September 27, 2016 — Meeting Minutes

September 27, 2016 09-27-16 BOA Minutes Page 1 of 10 THE CITY OF CLAYTON

Board of Aldermen Clayton High School Auditorium September 27, 2016 7:00 p.m.

Minutes

(Note: These minutes include a transcription of the deliberations regarding Centene as prepared by a court reporter)

Mayor Sanger called the meeting to order and requested a roll call. The following individuals were in attendance:

Aldermen: Cynthia Garnholz, Mark Winings, Alex Berger III, Rich Lintz and Ira Berkowitz.

Mayor Sanger City Manager Owens City Attorney O’Keefe

Absent: Joanne Boulton

Alderman Lintz moved to approve the September 13, 2016 minutes. Alderman Winings seconded.

The motion to approve the minutes passed unanimously on a voice vote.

PUBLIC REQUESTS AND PETITIONS

None

A MOTION TO CONSIDER A LIQUOR LICENSE FOR DAJ RESTAURANT, LLC D.B.A. HERBIE’S LOCATED AT 8112 MARYLAND AVENUE

City Manager Owens reported that DAJ Restaurant, LLC d.b.a. Herbie’s is requesting a liquor license to sell all kinds of intoxicating liquor at retail by the drink, including Sundays, at 8112 Maryland Ave., Clayton, MO 63105.

The Police Department has completed its review of the application and supports the issuance of the requested license. The Planning and Development department has also approved the application with no objections.

The applicant has chosen not to submit a petition from surrounding property owners and first floor tenants. As a result, they are aware that this application must have a super majority vote of five Board members in order to be approved. Staff has requested that a representative be in attendance at the meeting.

Staff recommends passing a motion to approve the liquor license to sell all kinds of intoxicating liquor at retail by the drink, including Sundays.

In response to Alderman Garnholz’s question, Aaron Tietlebaum, owner, confirmed that Bonzo will be joining them at the new location.

Alderman Garnholz moved to approve a liquor license for DAJ Restaurant, LLC, d/b/a Herbie’s. Alderman Winings seconded.

September 27, 2016 09-27-16 BOA Minutes Page 2 of 10 The motion passed unanimously on a voice vote.

A PUBLIC HEARING TO CONSIDER APPROVING A REZONING AND A SPECIAL DEVELOPMENT PLAN FOR THE CENTENE CLAYTON CAMPUS

Alderman Winings recused himself from the meeting at 7:17 p.m.

Mayor Sanger opened the public hearing and requested proof of publication.

NOTE: a transcription of the deliberations regarding Centene was prepared by a court reporter and is available as part of the official minutes.

Mayor Sanger closed the public hearing.

Bill No. 6577 was adopted and became Ordinance No. 6444 of the City of Clayton.

Bill No. 6578 was adopted and became Ordinance No. 6445 of the City of Clayton.

Alderman Winings rejoined the meeting at 9:18 p.m.

AN ORDINANCE TO CONSIDER APPROVING A CONTRACT WITH C. RALLO CONTRACTING COMPANY, INC. FOR THE CHAPMAN PLAZA SITE PACKAGE IN SHAW PARK

City Manager Owens reported that bid documents for the Chapman Plaza Site Package in Shaw Park Project were issued on August 12, 2016. This work involves the construction of Chapman Plaza and the associated gardens, waterfall, pond, and streetscape. The City received four responsive bids with C. Rallo Contracting Company, LLC as the selected contractor.

According to Kozeny-Wagner, the firm hired to serve as Construction Manager on this project, the three low bids are in line with their estimate of $3,482,533 for this work. In order to ensure that the two low bidders were fully aware of the magnitude of the work involved and to check into their intended work plan, interviews were held with both Hankins and C. Rallo by a panel comprised of staff, the architects and Kozeny-Wagner. Both companies are intending to use the same contractors for the waterfall and boulders as well as electrical and plumbing work. C. Rallo will self-perform the remainder of the work with the exception of landscaping. After completing interviews and checking project references, it was determined that we should award the contract to C. Rallo Contracting as they are the low bid on this project and very capable of doing the work. We are confident that, with oversight by Kozeny-Wagner, this firm will be performing the work to a high standard. It is anticipated that this work will take up to 12 months, with construction starting in late October.

Funding for this project will come from private donations secured by the Clayton Century Foundation, paid through the City’s Capital Fund. We are asking for a 10% contingency on this project due to the unknown nature of excavation in the park.

Recommendation is to approve the ordinance authorizing the execution of a contract with C. Rallo Contracting Company, Inc. in the amount of Three Million, One Hundred and Twenty Thousand Dollars ($3,120,000), plus a contingency of Three Hundred and Twelve Thousand Dollars ($312,000) for the Chapman Plaza Site Package in Shaw Park.

Alderman Garnholz introduced Bill No. 6579, an ordinance approving a contract with C. Rallo Contracting Company, Inc. for the Chapman Plaza Site Package in Shaw Park to be read for the first time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6579, an ordinance approving a contract with C. Rallo Contracting Company, Inc. for the Chapman Plaza Site Package in Shaw Park for the first time by title only.

September 27, 2016 09-27-16 BOA Minutes Page 3 of 10 The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6579 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduced Bill No. 6579, an ordinance approving a contract with C. Rallo Contracting Company, Inc. for the Chapman Plaza Site Package in Shaw Park to be read for the second time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6579, an ordinance approving a contract with C. Rallo Contracting Company, Inc. for the Chapman Plaza Site Package in Shaw Park for the second time by title only. Alderman Garnholz – Aye; Alderman Winings – Aye; Alderman Berger – Aye; Alderman Lintz – Aye; Alderman Berkowitz – Aye; and Mayor Sanger – Aye. The bill was adopted and became Ordinance No. 6446 of the City of Clayton.

AN ORDINANCE TO CONSIDER APPROVING AN EASEMENT AGREEMENT FOR IMPROVEMENTS TO THE STORMWATER AND SANITARY SEWERS IN SHAW PARK

City Manager Owens reported that the proposed ordinance would approve an easement to be granted to the Metropolitan Sewer District (“MSD”) for the purpose of allowing MSD to maintain sewer improvements and other related appurtenances and improvements, within Shaw Park as shown on Exhibit A. These improvements are part of the Chapman Plaza Project and will be built by the contractors; however, MSD requires that they have access to these improvements for future maintenance purposes.

The easement covers a portion of the northern end of Shaw Park where utilities are being relocated in order to construct the pond.

The Parks & Recreation Department and the City Attorney have reviewed and approved the easement and agreement documents.

Recommendation is to approve the ordinance approving the easement for the Metropolitan Sewer District.

In response to Mayor Sanger’s question, City Manager Owens confirmed that MSD will be responsible for any damages done during construction.

Alderman Garnholz introduced Bill No. 6580, An Ordinance Approving an Easement for Maintenance of Certain Improvements to the Metropolitan Sewer District’s Stormwater and Sewer System to Be Located in Shaw Park to be read for the first time by title only. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6580 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

September 27, 2016 09-27-16 BOA Minutes Page 4 of 10 Alderman Garnholz introduced Bill No. 6580, An Ordinance Approving an Easement for Maintenance of Certain Improvements to the Metropolitan Sewer District’s Stormwater and Sewer System to Be Located in Shaw Park to be read for the second time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6580, An Ordinance Approving an Easement for Maintenance of Certain Improvements to the Metropolitan Sewer District’s Stormwater and Sewer System to Be Located in Shaw Park for the second time by title only. Alderman Garnholz – Aye; Alderman Winings – Aye; Alderman Berger – Aye; Alderman Lintz – Aye; Alderman Berkowitz – Aye; and Mayor Sanger – Aye. The bill was adopted and became Ordinance No. 6447 of the City of Clayton.

AN ORDINANCE TO CONSIDER A COOPERATIVE RECREATION INCLUSION COORDINATOR AGREEMENT

City Manager Owens reported that the Cooperative Recreation Inclusion Coordinator Agreement is intended to formalize the partnership among the Cities of Clayton, Maryland Heights, Richmond Heights, Webster Groves and University City (collectively herein the “Cities”) to provide inclusion services to their residents. This program has been in place for nearly twenty years and was originally governed by a simple agreement with the Recreation Council of Greater St. Louis. In order to more clearly define the role of the Coordinator of Inclusion Services and to outline the process for selection of the employee this agreement was developed. Not only does it clarify the job duties and responsibilities for the Coordinator of Inclusion Services, it also establishes guidelines governing program costs and associated support for the position. In addition, it defines how accountability and oversight of the program will be handled.

If approved by all five Cities, a full-time employee will be hired by the City of Clayton to fulfill the duties outlined in the Job Description. The cost for this position will be equally shared by the five Cities with additional grant funding provided by the Recreation Council of Greater St. Louis and the Productive Living Board for St. Louis County Citizens with Developmental Disabilities.

The term of this agreement will be for one (1) fiscal year and shall automatically renew on a year-to-year basis absent withdrawal or termination by any of the Cities.

Recommendation is to approve the Cooperative Recreation Inclusion Coordinator Agreement as submitted.

Alderman Garnholz commented that this is a fantastic cooperative effort.

Alderman Garnholz introduced Bill No. 6581, An Ordinance Approving a Cooperative Recreation Inclusion Coordinator Agreement between the City of Clayton And The Cities Of Maryland Heights, Richmond Heights, Webster Groves and University City, Missouri To Provide A Recreation Inclusion Program For The City Of Clayton to be read for the first time by title only. Alderman Winings seconded. City Attorney O’Keefe reads Bill No. 6581, An Ordinance Approving a Cooperative Recreation Inclusion Coordinator Agreement between the City of Clayton And The Cities Of Maryland Heights, Richmond Heights, Webster Groves and University City, Missouri To Provide A Recreation Inclusion Program For The City Of Clayton for the first time by title only.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6581 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduced Bill No. 6581, An Ordinance Approving a Cooperative Recreation Inclusion Coordinator Agreement between the City of Clayton And The Cities Of Maryland Heights,

September 27, 2016 09-27-16 BOA Minutes Page 5 of 10 Richmond Heights, Webster Groves and University City, Missouri To Provide A Recreation Inclusion Program For The City Of Clayton to be read for the second time by title only. Alderman Winings seconded. City Attorney O’Keefe reads Bill No. 6581, An Ordinance Approving a Cooperative Recreation Inclusion Coordinator Agreement between the City of Clayton And The Cities Of Maryland Heights, Richmond Heights, Webster Groves and University City, Missouri To Provide A Recreation Inclusion Program For The City Of Clayton for the second time by title only.

Alderman Garnholz – Aye; Alderman Winings – Aye; Alderman Berger – Aye; Alderman Lintz – Aye; Alderman Berkowitz – Aye; and Mayor Sanger – Aye. The bill was adopted and became Ordinance No. 6448 of the City of Clayton.

AN ORDINANCE TO CONSIDER A CONTRACT FOR THE 10 S. BRENTWOOD BOULEVARD ELEVATOR MODERNIZATION PROJECT

City Manager Owens reported that The Public Works Department is requesting approval of a contract for the construction of the 10 S. Brentwood Boulevard Elevator Modernization Project. The two, geared traction elevators were manufactured and installed at different periods by different manufacturers. Elevator No. 1 (aka north elevator) was manufactured and installed by Westinghouse in approximately 1953. Elevator No. 2 (aka south elevator) was manufactured by Armor Elevator in approximately 1979. Both elevators have their original machines and controllers.

Electrodyne fireman’s service overlays for each elevator were added by ThyssenKrupp Elevator in 2012 to provide for a modern fireman’s emergency service operation. The renovation also included replacements of all car and lobby signal and control fixtures, and cab interior upgrades. These elevators were tied together to work from a common hall button. Elevator No. 1 is currently not running, having been locked out and “Red- Tagged” by the State of Missouri inspector due to not recalling on fireman’s emergency service recall.

The scope of work for modernizing both elevators includes: New computerized microprocessor logic control, new motors, and other appurtenances and related building work that may be required. Alternate No. 1 replaces the geared drive machines and appurtenances in lieu of refurbishing the existing machines. Alternate No. 2 replaces the existing hoistway doors.

Bids were opened on September 20, 2016. The City received four (4) bids as shown on the bid tabulation below. Midwest Elevator Company, Inc. submitted the lowest responsive, responsible Base Bid in the amount of $350,065.00.

BIDDER BASE BID ALTERNATE BID #1 ALTERNATE BID #2 Kone $408,647.00 $62,369.00 $51,160.00 Midwest $350,065.00 $97,715.00 $23,839.00 Thyssenkrupp $432,959.00 $83,050.00 $24,774.00 Otis $363,659.00 $61,398.00 $39,144.00

The Capital Improvement Fund has $480,000.00 budgeted for this project. The sum of the Base Bid and Alternates No. 1 & 2 is $471,619.00.

City Staff recommends approval of the contract with Midwest Elevator Company, Inc. for the Base Bid and Alternates No. 1 & 2 at a value of $471,619.00. In addition to the contract amount, City Staff requests authorization to approve change orders in an amount not to exceed $24,500.00, which is approximately 7% of the Base Bid. This contingency would be used to cover expenditures to correct unknown site issues that become apparent during the project.

September 27, 2016 09-27-16 BOA Minutes Page 6 of 10 Recommendation is to approve the ordinance authorizing a contract with Midwest Elevator Company, Inc. in the amount of $471,619.00, plus a contingency of $24,500.00 for the 10 S. Brentwood Boulevard Elevator Modernization Project.

Alderman Garnholz introduced Bill No. 6582, An Ordinance Approving a Contract with Midwest Elevator Company, Inc. For The 10 S Brentwood Boulevard Elevator Modernization Project to be read for the first time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6582, An Ordinance Approving a Contract with Midwest Elevator Company, Inc. for the 10 S. Brentwood Boulevard Elevator Modernization Project for the first time by title only.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6582 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduced Bill No. 6582, An Ordinance Approving a Contract with Midwest Elevator Company, Inc. for the 10 S. Brentwood Boulevard Elevator Modernization Project to be read for the second time by title only. Alderman Winings seconded.

AN ORDINANCE TO CONSIDER AUTHORIZING THE CITY MANAGER TO ENTER INTO AN EXTENSION OF THE AGREEMENT WITH WASHINGTON UNIVERSITY FOR THE PROVISION OF FIRE PREVENTION, FIRE PROTECTION AND EMERGENCY MEDICAL SERVICES ON THE DANFORTH CAMPUS

City Manager Owens reported that for several years, the City of Clayton has provided Washington University with Fire Prevention, Fire Protection and Emergency Medical Services at their Hilltop Campus (main campus). Since 1992 the City and University have maintained these services through various written agreements. Our current agreement is set to expire on September 30, 2016 and both parties have expressed the desire to continue this arrangement and to that end a new agreement is being negotiated. Due to multiple factors a final agreement has not been reached at this time so the parties would like to enter into a short term agreement to allow them to complete negotiations and bring the Board a longer term agreement for their consideration.

The proposed agreement is for an extension of the current agreement until January 2017. The agreement also includes a provision for a rate increase to the current fee and a provision for a retroactive fee increase based on final agreement rates.

We believe this arrangement will allow for the successful completion of negotiations and a contract that is beneficial to the University and the City of Clayton. Recommendation is to approve.

Alderman Garnholz introduced Bill No. 6583, An Ordinance To Authorize The City Manager To Enter Into An Agreement With Washington University For The Provision Of Fire Prevention, Fire Protection And Ambulance Services To The Portion Of The Danforth Campus Located In Unincorporated St. Louis County to be read for the first time by title only. Alderman Winings seconded.

