points of the Amendment. Alvarez-Glasman stated that after the distribution of the agenda and staff report, the CDC Board did receive minor modifications to pages 3 and 8 in regards to the manner in which sales tax revenue from auto leases will be accomplished.

Commissioner Herfert requested for public information the amount of the assistance and purpose.

Alvarez-Glasman responded the full amount is $3.5 million of which $500,000 comes back to the CDC for a net of $3 million. Funds are earmarked in the agreement to complete the construction of the Clippinger Chevrolet dealership and the Dodge Chrysler and Hummer dealerships.

The Commission engaged in a question/answer discussion with staff regarding the current outstanding obligations and the requested assistance.

Mr. Ziad Alhassen presented a PowerPoint presentation of his projects in West Covina over the past 25 years.

Royall Brown, West Covina resident, supported the Amendment and stated the development in the hills above Aroma Drive is a benefit to the neighborhood. Urged the Commission to accept the compromise.

Bernie Wilner, West Covina resident, commended Commissioner Herfert for bringing this matter forward and suggested the commission take more time to review to justify any further investments.

Commissioner Wong stated for clarification to the public that the proposal is to not give the developer $3.5 million up front, but only $350,000 per year provided the developer meets his sales tax guarantee.

Commissioner Herfert voiced his view of the proposal and is concerned with an already $1.1 million debt by the developer and feels the proposed assistance could be better used within the City, therefore will not support the Amendment.

Commissioner Wong commented that Mr. Alhassen has done positive things for the City supporting the proposal as a positive compromise.

Chairman Miller stated the only incentive for the developer to receive the assistance is meeting a $1.1 million sales tax threshold, which is the current sales tax revenue guarantee, and feels there needs to be an increase in the sales tax. Mayor Miller also felt the past contract provision needs to be met including the repayment of the debt. Miller stated he would not move forward with the proposed Amendment unless the issue of sales tax revenue increases over the life of any new loan and not remain "flat" and repayment of all debt are addressed.

Chairman Miller also requested a list of all loans, grants, and write downs by date and current status, if paid - when, the performance of sales tax and property tax from 1983 to current, a list of any outstanding receivables and status from all auto dealers and Westfield.

Motion by Wong and seconded by Hernandez to hold this item over. Motion did not pass by the following roll call vote:

AYES: Hernandez, Wong

NOES: Herfert, Sanderson, Miller

Commissioner Herfert restated for the public that he will not support the Amendment and believes the assistance is a gift of public funds.

Motion by Miller and seconded by Wong to receive and file and direct staff to meet with Mr. Alhassen with an attempt to resolve.. Motion carried 3-2 (Herfert and Sanderson voting no).

ADJOURNMENT Motion by Miller and seconded by Hernandez to adjourn the meeting at 11:45 p.m. Motion carried 5-0.