September 27, 2016 09-27-16 BOA Minutes Page 7 of 10 City Attorney O’Keefe reads Bill No. 6583, An Ordinance To Authorize The City Manager To Enter Into An Agreement With Washington University For The Provision Of Fire Prevention, Fire Protection And Ambulance Services To The Portion Of The Danforth Campus Located In Unincorporated St. Louis County for the first time by title only.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6583 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduced Bill No. 6583, An Ordinance To Authorize The City Manager To Enter Into An Agreement With Washington University For The Provision Of Fire Prevention, Fire Protection And Ambulance Services To The Portion Of The Danforth Campus Located In Unincorporated St. Louis County to be read for the second time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6583, An Ordinance To Authorize The City Manager To Enter Into An Agreement With Washington University For The Provision Of Fire Prevention, Fire Protection And Ambulance Services To The Portion Of The Danforth Campus Located In Unincorporated St. Louis County for the second time by title only.

AN ORDINANCE TO CONSIDER APPROVING AN INTERGOVERNMENTAL AGREEMENT TO PROVIDE FOR A SHARED FIRE TRAINING OFFICER WITH THE CITIES OF BRENTWOOD & MAPLEWOOD

City Manager Owens reported that as part of the ongoing activities of the area fire chiefs to improve services to our citizens an opportunity to improve the provision of training our firefighters has been identified - the creation of a shared Fire Training Officer between the cities of Brentwood, Clayton and Maplewood. This concept has been extensively researched by the Fire Chiefs and a proposal on this shared service presented to the City Managers of the respective communities.

The area fire departments have had a decade’s long practice of sharing training, but the lack of a single formal training program manager has meant that there was not always consistency in the delivery of these programs. A centralized training records manager will provide training programs and documentation needed for Fire Service and Emergency Medical Service accreditation which Clayton is pursuing. This situation will now occur with a full-time dedicated Fire Training Officer overseeing our training program.

Our share of this position is included in the recently approved budget. Brentwood has considered it in a first reading and Maplewood is holding the third reading for approval tonight.

Recommendation is to approve the ordinance authorizing the City Manager to enter into an Intergovernmental Agreement with the Cities of Brentwood and Maplewood for a Shared Fire Training Officer.

In response to Alderman Garnholz’s question, City Manager Owens stated that the cities of Richmond Heights and Rock Hill have expressed an interest, but currently have other obligations. Clayton will initially make the decision for the employee selection with the other cities sharing associated costs. City Attorney O’Keefe clarified that the employee selected would be a current employee and not a new hire.

September 27, 2016 09-27-16 BOA Minutes Page 8 of 10 Alderman Garnholz introduced Bill No. 6584, An Ordinance Authorizing The City Manager To Enter Into An Intergovernmental Agreement With The Cities Of Brentwood And Maplewood For A Shared Fire Training Officer to be read for the first time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6584, An Ordinance Authorizing The City Manager To Enter Into An Intergovernmental Agreement With The Cities Of Brentwood And Maplewood For A Shared Fire Training Officer for the first time by title only.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6584 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduced Bill No. 6584, An Ordinance Authorizing The City Manager To Enter Into An Intergovernmental Agreement With The Cities Of Brentwood And Maplewood For A Shared Fire Training Officer to be read for the second time by title only. Alderman Winings seconded.

AN ORDINANCE TO CONSIDER APPROVING AN INTERGOVERNMENTAL AGREEMENT TO PROVIDE FOR A SHARED RESERVE FIRE ENGINE WITH THE CITY OF MAPLEWOOD

City Manager Owens reported that as part of standard fire department operations the City chooses to operate two fire apparatus. Standard practice dictates that in order to maintain two operational fire apparatus that reserve apparatus be immediately available at a ratio of one reserve for every five in-service apparatus. We have historically borrowed other City’s reserve fire trucks as we do not have a facticity to store the reserve unit and have not had an apparatus suitable to keep as a reserve unit.

We have replaced our current front line fire truck, a 2006 KME Predator, with a 2016 KME. As part of the planning for this replacement the Public Works and Fire Departments conducted an assessment of the 2006 Fire Tuck and determined that it would have the ability to serve as a reserve apparatus. This provided us the opportunity to have a reserve a fire apparatus, but we lacked a storage location. As part of the ongoing shared services discussions among nearby fire chiefs the possibility of sharing a reserve apparatus between Maplewood and Clayton was explored and is believed to be operationally feasible and provides economic advantages to both Cities.

Clayton’s 2006 KME Predator is newer and has improved capabilities compared to the 1992 Pierce Dash currently owned by Maplewood; and this shared apparatus will benefit the citizens of both communities. Staff recommends making the Clayton 2006 KME available as a resource shared between Clayton and Maplewood as provided in the attached Intergovernmental Agreement, to be jointly maintained with Maplewood.

Recommendation is to approve the ordinance authorizing the City Manager to enter into an Intergovernmental Agreement with the City of Maplewood for a Shared Reserve Fire Engine

September 27, 2016 09-27-16 BOA Minutes Page 9 of 10 Alderman Garnholz introduced Bill No. 6585, An Ordinance Authorizing the City Manager to Enter into an Intergovernmental Agreement with the City of Maplewood For A Shared Reserve Fire Engine to be read for the first time by title only. Alderman Winings seconded.

City Attorney O’Keefe reads Bill No. 6585, An Ordinance Authorizing the City Manager to Enter into an Intergovernmental Agreement with the City of Maplewood For A Shared Reserve Fire Engine for the first time by title only.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6585 on the day of its introduction. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduced Bill No. 6585, An Ordinance Authorizing the City Manager to Enter into an Intergovernmental Agreement with the City of Maplewood For A Shared Reserve Fire Engine to be read for the second time by title only. Alderman Winings seconded.

AN ORDINANCE TO CONSIDER AMENDING CHAPTER 350 OF THE CLAYTON CITY CODE TO ALLOW THE CITY MANAGER TO SET PARKING METER RATES, PARKING TIME LIMIT ZONES, AND ESTABLISH PARK ONCE ZONES

City Manager Owens reported that this ordinance was read for the first time and voted upon during the September 13, 2016 Board of Aldermen meeting. Tonight it is being considered for the second time. Staff recommends tabling the ordinance until the October 18, 2016 Board of Aldermen meeting.

Alderman Garnholz moved to table Bill No. 6575 to the October 18 BOA meeting. Alderman Winings seconded.

The motion passed unanimously on a voice vote.

Round table

Aldermen Garnholz, Winings, Berger, and Berkowitz commented that the Clayton High School Homecoming parade was fantastic.

Alderman Berkowitz reported that the Clayton Century Foundation Gifts Committee met and updated that the projects are taking shape and will come before the Board of Aldermen in the near future.

Mayor Sanger thanked the Board and staff for tonight’s meeting, noting that he was proud of the process.

City Manager Owens commented that this is a remarkable collaboration of the developer with the neighbors; he attended the ICMA Conference and shared that Clayton is already doing some “groundbreaking” processes that was presented at the conference.

September 27, 2016 09-27-16 BOA Minutes Page 10 of 10 There being no further regular business the meeting was adjourned at 9:41 p.m.

____________________________

Mayor

ATTEST:

____________________________ City Clerk

1 1

4 COVER SHEET INFORMATION 5

6 Date: September 27, 2016 7 IN RE: THE MATTER OF BOARD OF ALDERMEN MEETING 8 CITY OF CLAYTON, MISSOURI 9

Concannon & Jaeger St. Louis, Missouri (314) 421-1000

2 1 IN THE CITY OF CLAYTON 2 STATE OF MISSOURI 3

4 IN RE: THE MATTER OF BOARD OF ALDERMEN MEETING 5 September 27, 2016 6

7 BE IT REMEMBERED that the above-entitled 8 matter came on for a hearing at Clayton High School, 1 9 Mark Twain Circle, in the City of Clayton, State of 10 Missouri, on the 27th day of September, A.D., 2016, 11 commencing at the hour of 7:00 in the evening of that 12 day, said hearing having been called by the City of 13 Clayton Board of Aldermen, pursuant to the issuance of 14 due notice to all parties in interest, and the 15 following is a transcript of a portion of the 16 proceedings held during the course of that hearing. 17

Concannon & Jaeger St. Louis, Missouri (314) 421-1000

3 1 APPEARANCES: 2 Harold Sanger - Mayor 3 Cynthia Garnholz - Alderwoman 4 Richard Linz - Alderman 5 Mark Winings - Alderman 6 Alex Berger III - Alderman 7 Ira Berkowitz - Alderman 8 Kevin O'Keefe - City Attorney 9 Craig Owens - City Manager 10 Judy Frazier - City Clerk 11

12 For the Property at 7454, 7510, 7518, 7520, 7528, 7600, 13 7606, 7620, 7630, 7632, 7634, 7636 and 7642 Forsyth 14 Boulevard; 12, 14, 20 and portion of 106 South Hanley 15 Road, 10 South Lyle Avenue; 101, 105 and 146 Carondelet 16 Plaza; 7711, 7733 Carondelet Avenue and adjacent 17 proposed vacated rights-of-way - Rezoning 18

19 Bill Reichmuth-Vice President, Facilities & Real 20 Estate, Centene Corporation 21 Cynthia Brinkley, Executive Vice President, Centene 22 Corporation 23 Robert Clark - CEO, Clayco 24

Concannon & Jaeger St. Louis, Missouri (314) 421-1000

4 1 (The court reporter was instructed to only 2 transcribe the portion that included the public hearing 3 regarding the Centene Corporation.) 4 MR. SANGER: So let me just kind of set 5 the table here just a little bit and the reason that we 6 are here tonight. We are here because we are taking 7 under consideration the recommendation from the Plan 8 Commission to approve a Special Development District. 9 A Special Development District does not 10 have a lot of detail to it. What it does is it takes 11 the property and gives you an overview of what is going 12 to be anticipated for that property. 13 We're not talking about green versus blue. 14 We are talking about specific things that will give an 15 overview of what is going to happen to the property. 16 When we get -- if we, if we vote on it and 17 if it passes, it would then go back to the Plan 18 Commission for each of the four subdistricts to be 19 looked at individually. 20 That is where the detail will come in, on 21 where the buildings are, the details of how they 22 structure or traffic routes within the buildings or 23 things like that. So tonight, we are going to look at 24 bigger view and talk in generalities. We are not going 25 to get into detail, because we really can't, because we Concannon & Jaeger St. Louis, Missouri (314) 421-1000

5 1 haven't had a presentation of the specific individual 2 subdistricts. I just want to make sure that that is 3 clear and I don't want to disappoint anybody, who has a 4 very specific thing to talk about, that we won't be 5 able to do tonight. 6 So that being said, we are then going to 7 talk about a second bill. That would be the first 8 bill, to establish the Special Development District. 9 The second bill would be to general -- to create a 10 general plan, an envelope, so to speak, of the 11 property. 12 It creates a broad framework, from which 13 inside of that framework, the special -- the individual 14 subdistricts would then be created. So that's two 15 individual ones that we are going to talk about 16 individually and then we will see where we go with 17 that. Mr. City Manager? 18 MR. OWENS: The information is summarized 19 in the staff report was prepared from the September 20 16th meeting of the City Plan Commission/Architectural 21 Review Board and a complete staff analysis and findings 22 were in your packet. It was also posted on the 23 website. The requested action is to consider a 24 proposed rezoning from C-2 (General Commercial), HDC 25 (High Density Commercial), the Forsyth Station Transit Concannon & Jaeger St. Louis, Missouri (314) 421-1000

6 1 Oriented Development Overlay District and the Clayton 2 Overlay District to Special Development District, SDD, 3 along with the approval of a Special Development Plan, 4 for all properties identified in the attached 5 ordinances, in order to develop a mixed-use project to 6 be known as the Centene Clayton Campus, in four new 7 phases on a site totaling 9.74 acres. 8 The requested rezoning, if approved, will 9 result in a distinct zoning classification for the 10 subject properties and a general plan that provides 11 basic development standards for the project, the 12 details of each specific phase of development will be 13 given separate consideration through the subdistrict 14 plan approval process. 15 Each of these plans will address site 16 specific development and address items such as required 17 transportation-related improvements, architectural 18 design, landscape design and plant material, building 19 siting, and pedestrian and automobile circulation among 20 others. 21 Each subdistrict requires approval of a 22 Subdistrict Development Plan (by the Board of 23 Aldermen), Site Plan Review (by the Plan Commission), 24 and Architectural Review (by the Architectural Review 25 Board.) Concannon & Jaeger St. Louis, Missouri (314) 421-1000

7 1 The maps and chart found on page two of 2 the attached September 6 Plan Commission staff report 3 identify and summarize the proposed subdistrict 4 buildings. 5 The tables in Appendix A, attached to the 6 same report, summarize the current zoning requirements 7 and proposed development standards for each 8 subdistrict. 9 The properties under the current SDD plan 10 for Centene Plaza (generally 7700 to 7720 Forsyth 11 Boulevard) will be incorporated under one plan and 12 ordinance along with the subject properties. 13 The criteria for approval and analysis: 14 Section 405.1210 of the zoning regulations lists eight 15 criteria of approval designed to achieve the goals as 16 set forth in Section 405.1160 of Article IX; Special 17 Development District. 18 The Board of Aldermen shall take these 19 criteria into consideration when deliberating and 20 acting upon the Special Development Plan. 21 In summary, staff finds that the proposed 22 development is in harmony with the zoning regulations 23 and implements the planning goals and objectives of the 24 City. Streets and other means of access to the 25 proposed development meet the City of Clayton standards Concannon & Jaeger St. Louis, Missouri (314) 421-1000

8 1 and are suitable to carry anticipated traffic; existing 2 utility services are adequate and appropriate, 3 buffering is provided to protect adjacent land uses 4 from light, noise and visual impacts; the proposed 5 heights, arrangement and uses of the proposed 6 development are compatible with the surrounding 7 neighborhood and the city as a whole and otherwise 8 comply with all other applicable codes and ordinances. 9 In exchange for waivers of certain 10 requirements of Chapter 405, public benefit shall be 11 provided as determined by the Plan Commission and Board 12 of Aldermen. The public benefits that were identified 13 by the applicant are enumerated in your report. 14 Plan Commission recommendation: The Plan 15 Commission conducted a public hearing on September 6, 16 2016 on the request to rezone to Special Development 17 District and the Special Development Plan. The Plan 18 Commission voted unanimously to recommend approval with 19 the following specific conditions: 20 1. Parking structures abutting the street 21 shall have ground floor retail and/or commercial uses 22 along the street frontage. 23 2. The minimum Floor Area Ratio for 24 Subdistrict 2 shall be three. 25 3. The total number of parking spaces Concannon & Jaeger St. Louis, Missouri (314) 421-1000

9 1 shall not exceed 5,300. 2 4. That the applicant commit to 3 implementing parking demand management strategies that 4 decrease parking demand and increase transit ridership; 5 and, provide one or more mechanisms to insure that such 6 strategies will be implemented, adapted, revised and 7 maintained over time and changes of tenancy. 8 5. Eliminate the elevated and below grade 9 walkway connections between subdistricts with the 10 exception of the elevated walkway across Hanley Road. 11 6. Provide publicly accessible pedestrian 12 connections between the Metrolink station and 13 Subdistrict 3 mid block between Forsyth Boulevard and 14 Carondelet Plaza in Subdistrict 2. 15 7. That the following traffic 16 improvements be implemented. The design and phasing of 17 each improvement will be considered in detail at the 18 time of the subdistrict plan review. 19 A. Limit the Subdistrict 1 garage access 20 to Forsyth Boulevard to right-in/right-out only. 21 B. Signalize access to the Subdistrict 2 22 garage on Forsyth Boulevard. Provide a westbound 23 left-turn lane on Forsyth Boulevard to serve the 24 garage. Provide two lanes exiting the garage (one 25 northbound left-turn lane and one shared Concannon & Jaeger St. Louis, Missouri (314) 421-1000

10 1 left/through/right-turn lane). 2 C. Signalize access for the intersection 3 of Forsyth Boulevard with the Subdistrict 3 service 4 drive which runs parallel to Forest Park Parkway. 5 D. Add a second access to the Subdistrict 6 3 garage (via Carondelet Plaza) to help distribute the 7 heavy exiting left-turn traffic and provide acceptable 8 operating conditions. The driveway should provide, at 9 a minimum, a 3-lane cross-section at the intersection 10 with Carondelet Plaza. 11 E. To re-stripe and/or widen Forsyth 12 Boulevard to accommodate two eastbound through lanes 13 from the service drive in Subdistrict 3 to east of the 14 Forest Park Parkway off ramp and Bland Avenue. 15 F. Widen the Forest Park Parkway off 16 ramp/Bland Avenue to provide dual northbound left-turn 17 lanes and a separate northbound right-turn lane at 18 Forsyth Boulevard. 19 G. Construct a southbound right-turn lane 20 on Hanley Road at Carondelet Avenue in conjunction with 21 Subdistrict 4. 22 H. Implement signal retiming and 23 optimization program upon completion of development and 24 roadway improvements. 25 I. Reconfigure the design of the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

11 1 Subdistrict 1 parking structure and South Lyle Avenue. 2 Potential configurations include: 3 • Relocate South Lyle Avenue opposite 4 North Lyle Avenue and signalize. Provide parking 5 structure access via the rear alley or from relocated 6 South Lyle Avenue, or 7 • Align the parking structure access 8 opposite North Lyle Avenue and signalize. South Lyle 9 remains in place, or 10 • Relocate South Lyle Avenue as currently 11 proposed, and signalize as a "T" intersection. For the 12 proposed parking structure, provide one 13 right-in/right-out access point from Forsyth Boulevard 14 and access via the rear alley or from relocated South 15 Lyle Avenue. 16 It is staff's recommendation, in a memo 17 dated September 20, 2016, and additional analysis 18 related to parking dated September 19, 2016, the 19 applicant has provided some suggested modifications to 20 the Plan Commission's recommended conditions of 21 approval. 22 1. Condition #2 shall be modified to read 23 as follows: The minimum Floor Area Ratio for 24 Subdistricts 1, 2 and 3 combined, shall be three. In 25 no event can Subdistrict 2 be constructed unless either Concannon & Jaeger St. Louis, Missouri (314) 421-1000

12 1 Subdistrict 1 or Subdistrict 3 is constructed and 2 operated at the same time or Subdistrict 2 will achieve 3 a Floor Area Ratio of three. 4 2. Condition #3 shall be modified to read 5 as follows: The total number of parking spaces in 6 Subdistricts 1, 2, 3 and 4 shall not exceed 5,800. 7 3. Condition #6 shall be modified to read 8 as follows: Provide publicly accessible pedestrian 9 connections between the Metrolink station and 10 Subdistrict 3, during and within 30 minutes before and 11 after the hours of operation of the Forsyth Boulevard 12 Metrolink Station and mid block between Forsyth 13 Boulevard and Carondelet Plaza in Subdistrict 2. 14 Staff has considered and analyzed the 15 additional data provided by the applicant and staff's 16 recommendation to the Board of Aldermen is to approve 17 the request subject to the Plan Commission's 18 recommendations and the recommendations as modified 19 above, and with the following additional staff 20 recommendation: 21 1. Pursuant to page G003 (Building Use 22 Plan) of the Special Development Plan, for those areas 23 of buildings designated as commercial/retail, ground 24 floor spaces shall be so constructed and orientated as 25 to be specifically suited for use by commercial Concannon & Jaeger St. Louis, Missouri (314) 421-1000

13 1 occupants primarily serving on-site customers so as to 2 support an active pedestrian environment in the area. 3 Specific design elements, allowed uses and building 4 area allocations for commercial/retail or lobby use, 5 may be specified by the Board of Aldermen in approving 6 individual Subdistrict Development Plans. 7 THE CHAIRMAN: Okay. Thank you. Two real 8 quick pieces of business. Number one, this is a public 9 hearing, so officially, I will open the public hearing 10 and request proof of publication. Number two, Mr. 11 Winings? 12 MR. WININGS: Because of a conflict of 13 interest, I am recusing myself from this hearing and 14 any discussion or vote on this matter. 15 THE CHAIRMAN: Thank you. You will note 16 that we are a bit shorthanded with Mr. Winings needing 17 to recuse himself and Alderwoman Boulton is out of the 18 country, so we are in full gear here, for everybody to 19 be in house. Questions? 20 MR. OWENS: We also have a representative 21 from CBB here, our traffic consultant that works for 22 the city. 23 THE CHAIRMAN: Okay. 24 MR. OWENS: Would like to present 25 additional information. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

14 1 THE CHAIRMAN: Okay. 2 MR. YANAMANAMANDA: Good evening, Mr. 3 Mayor. 4 THE CHAIRMAN: Is that on? 5 MR. OWENS: Make sure it is on, on the mic 6 itself. 7 MR. YANAMANAMANDA: Hello? 8 THE CHAIRMAN: Lift it up. There you go. 9 MR. YANAMANAMANDA: Good evening, Mr. 10 Mayor and Aldermen. For the record, my name is 11 Srinivasa Yanamanamanda. I am the president and CEO of 12 CBB. We have completed this traffic study on behalf of 13 the City of Clayton as their on call traffic engineer. 14 So I am going to make my presentation here 15 very brief and give you all an overview of, an overview 16 of some of our findings. 17 So our basis for completing this traffic 18 study is assuming that all four subdistricts would be 19 completed. So that is our assumption when completing 20 the traffic study. 21 Because of the fact that this 22 predominantly an office development, as to be expected, 23 traffic increases with this proposed development, to be 24 concentrated mainly during the morning and evening rush 25 hours. So with that, I mean that most of the traffic Concannon & Jaeger St. Louis, Missouri (314) 421-1000

15 1 increases are expected between 7:00 a.m. and 9:00 a.m. 2 in the morning and 4:00 p.m. and 6:00 p.m. in the 3 evening. And approximately, they are looking at the 4 addition of about 2,200 vehicles during the peak hour. 5 So approximately 2,200 vehicles more 6 during the morning rush hour and 2,200 vehicles more 7 during the evening rush hour. So in summary, the 8 question that we try to answer is what does this mean 9 for the Central Business District? 10 So as an overall, we do like to look at an 11 indicator called level of service. This is more or 12 less like a grade that you get in school. It's graded 13 between A and F, A being the least possible delay and F 14 being the highest possible delay. 15 In this case, we are expecting that with 16 the addition of this development, the intersections 17 within the study that we looked at would all grade at D 18 or better and that's what we consider acceptable in the 19 area of this. 20 And we also tried to put this in more of a 21 common man's perspective. What does this mean? What 22 this means to them, to somebody that is driving every 23 day and from that perspective, a delay of traffic time 24 is a good indicator to look at. So what we are 25 expecting is approximately 15 percent increase in Concannon & Jaeger St. Louis, Missouri (314) 421-1000

16 1 travel time. So if you are a driver and it takes 2 normally 10 minutes for you to go from A to B in the 3 evening rush hour, the expected travel time after the 4 development is built, is going to be approximately 11 5 and a half minutes. So 10 minutes today and an 6 addition of approximately a minute and a half after the 7 development. 8 One of the things that we also look at, 9 that's common for analysis is look at the possible view 10 of queuing or spill backs that would go from one signal 11 to the other. 12 In this case, based on our findings, there 13 is definitely a chance that, you know, you could see 14 traffic spill backs but the probability that that would 15 happen, we are expecting that it is anywhere between 16 five and ten percent. 17 So the probability that traffic is spilled 18 back from one intersection to the other is anywhere 19 from five, ten percent and I also want to note that 20 it's very typical for an organized area like Clayton, 21 the CBD, to have a five or ten chance of traffic spill 22 backs. 23 And you know, qualitatively, we try to 24 answer the question of, you know, is there a 25 possibility of traffic gridlock within the CBD? And Concannon & Jaeger St. Louis, Missouri (314) 421-1000

17 1 based on everything that we came up, it is our opinion 2 that it is very unlikely that there would be gridlock, 3 just based on this development. 4 As part of the traffic studies that we do, 5 we also look at, you know, what are the effects, from 6 overall regional perspective? 7 And in this case, our finding is that any 8 traffic increase from this proposed development, the 9 emphasis is going to be spread out, over multiple 10 transportation systems. 11 A good thing about Clayton, there are many 12 ways to come in and go out of Clayton. So the expected 13 growth would be on the multiple exits, like 170, 14 Hanley, Brentwood, Forsyth and Bonhomme. 15 One of our recommendations from the 16 traffic impact study is that, you know, as the city 17 grows, as more development comes in, at some point 18 within the next twenty years, we are recommending 19 improvement at two interchanges around 170. 20 The one at 170 and Forest Park Parkway and 21 the one at 170 and Ladue Road. The kind of 22 improvements that we anticipate are mainly geometric 23 improvements, you know, making the ramps, designing 24 them at better radii and so minor capacity 25 enhancements, adding turn lanes, just so that the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

18 1 interchanges would have additional capacity. So 2 finally, as Mr. Mayor indicated earlier, at this point, 3 we are looking at SDD analysis and from that, sort of, 4 big picture perspective, the question that we try to 5 answer is: Can this proposed development reasonably be 6 accommodated by the existing system? 7 And based on everything that we have 8 evaluated over the past several months, the answer is 9 yes. The Central Business System can reasonably 10 accommodate this development. 11 Now, you know, as Mr. Owens has indicated, 12 we have given him a long list of recommended 13 improvements that need to be done, to make sure that 14 Central Business System could handle the traffic. 15 I also want to point out that when we go 16 from this level of analysis to the site plan level of 17 analysis, there is the possibility that we could come 18 up with more improvements because, you know, at this 19 point, we are looking at kind of a big picture level. 20 We are going to get into a lot of design 21 details when we go to the site plan. So that is a 22 quick summary. I would be happy to answer any 23 questions that you may have. 24 VOICE: Are you taking questions from the 25 audience? Concannon & Jaeger St. Louis, Missouri (314) 421-1000

19 1 THE CHAIRMAN: No. We will get to you in 2 just a minute. We have got questions up here first. 3 So let's go and talk about your ten or 4 fifteen percent increase. So I just tried it myself 5 and it took me nine minutes and twenty-two seconds to 6 get from Hanley and Forsyth to the westbound ramp, as 7 it is, to 40/64. 8 So when all four phases are done, you are 9 saying that will then take almost eleven minutes, 10 instead of almost nine and a half. Is that what you 11 are saying? 12 MR. YANAMANAMANDA: Yes. On average, that 13 is a good finding. Yes. 14 MR. CHAIRMAN: What is the normal time for 15 a traffic light to cycle? 16 MR. YANAMANAMANDA: Anywhere between 90 17 and 120 seconds. 18 MR. CHAIRMAN: So basically, between 19 Hanley and Forsyth and the highway, we would get stuck 20 at a light one time -- twice, probably. Is that what 21 you are saying? 22 MR. YANAMANAMANDA: Yes. So on a typical 23 weekday, yes. We did, like you said, you know, we went 24 and tried to factor, you know, what is the average 25 travel time increase and we came up with a number that Concannon & Jaeger St. Louis, Missouri (314) 421-1000

20 1 is very similar to what you have experienced. So from 2 that perspective, if you -- the goal is to coordinate 3 the signals as well as we can, right? 4 So the goal is that if you hit Hanley Road 5 at Meramec, you would be expected to get through 6 several lights without stopping. The lights would be 7 synchronized, to make sure that we can get a platoon of 8 vehicles to go through these lights. 9 But, you know, from a practical 10 perspective, you know, based on how you are entering 11 Hanley, let's say you are a driver that is entering 12 Hanley Road from Forsyth, it could be one or two lights 13 more, before you actually get there. 14 THE CHAIRMAN: Okay. Questions up here? 15 MS. GARNHOLZ: What time of day did you 16 make your trips? 17 THE CHAIRMAN: 5:00, between 5:15 and 18 5:20. Rich? 19 MR. LINZ: You are saying that the level 20 of service after the -- after all phases are done would 21 be level D. Do you have any -- what would you -- how 22 would you characterize it now? 23 MR. YANAMANAMANDA: Okay. In general, you 24 know, if you go with -- so D is -- the cutoff for D is 25 55 seconds, right? So you look at average delay at Concannon & Jaeger St. Louis, Missouri (314) 421-1000

21 1 each intersection and 55 seconds, highest delay, is 2 what we consider D. And that's the average, everybody 3 that travels through an intersection. If you look at 4 -- there are some intersections that are A or B, that 5 are in the grid and on Hanley, most of them are rated C 6 or D. So, you know, they are very close to being at 7 that D level. 8 THE CHAIRMAN: Anybody else? 9 MR. BERKOWITZ: Speaking to that, it 10 looked to me like, on the chart, you already had a -- 11 we are talking about Bonhomme and Hanley, which I think 12 will probably end up taking the brunt of any traffic 13 that you can find from this development; am I correct? 14 MR. YANAMANAMANDA: Hanley Road, we are 15 adding -- and let's say that we are looking at the 16 evening rush hour. 17 MR. BERKOWITZ: Evening rush hour is what 18 I am looking at. You already have that rated now as an 19 E. It's a LOS E at the present time. So after the 20 development of all, okay, what comes after E? 21 VOICE: Gridlock. 22 MR. YANAMANAMANDA: I am going to quickly 23 look at my -- 24 MR. BERKOWITZ: Currently it's an E. 25 MR. YANAMANAMANDA: So I am looking at Concannon & Jaeger St. Louis, Missouri (314) 421-1000

22 1 existing levels of at Hanley and Bonhomme and when we 2 graded these intersections, if you look at table 2 on 3 page eighteen, I am looking at Hanley and Bonhomme and 4 for the overall intersection, in current conditions, 5 it's a level of service of D with 51.3 seconds of 6 average delay. 7 Now, for the bulk conditions, just 8 comparing apples to apples, I'm looking at level of 9 service D also, at that intersection. 10 MR. BERKOWITZ: Right now, you are saying 11 it's a D -- 12 MR. YANAMANAMANDA: It's a D. 13 MR. BERKOWITZ: -- at that intersection? 14 MR. YANAMANAMANDA: Yes. 15 MR. BERKOWITZ: And then it turns into an 16 E with the development? 17 MR. YANAMANAMANDA: No. It would still be 18 a D. 19 MR. BERKOWITZ: Well, that's not what your 20 chart shows on table 5. 21 MR. YANAMANAMANDA: Okay. So we have two 22 sets of comparisons. So I am looking at table 2 and 23 table 5, okay? So table 2 is existing traffic 24 conditions. Table 5 is forecasted build traffic 25 volumes. So I am looking at table 2 on page 18, then Concannon & Jaeger St. Louis, Missouri (314) 421-1000

23 1 -- 2 MR. BERKOWITZ: Table 5, southbound Hanley 3 Road at well, at Carondelet and Bonhomme are both, you 4 both -- labeled them at E. 5 MR. YANAMANAMANDA: Yes. So when you look 6 at this overall level of service, I am actually looking 7 at the bold label, underneath the table, that says, 8 overall intersection. 9 Now, we also show -- at every 10 intersection, we also show level of service for each of 11 the approaches, right? So let's say, you know, each 12 intersection has four approaches. 13 We are showing the level of service for 14 each of the four approaches. Because when you are 15 looking at an overall intersection and a level of 16 service D, it's possible that when you look at each of 17 the individual approaches, one or more of them could 18 have an E. 19 You know, a lot of these traffic signals 20 are programmed to make sure that you can get your major 21 traffic moving forward. So if you are looking at 22 Hanley, the emphasis is to make sure that we can 23 achieve good progress along Hanley Road. So the 24 emphasis is to make sure that Hanley Road can flow 25 southbound in the evening, northbound in the morning. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

24 1 The challenge with this is, you know, when 2 you are discussing your objective, how are you going to 3 deal with your side street and we see this in most 4 organized areas that present -- one hour, just one rush 5 hour, you could have a side street, E or F. 6 So in this case, again, just to make sure 7 that you are looking at apples to apples, Hanley Road 8 and Bonhomme, existing, southbound Hanley, I have E for 9 southbound Hanley Road and then I also have E in 10 forecasted conditions also. So I want to make sure 11 when we are comparing these, you know, we are looking 12 at the same row between both conditions. 13 MR. BERKOWITZ: My concern is that, 14 especially if you are looking at this to determine the 15 totality of the development, including number 4 16 subdistrict, you are going to have traffic coming off 17 of Bonhomme and you are going to have an awful lot of 18 traffic coming off of Hanley. 19 You have already rated it an E. I'm -- I 20 don't know how you could regulate that traffic, so that 21 it's not gridlock at some point in time during that 22 rush hour. I just don't know how that happens, with 23 the additional number of cars that are anticipated. It 24 just looks to me like you need to figure some way out, 25 of dealing with that traffic; am I correct? Concannon & Jaeger St. Louis, Missouri (314) 421-1000

25 1 MR. YANAMANAMANDA: Sure. So there are 2 two things that cause gridlock, right? When we look 3 at, you know, how gridlock happens, there are two 4 things that really drive that. 5 Number one is spontaneous reduction in 6 capacity. Let's say you have a crash, right? You have 7 a crash on southbound Hanley that led to closure of one 8 of the two travel lanes, right? 9 So you lost, let's say this happened at 10 4:45 in the evening. So you lost one of your two 11 travel lanes and you know, now that takes several 12 cycles to flush that traffic through. 13 The other thing is when you have a 14 capacity bottleneck. Let's say you have three lanes on 15 the freeway and at some point, the three lanes went to 16 a two-lane section, right? 17 So you are creating this bottleneck, where 18 you lost that capacity at that exact moment. From a 19 traffic perspective, the chances of demand actually 20 driving gridlock is something that happens, very rare. 21 In this case, you know, they are saying we 22 have, they are adding about 2,200 new vehicles but if 23 you look at how they are actually entering the system, 24 almost all of the 2,200 are entering at traffic 25 signals, right? Concannon & Jaeger St. Louis, Missouri (314) 421-1000

26 1 So almost all of the garage entrances, 2 they are going to enter at a traffic signal, mainly on 3 Forsyth. So you have three main locations where 4 traffic is coming out of these parking garages. 5 You have the new signal that is being 6 proposed, you have the new light to the signal at 7 Jackson and then you have the new traffic signal that 8 is being proposed at the Ritz-Carlton service drive. 9 By nature, again, you are adding new 10 traffic signals to Forsyth, so the emphasis is to make 11 sure that we can keep Forsyth flowing. So when a 12 signal optimization engineer comes back to program 13 these traffic signals, the emphasis is to keep Forsyth 14 flowing. 15 That means that the traffic that is coming 16 out of the parking lots would be metered, right? The 17 people leaving the parking structures are leaving in 18 increments. There is no physical way for them to come 19 out any other way. 20 MR. BERKOWITZ: Okay. Thank you. I have 21 another question and this is about a different part of 22 the development. This is where the plaza actually 23 moves its cars off of their driveway. It's on 24 Carondelet. It's right near the circle, right in front 25 of the, the Ritz and I'm wondering how you rated that Concannon & Jaeger St. Louis, Missouri (314) 421-1000

27 1 and how is this traffic flow for that development? 2 MR. YANAMANAMANDA: It's definitely more 3 traffic, more traffic on the circle. When you look at 4 the -- how many people that will be added to the 5 circle, we are adding about -- in front of the plaza 6 driveway, we are adding about 250 vehicles. 7 This roundabout is something that we 8 looked at with two different software programs that we 9 used. And both of them came up with very similar 10 results in the sense that the roundabout is designed to 11 accommodate at least two hundred and fifty vehicles 12 each hour. 13 MR. BERKOWITZ: Can you repeat that for 14 me, please? I apologize. I can't see you and your 15 lips, so it's like -- I am trying to get, to hear what 16 you are saying. 17 MR. YANAMANAMANDA: Sure. So looking at 18 the traffic that is being added to the roundabout, the 19 expected traffic -- increase in traffic entering the 20 plaza driveway is 250 vehicles, 250 -- 21 MR. BERKOWITZ: 250 and -- 22 MR. YANAMANAMANDA: -- in the evening rush 23 hour. 24 MR. BERKOWITZ: Okay. So you are 25 estimating only 250 additional cars would actually Concannon & Jaeger St. Louis, Missouri (314) 421-1000

28 1 drive through and get onto the Inner Belt, going west? 2 MR. YANAMANAMANDA: Yes. 3 MR. BERKOWITZ: Okay. 4 THE CHAIRMAN: Will that significantly 5 change the function of that stop sign or the ability 6 for people to get out of the garage? 7 MR. YANAMANAMANDA: Okay. In terms of, 8 you know, how the roundabout actually operates, one of 9 the things that we look at is how much traffic that we 10 can actually move through a roundabout? 11 In general, you can move about 1,500 12 vehicles through a roundabout, in the peak hour. And 13 when we look at the gaps that will be available for the 14 plaza driveway at the roundabout, if you are comparing 15 today to after the development, the gaps, just looking 16 at a percentage increase would definitely be lower, 17 right? 18 Because we are using these 250 additional 19 cars that are going that way but if the question is: 20 Can the vehicles that are coming out of the driveway, 21 can they still come out of the driveway, without having 22 significant increase in delay, the answer is yes. 23 So the traffic volumes that even if we 24 added traffic, the traffic volumes inside the 25 roundabout are still within the capacity of the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

29 1 roundabout. 2 THE CHAIRMAN: Anybody else have a 3 question or a comment up here? Okay. Mr. City 4 Manager, how are we going to proceed at this point? 5 MR. OWENS: Typically, we invite the 6 applicant to -- 7 THE CHAIRMAN: So we are taking questions 8 at this point. All right. If you have questions -- 9 MR. OWENS: I'm sorry. The applicant, we 10 typically would make a presentation. 11 THE CHAIRMAN: Okay. Let's get the 12 applicant to make a presentation and then we will get 13 into questions. Mr. Clark? 14 MR. REICHMUTH: Thank you. Good evening, 15 Mayor, Aldermen. Thank you, Srinivasa. Good evening, 16 everyone. My name is Bill Reichmuth and I'm Vice 17 President of Facilities and Real Estate for Centene 18 Corporation. Thank you for joining us tonight to learn 19 more about Centene's proposed Clayton Campus expansion. 20 We have put together an incredible team 21 consisting of project managers from Cushman Wakefield, 22 construction managers from Clayco and world class 23 designers and architects from HOK. You will hear more 24 about them later. As you may know, Centene is a 25 diversified multi-national healthcare enterprise with Concannon & Jaeger St. Louis, Missouri (314) 421-1000

30 1 its global headquarters based right here in Clayton. 2 Centene is the second largest corporation in the State 3 of Missouri, based on revenues. And last year, we were 4 named the fourth fastest growing corporation in America 5 by Fortune magazine. 6 In just a moment, Cindy Brinkley, 7 Centene's Executive Vice President of Global Corporate 8 Development will speak and she will go into greater 9 detail about Centene's growth. 10 As Centene continues to grow worldwide, 11 we're committed to the City of Clayton and want to 12 continue to be an anchor in this region. 13 As Bob Clark will describe to you in just 14 a few minutes, the expanded Centene campus, is designed 15 to create public open spaces and pedestrian experiences 16 that encourage a healthy environment. 17 Our proposed plans would potentially bring 18 up to 2,000 jobs to Clayton, 1,000 of which are new 19 jobs to the State of Missouri. We are dedicated to 20 strengthening the community and we look forward to 21 working in partnership with the state and local 22 officials to obtain all of the necessary governmental 23 approvals, in order to make this project a reality. 24 Centene remains committed to the transparent process 25 that's been in place and we truly appreciate all of the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

31 1 comments and feedback. 2 At this point, I would like to introduce 3 Cindy Brinkley. Cindy? 4 MS. BRINKLEY: Thank you, Bill. Good 5 evening, Mr. Mayor and members of the council. Thank 6 you very much for allowing us to have a few minutes to 7 speak. As Bill mentioned, I have the privilege of 8 meeting the company's growth and development 9 activities. 10 I would just like to spend a couple of 11 minutes and talk to you about, kind of where we are and 12 where we have been and why this is so important to us. 13 As you can see here, we are now in 28 14 states with over -- almost 29,000 employees, 28 states 15 with over 280 solutions. 16 What I don't you is that five years ago, 17 we had five thousand employees and we were in eleven 18 states, with eighty different solutions and so that's 19 why, to Bill's point, that we were named by Fortune, 20 the fourth fastest growing company, actually in 21 America. 22 As well as that, were named 124 on 23 Fortune's list. That's probably -- be about 75 today, 24 because that did not include our Health Net 25 acquisition. So in fact, just even this year, we have Concannon & Jaeger St. Louis, Missouri (314) 421-1000

32 1 hired over 600 people, just here in the St. Louis 2 region. So growth and what all goes with that has been 3 a very important part of the company. 4 So not only have we been a growing company 5 but it has been very important to us to be a member of 6 the community and you can see here, some of the 7 organizations that we have been contributors to, not 8 only from a financial standpoint but also through 9 people, through leadership. 10 A lot of our employees serve on area 11 boards and so being a part of the community is very, 12 very important to Centene. So not just a part of the 13 St. Louis region but also Clayton, specifically. 14 And so we are very proud to be a good 15 partner here in Clayton. You can see some of the 16 activities that we have been involved with, if it's 17 been from working with the police department to the 18 fire department, sponsoring the art fair. Being a part 19 of Clayton has been very important to Centene. 20 So if you think about the campus and what 21 it's going to mean, you can see here, having, you know, 22 the number of high-quality jobs that this will bring as 23 well as the construction jobs but it's really more than 24 that. There's a great multiplier effect here, that we 25 have and I think there's been a lot of articles written Concannon & Jaeger St. Louis, Missouri (314) 421-1000

33 1 about, in terms of for every job that is created, 2 there's one to two jobs that follow that. So we 3 believe that this project is going to be -- have a 4 great multiplier effect. 5 And so if you think about it, we are not 6 doing -- we are not building just for who we are today 7 but we are actually building for where we are going to 8 be tomorrow. We are building for the future and we 9 are -- we appreciate the opportunity to present 10 tonight, Mr. Mayor. Thank you. 11 I would like to introduce now, Bob Clark, 12 who is going to walk us through some of the specifics 13 of the plan. Bob? 14 MR. CLARK: Good evening, everybody. 15 Mayor, Aldermen, thank you for hearing us tonight. I 16 wanted to thank Bill and Cindy for their comments. I 17 appreciate that very much. You have been at this for a 18 while now. 19 This is our introduction, the SDD to the 20 Board of Aldermen. We have taken the process very 21 seriously and I want to start out by introducing what I 22 think is really a remarkable team. 23 When we built the original Centene project 24 back in 2009, we broke ground, we had the same team, 25 Cushman Wakefield, Chris Reutershan is in the audience, Concannon & Jaeger St. Louis, Missouri (314) 421-1000

34 1 Eli Hoisington, a young gifted architect on the team of 2 HOK and the Clayco team has been working with Centene 3 very diligently over the years, during the Master Plan 4 process and so it's the same team that's been working 5 on the project, really, for many years. Gyo Obata is 6 not here tonight. He's been very, very involved in the 7 project and is the lead designer on the project. 8 So Clayco, founded here locally. I 9 started the company about 30 years ago. Very proud of 10 my St. Louis heritage and the fact that I've had 11 terrific experience right here in Clayton, my very 12 first development was the Shaw Park Plaza. 13 Almost, you can see it out in front of 14 this building right here. We bought that building in 15 1998. We went on to build what we think is an 16 extremely successful project. 17 I'm sure some of you are probably 18 residents at the Plaza, that we built in 2000, 2001 and 19 '02 and then in 2009, we built the Centene and all of 20 these projects, I was very intricately involved in 21 every aspect of the project as developer. 22 I think those projects are a terrific 23 example of our work but they also were projects that 24 will really stand the test of time. And believe it or 25 not, some of the things having to do with those Concannon & Jaeger St. Louis, Missouri (314) 421-1000

35 1 projects were controversial but when they were 2 completed, I think everyone would agree, they have been 3 an excellent addition to the skyline and to the 4 community. 5 We are here tonight, as the Mayor said 6 earlier, for a very specific request, for the Special 7 Development District and the Special Development 8 District request is for the area within the CBD. 9 That as we have gone through in exhausting 10 detail with the Plan Commission and I will go through 11 in a little bit, the area that we are talking about 12 developing, the subdistrict is bound by Hanley Road, 13 Forest Park Parkway and Forsyth and then we have 14 Carondelet coming through the middle of the development 15 where the roundabout is here. 16 So we committed very early to the process, 17 far before we ever met with the public. We committed 18 to our own team internally and to Mike Neidorff that we 19 were going to have an extensive and transparent process 20 with the community. 21 That we would do community engagement and 22 then we would work with the community, come up with the 23 right kind of plan for Centene and the right kind of 24 plan for the community. While we never believed that 25 we could get every single person to advocate for us or Concannon & Jaeger St. Louis, Missouri (314) 421-1000

36 1 agree with every aspect of the project, we, I think, 2 have done an exhaustive job of trying to get as much 3 ownership into the planning process as possible. We 4 initially showed the project in a public forum on June 5 6th at City Hall. 6 We did a full, detailed presentation. We 7 had a public town hall presentation that we heavily 8 advertised in the neighborhood associations, that was 9 very well attended on July 17th. 10 We have had more than 16 meetings now with 11 the residents of the Crescent and we have, I think, 12 productive ongoing discussions occurring as we speak, 13 to find common ground. 14 While I am not saying that they are 100 15 percent in agreement with our project, we, as I said, 16 are having productive ongoing discussions. We have met 17 with -- multiple other neighbors on multiple other 18 occasions, every single time someone has called me, I 19 have returned their phone call. 20 I have offered to make myself available 21 100 percent of the time and that was the Old Town 22 residents to the north and the people who are operating 23 the Ritz-Carlton Hotel. I have had multiple meetings 24 with residents of the Plaza and invited a meeting of 25 all of the residents in the lobby of their building. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

37 1 It still looks really good. I have had -- our team has 2 had extensive weekly meetings with the city staff since 3 May 11th, every single week. It's been a very 4 productive process since the beginning, to deal with 5 multiple, complicated issues. 6 We have also addressed over 392 questions 7 and comments and specific things that staff wanted us 8 to deal with in the traffic study. We met with all of 9 the utility providers. 10 I think we have common ground plans with 11 all of the utilities and we have met the Citizens for 12 Modern Transit and MetroLink. We take public 13 transportation very seriously in our development. 14 We participated in the public hearing 15 process of which you are very familiar, so I won't go 16 through exhaustive detail with that. So the Special 17 Development District encompasses the zoning of the 18 projects. 19 Again, the current headquarter building, 20 which is here on this presentation. This is Forsyth. 21 This is Hanley, where it intersects our project. There 22 are four subdistricts. Here is Subdistrict 1, 23 Subdistrict 2, Subdistrict 3, Subdistrict 4. But 24 tonight, we are here just asking for the Special 25 Development District and it would be our intention Concannon & Jaeger St. Louis, Missouri (314) 421-1000

38 1 then, to come and go through an exhaustive process with 2 both the ARB and all of the other governing bodies, to 3 get all of our architectural approvals. 4 When the SDD is complete, the area in dark 5 blue would be the zoned areas within the SDD and this 6 is Carondelet, the roundabout, by the way it comes 7 through here. 8 This is Forsyth. This is our existing 9 campus, here. This is Subdistrict 4, which is our 10 original 7711 Carondelet building. This is where the 11 Wine Merchant was. This is Forsyth and this is to the 12 east of the Ritz-Carlton Hotel property. 13 This is just a little bit more detail on 14 the subdistricts. So that is what we are requesting 15 tonight and I think to my point earlier, about the 16 ongoing discussions with the neighbors, various other 17 constituents, residents have talked to us about a 18 variety of things and based on the fact that we believe 19 that we are in productive talks with our neighbors at 20 the Crescent, we have talked about adding a few 21 stipulations to the project. 22 Based on that cooperation going forward, 23 we know there's been an issue of the building clearing 24 the balconies. So the new office tower on Subdistrict 25 1 will be moved north, to clear the western balconies Concannon & Jaeger St. Louis, Missouri (314) 421-1000

39 1 of the Crescent. One of the issues that is addressed, 2 both from the traffic studies and has been a request of 3 various residents and neighbors is to leave Lyle in 4 place. 5 Previously, we were relocating Lyle to the 6 west, so we are now in agreement to leave Lyle, align 7 as it is now and any alignment that we would do into 8 our various other parking structures would be at Lee 9 and at North Lyle. 10 That's also in conjunction with the 11 traffic study and I think it answers a lot of questions 12 about some of the complicated traffic issues. Another, 13 what I would call concession that we have given, a lot 14 of consideration to and addressed some concerns that we 15 would move Lyle to -- back to its current position, 16 actually not moving it but in our plans, leaving it 17 located where it is now. 18 We have agreed -- with the Plan 19 Commission, we agreed that the garages would not be 20 taller than eighty-nine feet, six inches, which is 21 lowered from ninety-nine feet, six inches. We agreed 22 to the west, that our structure would not be more than 23 sixty-nine feet, six inches. To the east, thirty feet, 24 would not be taller than sixty-nine feet, which I think 25 is going to go a long way to opening up the north face Concannon & Jaeger St. Louis, Missouri (314) 421-1000

40 1 of the Crescent building and then the other thing that 2 I think we really want to talk about is the feedback 3 that we have gotten from the residents of the 4 community. 5 We really want the Forsyth facing garages 6 to look like residential buildings and we have agreed 7 to clad these buildings and we shared this concept but 8 we also said that the Forsyth buildings would 9 accommodate all ground level uses and masonry 10 residential scale facade treatment with canopies and 11 the like, again, all of this is to thoroughly and fully 12 vetted as we go through more extensive ARB proceedings. 13 But we did want to answer some of the 14 questions that the community has asked we know other 15 officials and staff had asked some of these same 16 questions. 17 You know, we also are committed to a 18 continued, rigorous design process that we know will 19 involve multiple iterations. I think the other 20 question that has been asked of us, multiple times and 21 we just can't emphasize how important this is at this 22 point, this stage of the development to know as Cindy 23 mentioned earlier, that the company is growing so 24 rapidly and we really are trying to build the project 25 for tomorrow, not just for today. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

41 1 Some of the information that we have from 2 our own project, where we started out with a parking 3 garage that had about twelve hundred cars in it, we 4 added during construction, parking for the future 5 expansion of the garage and now, we are currently at 6 full capacity, having not built the office space, so we 7 really are utilizing six per thousand parking. 8 In the new office space of the future, all 9 office users are going to densify their office space. 10 It doesn't mean these are, you know, not service type 11 jobs. These are still very high paying jobs, just a 12 denser use. 13 We hope that we have done a good job and 14 like to answer more questions about these issues of the 15 parking but we really feel like, to start out with, 16 that we need the full 5,800 parking spaces, because 17 that is what the current math shows, if we utilize the 18 building exactly like we designed it, that we would 19 need it. 20 The last thing we want to do is to build 21 the project, not have enough parking and have people 22 driving around the neighborhoods, looking for parking 23 spots. So that is our presentation. 24 THE CHAIRMAN: Okay. Thank you. Any 25 questions for -- Concannon & Jaeger St. Louis, Missouri (314) 421-1000

42 1 MS. GARNHOLZ: Mr. Clark, with regard to 2 the garages, first of all, you said the height would be 3 no higher than sixty-nine feet, six inches? 4 MR. CLARK: So it would be -- 5 MS. GARNHOLZ: Eight-nine? The height of 6 the garages. 7 MR. CLARK: So the garage, the structures, 8 garages are called for in the SDD, actually go through 9 the plan, to not be taller than eight-nine feet, six 10 inches. 11 But in our talks with our neighbors at the 12 Crescent, we have agreed that we would not build the 13 structures higher than sixty-nine feet, six inches, 14 sixty feet to the west of Lyle and sixty-nine feet, six 15 inches to the east of Lyle. So we are actually doing a 16 carve out of the garages, to make those areas lower, to 17 open up the area. 18 MS. GARNHOLZ: And that's -- you did that, 19 offering that to the Crescent? 20 MR. CLARK: We did. 21 MS. GARNHOLZ: Okay. That is something 22 they asked you to do? 23 MR. CLARK: It is. 24 MS. GARNHOLZ: Okay. And then how does 25 that affect the -- first of all, are there fewer Concannon & Jaeger St. Louis, Missouri (314) 421-1000

43 1 levels? 2 MR. CLARK: Yes. There would be -- in 3 those areas, there would be fewer levels of parking. 4 There would be less cars. We are reducing the number 5 of cars up and now, those cars are in the ground. The 6 total number of cars doesn't change. 7 MS. GARNHOLZ: So the cars that are no 8 longer in the notch outs, are going where? 9 MR. CLARK: Are underground. 10 MS. GARNHOLZ: Are on the ground? 11 MR. CLARK: Underground. 12 MS. GARNHOLZ: Underground, okay. 13 Excellent. Okay. 14 MR. CLARK: Lower level. 15 MS. GARNHOLZ: And then you said that you 16 were going to face the garages to look like apartments? 17 MR. CLARK: Yes. 18 MS. GARNHOLZ: On all sides? 19 MR. CLARK: All sides. All sides of the 20 garage would be treated as residential structures. 21 When we built the Plaza in Clayton, where -- directly 22 across from the Crescent, the first five stories of 23 that building are a parking structure, so all of the 24 areas of the retail, were actually a structure, a 25 parking facility and we're recommending -- stipulating Concannon & Jaeger St. Louis, Missouri (314) 421-1000

44 1 that we would do a similar type of treatment, of brick 2 and glass on all sides of the structure, parking. 3 MS. GARNHOLZ: Okay. And then you are 4 moving the Hanley tower north, so as to -- 5 MR. CLARK: Clear the balconies. 6 MS. GARNHOLZ: All of the balconies of the 7 Crescent? 8 MR. CLARK: All of the balconies of the 9 Crescent, of the -- 10 MS. GARNHOLZ: On the west side, on the 11 west side? 12 MR. CLARK: West side. 13 MS. GARNHOLZ: Yes. 14 MR. CLARK: The center balcony area. 15 MS. GARNHOLZ: On the north and of the 16 west side of the Crescent? 17 MR. CLARK: Yes. 18 MS. GARNHOLZ: Okay. And again, was that 19 at the request of the Crescent? 20 MR. CLARK: It was. 21 MS. GARNHOLZ: Okay. I don't have 22 anything -- I think that is all that I have. 23 THE CHAIRMAN: Okay. Anybody else? 24 MR. BERKOWITZ: Thank you, Mr. Clark and I 25 just have one question for you and I guess maybe it Concannon & Jaeger St. Louis, Missouri (314) 421-1000

45 1 does a little bit with the parking thing. And I 2 appreciate your chart up there, where you showed about 3 what is happening now, with your present Centene 4 building and I just still couldn't make heads or tails 5 out of it. 6 So when you are -- I actually visited your 7 parking lot, today, your parking structure over at the 8 Centene building and I noticed there were about 120 9 spots that were open at about 1:30 this afternoon. 10 So I am just trying to figure out if -- 11 when you were talking about you, you know, sort of the 12 ratios that you were putting together, is that typical 13 what I saw today? 14 MR. CLARK: No. I was there today, too 15 and it was lightly used on the second level today. 16 MR. BERKOWITZ: Yes, it was. 17 MR. CLARK: There's -- I would say at 18 least 50 percent of the time, you can't find a spot on 19 that level and so this has to do with the ebb and flow 20 of the business, when they are having training sessions 21 off site versus on site. 22 But when the majority of their employees, 23 85 percent or so of their employees are in the 24 facility, which is average, then almost every parking 25 spot -- we only have 200 available parking spots within Concannon & Jaeger St. Louis, Missouri (314) 421-1000

46 1 our entire parking garage but you are right about -- 2 today was a light day on the parking. 3 MR. BERKOWITZ: Okay. Thank you. 4 THE CHAIRMAN: So let's just clarify that 5 a little bit more here. When the original -- when the 6 tower was built in 2010, parking was approved for that 7 facility but then we approved you to add 700 -- is that 8 about right, 700 -- 9 MR. CLARK: Actually, I just went through 10 this study and we actually had 1,300 cars, total in 11 our -- and we added 440 cars for this future expansion. 12 THE CHAIRMAN: So you added 440 and that 13 was intended for, at that time, a building to be built 14 south of the tower? 15 MR. CLARK: Correct. 16 THE CHAIRMAN: And so with 120 spots, 17 let's say that's an average. If you hadn't built the 18 extra 400, you would have had people driving around -- 19 MR. CLARK: They wouldn't be able to park 20 in our facility. 21 THE CHAIRMAN: So where -- 22 MR. CLARK: We have that happen now, every 23 once in a while, where we don't have enough parking 24 right now. 25 THE CHAIRMAN: Yeah. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

47 1 MR. CLARK: The company is hiring 40 2 people a month, in some cases and it's a struggle at 3 this point. 4 THE CHAIRMAN: I will just make a comment. 5 As long as I have been involved with things in Clayton, 6 we have never been addressing a developer to build few 7 parking spaces. 8 MR. CLARK: I would have to completely 9 change my strategy in my negotiations. 10 THE CHAIRMAN: Yeah. Okay. Any other 11 questions up here? All right. 12 Thank you, Mr. Clark. 13 I'm under the understanding that we have 14 sign ups of people. Madame City Clerk; is that 15 correct? 16 MS. FRAZIER: Yes. 17 THE CHAIRMAN: So why don't we go with 18 that first and then we can see where we go from there? 19 MS. FRAZIER: Okay. Our first speaker to 20 sign up was John Somet. 21 VOICE: Where do I sign up? 22 THE CHAIRMAN: Do we have more sign ups or 23 how do we -- how are we handling that, June? 24 MS. FRAZIER: Courtney? Courtney, do we 25 have another sign-up sheet? Concannon & Jaeger St. Louis, Missouri (314) 421-1000

48 1 THE CHAIRMAN: Or sheets, if other people 2 want to get on the list. 3 VOICE: I would like to sign up. 4 THE CHAIRMAN: Okay. Who is taking care 5 of that? 6 MS. FRAZIER: The sign-up sheets are 7 outside the door, on the table, as you came into the -- 8 THE CHAIRMAN: They will bring them in. 9 We will have them bring in and anybody that wants to 10 sign up, can. 11 Please state your name and your address, 12 please. 13 DR. SOMET: My name is John Somet, 14 physician in Clayton for 18 years. We live at 801 15 South Bemiston Avenue and Mayor Sanger and Alderman 16 Berger and the other aldermen and alderwoman, I 17 appreciate the opportunity to address this audience. 18 My first concern is with the actual number 19 of cars in parking spots. From what I heard, from the 20 traffic expert, he was basing his studies on an 21 additional 2,000 automobiles but all of the literature 22 we -- all the literature which I receive, say there 23 will be an increase of approximately 5,200 parking 24 spots. So are we going to discuss traffic plans for an 25 additional 2,000 vehicles or the 5,000 that you are Concannon & Jaeger St. Louis, Missouri (314) 421-1000

49 1 counting on, in the parking garages? And my second, my 2 second concern is nobody has mentioned that Hanley is a 3 main artery from north to south and it's full of very 4 nice, booming businesses, Home Depot, Menard's, Walmart 5 and they are feeding cars onto Hanley, which will 6 further clog up traffic lanes. 7 Now, Sri talked about gridlock. I have 8 already seen gridlock here on Brentwood, on Hanley. I 9 have personally experienced it. You know, it only 10 lasted five or ten minutes but it was much more than 11 the stated fifty-five seconds at the level. 12 So, I mean, it has already happened and 13 it's, at times, it's even dangerous for me to cross 14 Hanley. Part of that is because I have a bad knee but 15 nevertheless, it's dangerous. 16 I'm certainly, I'm certainly glad that 17 we're having Centene here and that Centene wants to 18 make this its headquarters -- well, it is its 19 headquarters and I appreciate Mr. Neidorff's intentions 20 and I think it is all well and good. 21 But this is like having an elephant come 22 into your house. It would be intolerable. Clayton, at 23 the present time, according to Wikipedia, has, based on 24 the 2010 census, has 15,900 residents. In 2000, when 25 the census was taken, there were 12,000 residents. So Concannon & Jaeger St. Louis, Missouri (314) 421-1000

50 1 that's an increase of approximately 3,000 but what was 2 interesting to me was that the density, the density of 3 Clayton went from 5,164 people per square mile in 2000 4 to 6,427 per square mile in 2010, the last time the 5 census was taken. 6 So that's a 24.4 percent increase but when 7 you increase the automobiles, rather, when you increase 8 the people, you know, by five thousand over a three 9 year period, that represents, really, about a 10 thirty-one percent increase. 11 So we are going to go up by 31 percent 12 more workers here during the day, approximately 5,000 13 people who are going to occupy those 5,000 new parking 14 spots and throw that into the 15,960 that are already 15 here. So that represents a 24 percent -- well, that 16 represents a 24 percent increase and -- or -- actually, 17 it represents a 31 percent increase. 18 But if you spread that over the projected 19 three years in the project, it is ten percent a year. 20 So when we went from 2000 to 2010, we were going up in 21 population 2.4 percent a year and I think we tolerated 22 that. I didn't have any problem. I didn't have any 23 problem with that but to go from 2.4 percent increase 24 in population to approximate a ten percent a year 25 increase in population, if this project is developed Concannon & Jaeger St. Louis, Missouri (314) 421-1000

51 1 three years, I think will be intolerable. I just don't 2 want an elephant in the living room and when I order 3 steak, I don't want the whole cow. I can only digest 4 so much. 5 Another problem that, aside from the fact 6 that there are multiple businesses feeding cars into 7 Hanley is that the county controls Hanley Road. The 8 city doesn't control it. 9 And then I would ask, do the aldermen feel 10 that they have any allegiance to the existing hotels to 11 the city? The existing hotels already have 1,026 rooms 12 and Centene is proposing an increase of 110. 13 That would be approximately a ten -- they 14 are going go up ten percent on rooms and thirty-one 15 percent on the cars in their three year period. So I 16 guess the rooms are their investment and their money is 17 at risk, so they are going to go easy on the room 18 increase. 19 So as a physician, my only request would 20 be that you don't swallow this whole beast at one 21 sitting. As a physician, we do things gradually. When 22 we need to give insulin, we give a little bit and 23 reassess. And when we give blood, we do the same 24 thing. So I am hoping that -- I think Centene should 25 be here and -- but reassess every six months. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

52 1 To do the four special districts all at 2 once is intolerable and it should be simply pick one 3 subdistrict and proceed and we will reassess. And if 4 it's a success and we don't have gridlock, then it was 5 a good job. 6 THE CHAIRMAN: Thank you. 7 DR. SOMET: Thank you. 8 THE CHAIRMAN: John, I appreciate the 9 things that you said, you know, it was all things that 10 needed to be said. I know there is some confusion on 11 some stuff. I hope that we get that cleared up for 12 you. Now, that we have had a speaker, thank you. 13 VOICE: Is it 5,000 -- 14 THE CHAIRMAN: If you would please -- I'm 15 sorry. 16 VOICE: Is it 5,000 cars or 2,000 cars? 17 THE CHAIRMAN: Okay. In reality -- and I 18 am not going to debate with anybody but the 2,000 19 number is during the rush hour, which is a 35 minute 20 period. Not only -- that's what they studied, is the 21 worst case scenario, which is morning and evening rush 22 hour. Thank you for coming up. 23 Now, I would only ask that when you come 24 up, we have been through many, many hours and that is 25 fine. We have read minutes from Plan Commission. We Concannon & Jaeger St. Louis, Missouri (314) 421-1000

53 1 have studied a 400-page document, that we just received 2 on Friday. And I know a lot of people here have heard 3 a lot of this. I don't want to cut anybody down on 4 time but I would appreciate if when you come up, you 5 get to your point and we'll ask questions if we don't 6 understand where you are. 7 June, who is next? 8 MS. FRAZIER: Okay. Mr. Sid Sriderth and 9 then Ms. Mary Neal will be after him, if you would like 10 to come up. 11 MR. SRIDERTH: Good evening. My name is 12 Sid Sriderth. I'm a resident -- 13 THE CHAIRMAN: Lift it up. 14 MR. SRIDERTH: Is this better? Good 15 evening. My name is Sid Sriderth. I live at 7420 16 Byron Place in the Moorlands. I have been at the last 17 few hearings and I am in support of this development. 18 VOICE: We can't hear you. 19 MR. SRIDERTH: So I have been at the last 20 few hearings. 21 VOICE: Put it up -- 22 THE CHAIRMAN: Put it up to your -- 23 MR. SRIDERTH: Is it better here? I have 24 been at the last few hearings and I am in support of 25 this development. So I would like to talk today, talk Concannon & Jaeger St. Louis, Missouri (314) 421-1000

54 1 to you, about why I think this development would be 2 great. I graduated from the University of Missouri a 3 couple ago and I moved to Clayton after that, so I am 4 pretty recent resident of the city. 5 I have a great job at Centene, doing 6 mergers and acquisitions. I am very fortunate to have 7 this job but I can't say all of my friends are the 8 same. 9 Many of my friends, after college, have 10 moved away, from St. Louis, to other cities, like 11 Chicago, Nashville and Kansas City, because there is 12 more job creation there. There is more job growth. 13 It's great that they are moving and sad, 14 because there is plenty of opportunity here. You know, 15 we all have an opportunity to support a great company 16 in its development, to create more jobs and to create 17 higher wages and basically, make this community a 18 better place. 19 I think we have a duty, a civic 20 responsibility to transform this community for the next 21 50 years. I know a lot of residents have kind of 22 opposed the increase in traffic and the additional cars 23 on the road. To be honest, I have walked, I have 24 walked a lot more recently, because I live so close to 25 work and I am able to get in and out of the city, so in Concannon & Jaeger St. Louis, Missouri (314) 421-1000

55 1 that aspect, this will give an opportunity for many of 2 the residents to increase walking and travel more by 3 foot and with all of that green space and all of the 4 additional attractions that the Centene development 5 will bring, I think it will be great for people to 6 embrace that. 7 I think, you know, like I said, we have an 8 opportunity and a privilege to support a company that 9 is willing to do this. Many of you have been here for 10 years and years and I grew up in St. Louis and I can 11 say, I can't even remember another time another company 12 has proposed anything like this. 13 So in that regard, I think, you know, we 14 have the privilege to transform our community for the 15 next 50 years and make Clayton a better plan than the 16 way that we found it. Thank you. 17 THE CHAIRMAN: Thank you. 18 MS. NEAL: My name is Mary Neal. I live 19 at 7270 Northmoor, which is one street south of Forsyth 20 and my daughter went to Wydown and Clayton High School. 21 But anyway, I'm here because I haven't 22 seen much discussion of the traffic on Forsyth, east of 23 downtown. It already backs up every day. It's a 24 two-lane residential street. It can't be expanded to 25 four lanes, because it's residential. Northmoor to the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

56 1 south is a very narrow street. We already have people 2 cutting through, trying to get around traffic on 3 Forsyth. Lindell, one street to the north, is also a 4 narrow, residential street. People also cut through up 5 there. 6 It backs up, literally, every day at rush 7 hour. At Northmoor, we don't have any other way to get 8 out of our street. We have many small children and 9 people speed when they cut through but I mean, I think 10 all, except for Clayton, it's U City but it's also -- 11 it affects Clayton, the back ups and it's a two-lane 12 residential street. 13 There was a presentation scheduled for the 14 U City Planning meeting tomorrow but it got canceled. 15 Are we rescheduling that soon, I hope? Because we 16 haven't heard about it and I haven't seen it in the 17 planning, in the traffic studies and I think you all 18 really need to consider it. 19 THE CHAIRMAN: Thank you. Thanks. 20 MS. FRAZIER: Okay. Our next two 21 speakers, Mike McMillian and Hal Sitrin. 22 THE CHAIRMAN: Welcome, Mr. McMillian. 23 MR. MCMILLIAN: Good evening, Mr. Mayor 24 and members of the board. My name is Mike McMillan, 25 president of the Urban League. Thank you for the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

57 1 opportunity and I will definitely be brief. As you 2 know, we have all given our opinion. The Urban League 3 is definitely in support of this proposal. 4 Centene has been an excellent partner to 5 us. When we worked in Ferguson, for example, Centene 6 was the first company that really stepped up to the 7 plate to make a difference. 8 When we needed someone to assist us, to 9 build our new center, Centene was there. When we 10 needed someone to invest, Centene was there and when we 11 have needed them in so many different ways throughout 12 this region, Centene has been there. 13 So we are definitely in support of this 14 project. Centene has transformed the corporate 15 landscape in St. Louis. As many different companies 16 have moved out, cut jobs, cut funding, cut civic and 17 charitable involvement, Centene has stepped up to the 18 plate and made the difference and helped us in so many 19 ways. So we definitely urge your support and thank you 20 for your consideration. 21 THE CHAIRMAN: Thank you, Mr. McMillian. 22 MS. FRAZIER: So Mike Miller, you will be 23 after Mr. Sitrin. 24 MR. MILLER: Okay. 25 MR. SITRIN: Good evening. Thank you, Mr. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

58 1 Mayor and Board of Aldermen. My name is Hal Sitrin and 2 I am one of the three members of the residential 3 community of the Crescent, which is the governing body 4 of the residential component of our condominium 5 building and I represent the rest of the residential 6 community. 7 During previous meetings of Clayton's 8 Architectural Review Board, several of our residents 9 have spoken about the Centene project and on a repeat 10 basis, it was stated that the Crescent is in favor of 11 Centene's expansion in Clayton. 12 However, it always was and still is our 13 hope that the project would be accomplished with the 14 sensitivity to the interests of its immediate neighbors 15 and the surrounding greater Clayton community. 16 This same message was repeatedly delivered 17 during the several meetings representatives of the 18 Crescent have had with Bob Clark and the Centene 19 officials. 20 Most recently, at the request of several 21 officials of the City of Clayton, the three residential 22 committee members, along with a representative of our 23 Clayton interface committee, sat down with Bob Clark 24 and Centene officials. The three meetings and numerous 25 phone calls that we have had to date have been very Concannon & Jaeger St. Louis, Missouri (314) 421-1000

59 1 cordial, with each party being respectful of the other. 2 The meetings started with each side sharing a stated 3 common goal, of understanding each party's position and 4 to ultimately obtain a resolution of our differences, 5 that would result in an accord being reached between 6 us. 7 We all wanted to achieve a signed 8 memorandum of understanding, which we had hoped to be 9 able to announce at this meeting tonight. It is the 10 belief of the Crescent representatives that progress 11 has been made towards this endpoint and we want to 12 thank Bob Clark and Centene for the project alterations 13 that he has already mentioned this evening. 14 However, although we feel that we are 15 close to signing a memorandum of understanding, we are 16 not there yet. There are still some issues to be 17 resolved before we can do that. 18 We believe that the Crescent residential 19 committee has, and will, continue to act in good faith. 20 We look forward to completing the task of future, 21 positive meetings with Bob Clark and Centene. 22 We ask for the support of our mayor and 23 our board of aldermen to help us achieve a successful 24 and harmonious outcome. It is our desire that Centene 25 and the Crescent be good neighbors. We look forward to Concannon & Jaeger St. Louis, Missouri (314) 421-1000

60 1 that. We look forward to working with Centene. Thank 2 you for your interest in his matter. 3 THE CHAIRMAN: Thank you, Mr. Sitrin. 4 Thank you. That is good information and good news. 5 Thank you. 6 MS. FRAZIER: After Mr. Miller, will have 7 Brian Roy. 8 MR. MILLER: My name is Mike Miller and I 9 live at 7500 York Drive. I was a longtime resident of 10 Clayton. My children went to the Clayton schools. I 11 moved away for a while and came back in 2012, after my 12 wife passed away and I bought a duplex that is about 13 half the size of the house that I came from and about a 14 quarter of the lot that I had. 15 I noticed -- I don't know if this is the 16 appropriate time to talk about this or not. The 100 17 million dollars of tax relief that is going to go to 18 Centene as a result of this project. 19 THE CHAIRMAN: That's not on the board 20 here at all. In fact, that's not even a part of our 21 conversation tonight. 22 MR. MILLER: Okay. Well, I will come back 23 then, when that is part of the conversation. Secondly, 24 the other point that I would like to make is that 25 having lived here now for almost four years, five Concannon & Jaeger St. Louis, Missouri (314) 421-1000

61 1 years, going on five years, I don't think I try to 2 drive down Hanley Road any morning or any evening that 3 there hasn't been some sort of construction project 4 during the day, that has gone on, on Hanley Road, that 5 has caused delays in traffic and continues to this day. 6 I wonder what that traffic on Hanley Road 7 is going to look like during the construction of this 8 gigantic complex that we are talking about here. I 9 also heard their traffic man talk about -- the guy who 10 talked about traffic, he talked about after the 11 development was complete. 12 As I understand it, the development will 13 take almost seven years to complete. What happens to 14 the flow of traffic during that seven year period of 15 all of that construction? Now, are we going to be 16 digging up Hanley Road every two days, as we have in 17 the past or is that going to be different? 18 THE CHAIRMAN: Why would we be digging up 19 -- 20 MR. MILLER: Because you are digging it up 21 now, almost every time I drive down Hanley Road, there 22 is another construction project going on, on Hanley 23 Road. I am just curious. If this study was done after 24 all of this was completed, what does the traffic look 25 like during the seven year period when the construction Concannon & Jaeger St. Louis, Missouri (314) 421-1000

62 1 was going on? 2 THE CHAIRMAN: Thank you. 3 MR. MILLER: Thank you. 4 MS. FRAZIER: After Mr. Roy, we will have 5 Jim Zimmerman. 6 MR. ROY: Hello, Mr. Mayor and the Board 7 of Aldermen. My name is Brian Roy and I am the interim 8 executive director of Variety and Children's Charity of 9 St. Louis and I thought it might be helpful just to 10 illustrate the impact that Centene's support for 11 Variety has had on some residents of Clayton, children 12 with disabilities. 13 For the past four years and again this 14 December, we hold an adventure camp at The Center of 15 Clayton facility across the street here. 16 Clayton residents with special needs, like 17 Alicia and Louis have not only attended our adventure 18 camp but also participated in our Variety children's 19 theater program. 20 And a significant reason we can do those 21 things, as well as provide vital medical equipment and 22 therapy, at no charge to families, like Alicia's and 23 Louis' is because of the support we get from Clayton, 24 through the Centene Corporation. Through their 25 charitable foundation, an endowment was set up to make Concannon & Jaeger St. Louis, Missouri (314) 421-1000

63 1 sure that adventure camp will be around, not only today 2 but in the future, for all children with physical and 3 developmental needs and they will always have that 4 opportunity to socialize, explore and create, in a camp 5 setting. 6 For the past five years, Centene has also 7 been one of the top sponsors of Variety children's 8 theater program and that gives hundreds of kids with 9 special needs the experience of participating in 10 classical live musical theater. 11 Thanks to Centene's Chairman Michael 12 Neidorff and the board of directors, our annual Dinner 13 with the Stars Gala, an event that brings greats, like 14 Lionel Richie and Carlos Santana and Harry Connick, 15 Jr., right here to the St. Louis area. 16 It's been fully underwritten by Centene, 17 to make sure that every dollar we raise that night 18 actually goes to the children with disabilities. 19 It's no exaggeration to say that in the 20 pantheon of Variety's corporate partners, Centene is 21 there at the very top. And it only makes sense. After 22 all, Centene supports organizations that deal with 23 youth and health-related issues every day, just like we 24 do. It's also no exaggeration to say that without 25 Centene's support, Variety wouldn't be where it is Concannon & Jaeger St. Louis, Missouri (314) 421-1000

64 1 today and neither would almost 10,000 kids with special 2 needs that we serve. So I would like to thank the 3 mayor and the board for this opportunity to give voice 4 to just some of the wonderful work that Centene does 5 and enriching Clayton and the greater St. Louis 6 community. 7 THE CHAIRMAN: Thank you. 8 MR. ROY: Thank you. 9 THE CHAIRMAN: Next? 10 MR. FRAZIER: After Mr. Zimmerman, we will 11 have Jan Akerberg. 12 MR. ZIMMERMAN: Hi. My name is Jim 13 Zimmerman. I live at 57 Aberdeen Place, so the east 14 end of Clayton. I have been a Clayton resident for 35, 15 36 years now and a long time St. Louisan. 16 Having seen, you know, the pretty much 17 anemic growth that's in Clayton in the past 30 years, 18 with a few exceptions, the Centene plaza and the 19 development around Carondelet, it's been exciting to 20 see a project like this put on the table. 21 It's truly transformative for the City of 22 Clayton and quite frankly the central county and the 23 city, itself, as a whole, the region, itself, as a 24 whole. For somebody like myself, my wife, who now we 25 are empty nesters. A project like this, although the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

65 1 timing might not work out, would be the kind of thing 2 that would keep us in Clayton, once we decide to 3 downsize and want to live in a -- which we do, we live 4 in a more walkable, densely populated part of the city, 5 where we wouldn't need a car. 6 We can walk to various amenities. This is 7 the kind of project that helps bring critical mass to 8 our downtown area and to our city, as well as, 9 obviously, helping our school district with the taxes 10 thrown off and bringing vitality to the city, bringing 11 youth, bringing jobs and attracting the kind of 12 residents that I think we want in our city. 13 So I recognize that there's some pain that 14 we will probably go through, from a traffic standpoint. 15 I think the scale of the project makes perfect sense, 16 you know, from the structure of the buildings and how 17 it fits into our landscape. 18 We do have, you know, just like any big 19 city, which we are, you know, any urban area, you know, 20 there's going to be pinchpoints, where we have traffic 21 issues. 22 You either try to stay off the streets or 23 you use more mass transit and public transport or just, 24 you know, time things appropriately. But I think we 25 will get through that and given the chance to get this Concannon & Jaeger St. Louis, Missouri (314) 421-1000

66 1 project moving forward, it will be great for the area. 2 Thank you. 3 THE CHAIRMAN: Thank you. Thank you very 4 much. 5 MS. FRAZIER: After Ms. Akerberg, there 6 will be David Grebel. 7 MR. AKERBERG: Hi. My name is Jan 8 Akerberg. I have lived in Clayton for 26 years and 9 I've got to tell you how excited I am that the board of 10 aldermen, the mayor, Centene and HOK, Clayco, what they 11 are doing here. 12 Do you know how many cities would love to 13 have this opportunity? This is phenomenal. Yes. We 14 are going to have some problems. We heard plenty of 15 doomsday talking here a little while ago but I think 16 we've got a lot of great minds and we'll get through it 17 and what a great place this is going to be, to live. 18 Thank you. 19 THE CHAIRMAN: Thank you, sir. 20 MS. FRAZIER: After Mr. Grebel, we will 21 have Carol Klein. 22 MR. GREBEL: Hi. My name is Dave Grebel. 23 I live over in Davis Place. I've got two kids, well, 24 one kid over at Meramec at the moment. I actually just 25 came from a soccer game over at Shaw Park with the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

67 1 Meramec Mustangs put a beat down on the Wilson School. 2 It was pretty impressive. My kid scored two goals, so 3 it was pretty nice. It was pretty nice. 4 THE CHAIRMAN: Just saying. 5 MR. GREBEL: Yeah. You know, I'm not 6 bragging but anyway, so the group of people I was with, 7 of course, were people who are all Clayton residents. 8 They are all around my age, 38 or well, some are older 9 but they are all people with kids in the schools. 10 They are people that are going to be here, 11 in this city for, you know, assuming you don't check 12 out early, quite a while, 40 something years. 13 And you know, when I walked around, 14 talking to people about how I was going to come up here 15 and do this afterwards, every -- I am not going to 16 speak for anybody else but there who was -- wasn't a 17 single person there who was like, that wasn't in favor 18 of this or was like wouldn't want -- everybody was 19 like, I don't see why you wouldn't want to do this. 20 So I don't claim to speak for anybody else 21 and I can't be as positive as the guy that just went up 22 here and stuff, that high level of energy but I just 23 think, from the standpoint of the people that are going 24 to be in this city for 30, 40, 50 more years and have 25 kids that -- money for the schools, money for the city Concannon & Jaeger St. Louis, Missouri (314) 421-1000

68 1 and just more places to go, when you can walk. I live 2 in Davis Place and we can walk to downtown in five 3 minutes. It is a lot better to actually have places to 4 go as opposed to the vacant lot and whatever is there 5 now. So anyway, thank you. 6 THE CHAIRMAN: Thank you. 7 MS. FRAZIER: Following Ms. Klein will be 8 Jared Parker. 9 MS. KLEIN: Hi. My name is Carol Klein. 10 I was adding it up and I have been a resident of 11 Clayton for 34 years now. In 34 years, you learn a few 12 things. 13 I live on Polo Drive and our only access 14 and egress is on Hanley Road. I am going to grab the 15 -- there we go. In spite of the concerns that I have 16 about that and the traffic on Hanley Road, that's 17 really not why I am here. 18 My concerns are -- and I really would like 19 the board of aldermen to take a very serious look at 20 this. Is this development sustainable and realistic? 21 I'm not opposed to development but I just 22 feel that this is an enormous scale, as it was referred 23 to earlier, being asked to put an elephant in our 24 living room. Once the zoning is changed, Pandora's box 25 is open. This is the fork in the road. I know that Concannon & Jaeger St. Louis, Missouri (314) 421-1000

69 1 the board, that many officials have looked at this, at 2 great length. I have attended meetings and studied the 3 plans but the bottom line question remains for me: If 4 this were, in fact, consistent with the Master Plan, 5 then why is it necessary to create a Special 6 Development District? 7 My understanding is that Centene is a 8 business, processing Medicaid and Medicare claims on a 9 state by state basis or as it was frankly stated, 10 government sponsored healthcare programs. 11 It says in their own materials that they 12 are a diversified, multinational healthcare enterprise. 13 My question is: When did Centene move strategically 14 into the office and community development business? 15 What is their track record in this area? 16 They have but built one building in midst of 17 controversy and by using eminent domain in Clayton. 18 I would like to ask the board of aldermen 19 if an independent developer had come in to propose a 20 development of 4.5 million square feet, at this scale, 21 with this level of experience, would their proposal 22 have been entertained? 23 Where are the studies that show not only 24 is this amount of office space feasible, beyond what 25 Centene will occupy but where are the market research Concannon & Jaeger St. Louis, Missouri (314) 421-1000

70 1 studies showing that a hotel a feasible, that there is 2 demand for additional auditorium space and that it will 3 be profitable and that there is a need for that 4 auditorium space? 5 Like everything in life, corporations have 6 a life cycle. Southwestern Bell, Arthur Anderson, 7 Enron have all changed or disappeared. If this was 8 Blockbuster circa 1985, we would likely be welcoming 9 them to bring their headquarters here with open arms. 10 But the only constant is change and I wish 11 Centene all the best. I hope that they will be here 12 for decades, if not centuries to come but my question 13 to the board of aldermen is: What is plan B? What 14 happens if these government regulations change, that 15 their business is dependent on? 16 If their business model is no longer 17 profitable, you are making the decision that will have 18 a long lasting impact for decades and I, for one, do 19 not want to see these office buildings become ghost 20 towns. 21 With a reduced tax income, how is Clayton 22 planning on buying new fire equipment, for example, not 23 to mention other infrastructure needs to put out, say a 24 fire of a 40-story building? And also, I have concerns 25 on sustainability on a different level, if you are Concannon & Jaeger St. Louis, Missouri (314) 421-1000

71 1 adding parking for 5,300 cars, then this is encouraging 2 a car friendly culture and discouraging forward looking 3 alternate transportation modes, which other cities, in 4 other parts of the country are not only adopting but 5 embracing. 6 Finally, on a personal level as a lifetime 7 resident, I found it condescending that I received a 8 number of phone calls masquerading as market research 9 calls, which were, in fact, sales pitches for the 10 development operating under other entities, such as a 11 subsidiary of Clayco and the Regional Chamber. 12 I received -- on September 2nd, I received 13 a survey call asking if I supported the new Centene 14 project bringing in 2,000 jobs, et cetera, et cetera. 15 It was clearly from a call center and at 16 the end of the call, she said the calls were being paid 17 for by the St. Louis Regional Chamber, of which Michael 18 Neidorff is a member of the board. 19 This does not, to me, present a good case 20 for either transparency or good faith. So I would ask 21 you again, board of aldermen, is this development, at 22 its current scale, sustainable and realistic? What is 23 plan B, if Centene's business model changes or 24 government regulations change? I would hope that you 25 would take a good, hard look at that. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

72 1 MS. FRAZIER: Adam Spielberg. 2 MR. PARKER: My name is Jared Parker. I 3 live at 7515 Buckingham Drive. Thanks for giving me 4 the opportunity to speak. I guess I would like to talk 5 about where I live. 6 I live in the Moorlands and the City of 7 Clayton has very high standards. In my neighborhood, 8 if you try to put in a retaining wall that has the same 9 size and same color of brick, that will get rejected by 10 Architectural Review and if you already started, you 11 will have to stop work. 12 So it is kind of surprising to me that 13 when our city pays for a Master Plan, like pays a lot 14 of money for it and plans something out carefully and 15 then a proposal comes around that doesn't meet that 16 Master Plan in any way, that we would sort of say, 17 okay, we are going to like rush this through and 18 approve it. 19 What we are basically talking about doing 20 here is putting a huge suburban office park in the 21 middle of Clayton. It's like sticking a Disney World 22 there. And what do you get with a suburban office 23 park? You have people coming into work in their car. 24 At the end of the day, they get in their car and they 25 leave and we are trying -- we are spending a lot of Concannon & Jaeger St. Louis, Missouri (314) 421-1000

73 1 time here, just trying to plan everything around these 2 cars. And that shouldn't be the goal here. What we 3 want to do is we want to design our city around people 4 and the Master Plan addresses that, through mixed-use 5 development. 6 And that's the goal of mixed-use. You try 7 to plan around people, where people can walk or they 8 can work, live and shop but you can't work, live and 9 shop with this development. 10 It's just a huge, suburban office park or 11 corporate complex, with cars and office space. It 12 doesn't make any sense and so I would urge the city to 13 go back to the days when they had cooler heads and they 14 came up with the Master Plan. 15 Just follow the plan you came up with. 16 There is no reason to give an exception to Centene. It 17 doesn't benefit our city in the long run. There may be 18 benefits but there's a great opportunity lost in 19 pushing this through and missing out on the chance to 20 do something great. Just follow the plan. Thank you. 21 MS. FRAZIER: Mike Stephens. 22 MR. SPIELBERG: My name is Adam Spielberg. 23 I live at 7416 Bland. I am a U City resident and like 24 Ms. Neal before, I actually have been talking to her 25 online and stuff. I have a big deal or kind of a Concannon & Jaeger St. Louis, Missouri (314) 421-1000

74 1 complaint about the traffic that is going to be going 2 down Forsyth. I would like to say that I am for the 3 project, in general but I would like to see that the 4 infrastructure supports it, which I don't really feel 5 falls on Centene. 6 I mean, I think that's kind of the city's 7 effort but that should be addressed before, you know, 8 we move forward. I have talked to the city planner or 9 one of the people in the city planner's office in U 10 City and kind of went over the changes. 11 It seems like everything except for Lyle, 12 is inside of U City and there -- Centene just withdrew 13 its traffic meeting or withdrew its meeting about the 14 expansion or whatever in U City and is pushing it back 15 to late October, maybe or something like this. 16 I kind of feel like these should be moving 17 in the same time, because I know that the garage is 18 proposed to push cars going down Forsyth but I mean, if 19 everybody on Northmoor gets angry and wants to put, you 20 know, speed bumps and change the speed limit to like 21 five miles an hour, put no through traffic on Forsyth, 22 I mean, Clayton is going to be not looking too good 23 with the traffic. So, I mean, I would like to see -- 24 or as a request of the development, the two cities 25 maybe move in the same time, because I know a lot of Concannon & Jaeger St. Louis, Missouri (314) 421-1000

75 1 people in U City are worried about, just the traffic on 2 Forsyth. It's pretty bad on Forsyth and I don't think 3 that the previous traffic studies have really looked 4 into it, because, I mean, it's -- I'll personally get 5 three or four cars waiting behind me when I am waiting, 6 to turn across traffic on Forsyth. 7 That and then -- I mean, I would like to 8 thank everyone again, because I think has the potential 9 to be a really good project but -- and I do like to see 10 that everybody is working well with the Crescent and 11 you know, moving both directions but I just really want 12 the traffic to be addressed on Forsyth, because that's 13 my only way of getting to my house. 14 THE CHAIRMAN: Thank you. 15 MR. SPIELBERG: Thank you. 16 MS. FRAZIER: John Hartwig, you will be 17 next. 18 MR. STEPHENS: Good evening. My name is 19 Mike Stephens. I'm a business owner at 150 North 20 Meramec and my issue relates to traffic again. I hate 21 to beat a dead horse but it seems to be a common theme 22 here tonight. 23 There are three typical ways of traveling 24 south out of Clayton and that is Brentwood, Hanley Road 25 and Big Bend. During evening rush hour, in particular, Concannon & Jaeger St. Louis, Missouri (314) 421-1000

76 1 those thoroughfares seem to be clogged on a regular 2 basis and on at least two or three workdays in a week, 3 it is complete gridlock on those streets. In fact, 4 sometimes it is bumper to bumper traffic. 5 It is very difficult to travel south, so 6 it doesn't make any sense to me that when you dump 7 2,200 additional cars into -- onto those streets, that 8 it would only increase my travel time by a minute and a 9 half. That doesn't meet the smell test to me. 10 So I would ask you, the councilmen and 11 staff to take a more detailed look at the backup detail 12 that was presented by the traffic engineer. 13 Also, when the gentleman on the council 14 asked what the solutions were to handling that 15 increased traffic flow, the answer I heard was 16 primarily, there would be a roundabout added and there 17 would be some new traffic lights. 18 Again, that doesn't pass the smell test. 19 That doesn't seem to me to be a sufficient way to 20 regulate the traffic control on those thoroughfares, 21 because all that is going to do is slow down the pace. 22 It's not really going to alleviate the 23 burden of the streets. So I would ask the council and 24 the staff to take another look at the traffic and pay a 25 little more attention and give a little more study to Concannon & Jaeger St. Louis, Missouri (314) 421-1000

77 1 that issue. Thank you. 2 THE CHAIRMAN: Thank you. 3 MS. FRAZIER: After Mr. Hartwig, we will 4 have Stacey Smith. 5 MR. HARTWIG: My name is John Hartwig. I 6 live at 7707 Davis Drive in Clayton. I have been a 7 Clayton resident since 1942, which is my entire life. 8 I've watched Hanley Road increase from a two-lane 9 highway to the four lanes now and traffic that has 10 evolved. 11 The only reason that I am up here to 12 comment is that I have a hard time connecting the 13 traffic consultant's idea that only 21 or 2,200 cars 14 are going to be moving in and out during rush hour. 15 You have 5,800 car spaces there and 16 Centene says it is going to populate 10 of its, I don't 17 know, 30 or 40 floors of this high rise with 2,000 18 employees at an average wage of $73,000. 19 Every one of those people are going to be 20 driving a car. So there's 2,000 cars right there, so 21 all the rest of 4,000,000 square feet that they are 22 going to develop is 150 to 200 cars in addition, during 23 rush hour. I -- something is not right there and I 24 urge the board, like my previous speaker and also Dr. 25 Somet, who also lives in my subdivision, we concur. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

78 1 Thank you. 2 THE CHAIRMAN: Thank you. 3 MS. FRAZIER: After Stacey Smith, we will 4 have Jeff Gershman. 5 MS. SMITH: My name is Stacey Smith. I 6 live at 7475 York Drive in the Moorlands and I have 7 lived here for 26 years. I have two children who 8 graduated from Clayton schools. 9 I came to the last meeting, which was 10 quite similar to this and the programmed presenters, it 11 was so similar, I felt like I was in a scene from the 12 movie -- 13 VOICE: Groundhog Day. 14 MS. SMITH: -- Groundhog Day. I felt like 15 I was in Groundhog Day. I also feel that -- I feel 16 like this is a done deal and it's like a tsunami coming 17 over the community. You know, it could be good but it 18 could also be very negative. 19 So much money has been invested in the 20 project by Centene already. The plans, the drawings, 21 the presentations, so much money has gone into that so 22 far, that I believe that Centene either believes or 23 knows that the council is going to approve it, 24 regardless of what the residents want and in Olivette a 25 few years back, the Olivette residents had to repeal -- Concannon & Jaeger St. Louis, Missouri (314) 421-1000

79 1 recall and repeal the council and replace them, in 2 order to block the TIF. And they actually did that but 3 the idea that -- even if 90 percent, let's say that, 4 just for rhetorical purposes, that 90 percent of 5 Clayton residents oppose this. 6 That's probably not a correct number but I 7 guarantee you that there are plenty of people that are 8 very worried about it. Even if we had the majority 9 that objected to it, I don't think it will meet, 10 legally, the needs to block the council from approving 11 it. 12 And based -- and another thing is, on the 13 parking, nobody believes the parking reports. When 14 there was the estimate of 1.5 additional minutes of 15 transportation time, the audience was laughing. 16 Nobody believes it and if you are working 17 in one of those buildings, it is going to take you 10 18 minutes just to get out of the parking lot. So if the 19 -- I think here's the thing. 20 I think if the project goes through, it's 21 going to be a lot of years of pain getting it built and 22 then what happens if there is a traffic disaster, then 23 what? Then the city has grounds to claim eminent 24 domain. We have to fix it now. What is that going to 25 mean, widen Hanley, eliminate the median strip on Concannon & Jaeger St. Louis, Missouri (314) 421-1000

80 1 Wydown? There would have to be some sort of fix. 2 Well, I ask you, what would that fix be? So I liked 3 Ms. Klein's comments and the idea that it's so much, so 4 quickly, I think is also a good argument. Again, I 5 feel like it's a done deal and I just have a sinking 6 feeling about it. 7 THE CHAIRMAN: Thank you. 8 MR. GERSHMAN: Good evening, Mr. Mayor and 9 board of aldermen. My name is Jeff Gershman. I am 10 here tonight on behalf of TNG, Limited Partnership. 11 TNG owns the property on the north side of Forsyth, 12 directly across from this proposed development. 13 It's about four and a half acres. It's -- 14 other than this traffic plan that you are considering 15 tonight, it is the largest undeveloped contiguous site 16 in the Central Business District. 17 It runs from the corner of Forsyth and 18 Hanley, all the way east to Lee Avenue. Except for the 19 five townhouses that are at the corner of Lee and 20 Forsyth. 21 TNG is generally supportive of this 22 project but we think that there is a major flaw in the 23 location of the garages and we believe that the plan 24 needs to be reconfigured as it pertains to the location 25 of the garages on Forsyth. As you all know, Forsyth Concannon & Jaeger St. Louis, Missouri (314) 421-1000

81 1 from Hanley down to what I call the old Famous-Barr 2 building is other than the building right on the 3 corner, is wall to wall garages. 4 The parking platform on which the new 5 building sits is the first garage and next to that, you 6 have the Wellbridge building, which is going to become 7 a garage and next to that, as you go east, you have 8 another garage. 9 In fact, other than the building right on 10 the corner, there is nothing but garages on Forsyth. 11 More than half of the buildable square feet is consumed 12 by garages. So what does the Master Plan say about 13 this? 14 It creates, as you know, a new district 15 called Forsyth Villages and it recognizes in the Master 16 Plan on page 41, the value of Forsyth when it says, 17 "Within downtown, Forsyth Boulevard is the primary 18 commercial street, running east-west from Forsyth 19 Station at the eastern gateway to Shaw Park. 20 It says that, "Forsyth Village should be 21 combination of high rise offices, hotels and mixed use, 22 with an emphasis on transit oriented development and a 23 transition area to adjacent neighborhoods." It also 24 says that, "Given the proximity to Forsyth Station, key 25 streets, such as Forsyth Boulevard and Carondelet Concannon & Jaeger St. Louis, Missouri (314) 421-1000

82 1 Plaza, should be remain as pedestrian friendly as 2 possible and new development should be pedestrian 3 oriented." 4 The Master Plan specifically addresses the 5 idea of garages on Forsyth on page 49, where it says, 6 "Parking requirements throughout the district should be 7 modified to reflect the prevalence of public transit 8 rather than car travel and remaining garages should not 9 have frontage on key streets." It calls Forsyth 10 Boulevard a key street. 11 We're in favor of this development. We 12 think it is great for Clayton. We think Centene is the 13 right developer to do this. We are fortunate to have 14 Centene proposing this development but it has to be 15 done in a way that respects the value and the 16 development potential of Forsyth Boulevard as the 17 primary commercial east-west street running through 18 downtown Clayton. 19 The development has to recognize that what 20 gets built on the south side of Forsyth is going to 21 dramatically influence what gets built on the north 22 side of Forsyth. 23 And I would ask the board to look into the 24 future here and consider where we are going to be 10 25 years from now, 20 years from now, 30 years from now, Concannon & Jaeger St. Louis, Missouri (314) 421-1000

83 1 when you clog up Forsyth, all the way from Hanley down 2 to the Famous-Barr building, the old Famous-Barr 3 building with nothing to garages. To build garages all 4 along that strip of land is a waste of future 5 development opportunity, not only on the north -- on 6 the south side of Forsyth, where these are proposed but 7 it will dramatically impact what goes on, on the north 8 side of Forsyth. 9 So I would ask you to give consideration 10 to moving some of these garages farther south. Forsyth 11 is an opportunity to build the hotel, the office 12 buildings, the apartment buildings that Centene has 13 proposed and that's where they belong. Forsyth 14 shouldn't be devalued by filling it up with nothing but 15 garages. 16 THE CHAIRMAN: Thank you, sir. 17 MS. FRAZIER: That was the last of our 18 sign ups. 19 THE CHAIRMAN: I'm sorry? 20 MS. FRAZIER: That was the last of our 21 sign ups. 22 THE CHAIRMAN: That was the last one. 23 Okay. Mr. Clark, do you want to come back for just a 24 couple of minutes, to address some of these things? 25 MR. CLARK: Sure. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

84 1 THE CHAIRMAN: And I don't think we need 2 to go through every detail here. We are still just 3 dealing with the rezoning. 4 MR. CLARK: Yes. So I do think that 5 there's -- it is worth talking about a couple of things 6 that I think are relevant and I think are important to 7 some of the people's comments about rushing, kind of, 8 the process and that sort of thing. 9 Again, I went through earlier, we have 10 gone through an extensive months long process of 11 showing multiple conceptual reviews of the plan. 12 Tonight, our expectation and our goal is that what 13 we've been presenting is to ask for approval of the 14 Special Development District rezoning. 15 We are not asking for architectural review 16 approval. We are not asking for each of the 17 subdistricts to be approved and we haven't done plans 18 that are completed whatsoever. 19 We are still moving the buildings to the 20 north. We are still moving Lyle back, where it was, so 21 we don't have any finished plans. In fact, we expect 22 an extensive, robust, rigorous debate about the 23 drawings and the design and we are still debating 24 internally about where things should go and how things 25 should be done. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

85 1 So I just want to address that, because I 2 think it's really important. The other thing that I'm 3 hopeful that people understand is that the project is 4 going to be built in phases. We are not going to be 5 adding, you know, 5,000 jobs in 24 months. 6 We will have time to absorb the employees 7 into the development. No one wants the traffic to work 8 better than Centene. 9 We cannot hire these type of high-paying 10 jobs and then have the people sitting in parking 11 garages, trying to figure out how to get home at night. 12 That is not a quality of life that we want for our 13 employees. 14 So we have given an extensive amount of 15 time and energy to not just the city's traffic 16 engineer. We have a traffic engineer. The Crescent 17 has a traffic engineer. There are four traffic 18 engineer that have been studying this project now for 19 three to four months. 20 So when we say, to be clear about the peak 21 times, the twenty-two hundred cars is the peak period, 22 the one hour period. So if we add, actually, if we 23 actually did build all four phases within the whole 24 period of time and we actually built all fifty-eight 25 hundred parking spots and those were full, there is an Concannon & Jaeger St. Louis, Missouri (314) 421-1000

86 1 absolute science that shows that the peak period of 2 time is only a percentage of the overall number of cars 3 that are going to be going in and out of the facility. 4 So I think I said before, you know, people 5 are trying to do all of this math and the studies have 6 shown us that there's 13,000 peak trips right now, in 7 and out of Clayton and when we are done with all of our 8 development, we would have this additional, roughly 9 2,000 cars that we talked about. 10 But in the first three plan phases, we 11 would only have about sixteen hundred cars and that 12 sounds like a lot of cars but all of these traffic 13 studies have shown that the Central Business District 14 was designed extremely well, for this kind of capacity 15 in the Master Plan, so the numbers do, in fact, add up. 16 So I just wanted to take a second, because 17 I think those were important points that were brought 18 up and I do think they deserve answers and we are 19 trying to be transparent, so -- 20 THE CHAIRMAN: All right. Thank you. Are 21 there any other questions up here? So the only other 22 comment that I would like to make -- 23 Thank you, Mr. Clark. 24 Your mayor and your board of aldermen have 25 been saturated with the details of this project and the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

87 1 process that we are going through. I cannot tell you 2 the number of hours that we have all spent, asking the 3 hard questions, many of the questions that you have 4 asked tonight. 5 I wish there was a way for us to give you 6 a brain dump of all of the things that we have been 7 through and really, again, many of the concerns that 8 you guys have had, that we have asked the 9 professionals, who we have to rely on, the engineers, 10 independent people that we have talked to and that we 11 have gotten our background information and studies 12 done, over and over again. 13 So I appreciate the questions. They are 14 all very legitimate and have been done so very 15 respectfully and I appreciate that. I again have to 16 remind you that what we are talking about tonight is 17 the overview that -- just the beginning of the rezone 18 of this property into one unit. 19 One unit, so that we can look at a project 20 that will develop the way that we would like to see it 21 develop. Let's just take a look, just for a second. 22 Let's just say that we said good job, 23 thank you, goodbye and now we are back to this property 24 that has been vacant for a very, very long time and the 25 Centene people decided to sell it and move onto the Concannon & Jaeger St. Louis, Missouri (314) 421-1000

88 1 many opportunities they have and then all of a sudden, 2 we have developers coming and wanting to develop that 3 property. Twenty-two different pieces of tract, pieces 4 of property in that entire zone, that could 5 individually be developed at a great mass of density, 6 that would not necessarily coordinate itself with 7 whatever is being built next door or would take years 8 and years and years and years of construction to 9 complete what we have all in this property. 10 So these are just things that we have 11 talked about ourselves. We have asked questions about 12 and I'm not saying that that specifically would happen 13 but I am saying that we have been very, very diligent 14 in trying to make this a good overview, so that the 15 details can be dealt with on a subdistrict basis and 16 that's what we are dealing with tonight. 17 I hope that everybody understands that. 18 Also, I am very happy to hear from the Crescent people, 19 that you are talking respectfully and openly with the 20 Centene folks. 21 Our job, my job and job of the folks that 22 you have elected up here is to make sure that people 23 who are directly affected by the development are 24 accommodated as much as possible in the course of the 25 development but in the final analysis, our job is to do Concannon & Jaeger St. Louis, Missouri (314) 421-1000

89 1 what is right for our entire community. So those are 2 the challenges that we have and what we have been 3 working on for many, many, many months. Any other 4 questions or comments? With that, I will ask for a 5 motion. 6 MS. GARNHOLZ: I introduce Bill No. 6577 7 and ordinance, providing for rezoning of certain 8 properties and to establish a Special Development 9 District for the Centene Clayton Campus project, to be 10 read for the first time, by title only. 11 MR. LINZ: Second. 12 THE CHAIRMAN: Any further discussion or 13 comment or conversation? Mr. City Attorney? 14 MR. O'KEEFE: Mr. Mayor, if I may, before 15 reading the bill by title only, the board has received 16 a slightly revised draft of Bill 6577, that has the 17 number handwritten on it and that is the version of the 18 bill which will be introduced. 19 This -- we received updated legal 20 descriptions from the surveyor and this, among other 21 things, for instance, it cuts off the part that is in 22 University City, so we don't try to rezone property in 23 University City. That is the difference between the 24 previous draft and the draft that is being introduced. 25 So the bill as introduced is Bill No. 6577, first Concannon & Jaeger St. Louis, Missouri (314) 421-1000

90 1 reading. An ordinance providing for the rezoning of 2 certain property located at 7454, 7510, 7518, 7520, 3 7528, 7600, 7606, 7620, 7630, 7632, 7634, 7636 and 7642 4 Forsyth Boulevard; 12, 14, 20 and the northern portion 5 of 106 South Hanley Road; 10 South Lyle Avenue; 101 and 6 105 Carondelet Plaza; 7711 and 7733 Carondelet Avenue; 7 and adjacent proposed vacated rights-of-way from the 8 existing base and overlay zoning districts to a Special 9 Development District; ratifying existing zoning 10 regulations for certain adjacent properties and 11 appending that area to the Special Development District 12 established hereby; providing for a change in the 13 zoning map of the City of Clayton, Missouri and other 14 actions related thereto. 15 THE CHAIRMAN: All in favor? 16 MR. LINZ: Aye. 17 MS. GARNHOLZ: Aye. 18 MR. BERGER: Aye. 19 THE CHAIRMAN: Aye. 20 MR. BERKOWITZ: Aye. 21 MS. GARNHOLZ: I move that the board give 22 unanimous consent to consideration for adoption of Bill 23 No. 6577 as amended on the day of its introduction. 24 MR. LINZ: Second. 25 THE CHAIRMAN: All in favor? Concannon & Jaeger St. Louis, Missouri (314) 421-1000

91 1 MR. LINZ: Aye. 2 MS. GARNHOLZ: Aye. 3 MR. BERGER: Aye. 4 THE CHAIRMAN: Aye. 5 MR. BERKOWITZ: Aye. 6 THE CHAIRMAN: Any opposed? Let the 7 minutes reflect the board has given unanimous consent. 8 MS. GARNHOLZ: I introduce Bill No. 6577 9 as amended, an ordinance providing for the rezoning of 10 certain properties and to establish a Special 11 Development District for the Centene Clayton Campus 12 project, to be read for the second time, by title only. 13 MR. LINZ: Second. 14 THE CHAIRMAN: Any further discussion or 15 conversation? Mr. City Attorney? 16 MR. O'KEEFE: Bill No. 6577, second 17 reading and consideration for adoption. An ordinance 18 providing for the rezoning of certain property located 19 at 7454, 7510, 7518, 7520, 7528, 7600, 7606, 7620, 20 7630, 7632, 7634, 7636 and 7642 Forsyth Boulevard; 12, 21 14, 20 and the northern portion of 106 South Hanley 22 Road; 10 South Lyle Avenue; 101 and 105 Carondelet 23 Plaza; 7711 and 7733 Carondelet Avenue; and adjacent 24 proposed vacated rights-of-way from the existing base 25 and overlay zoning districts to a Special Development Concannon & Jaeger St. Louis, Missouri (314) 421-1000

92 1 District; ratifying existing zoning regulations for 2 certain adjacent properties and appending that area to 3 the Special Development District established hereby; 4 providing for a change in the zoning map of the City of 5 Clayton, Missouri and other actions related thereto. 6 MS. FRAZIER: Alderwoman Garnholz? 7 MS. GARNHOLZ: I just want to say very 8 briefly that I still have some concerns about details 9 but I remain hopeful. Centene has shown itself to be 10 very willing to work with the city and the residents 11 and I remain hopeful that any details, any concerns can 12 be worked out. 13 I feel that the development does meet all 14 of -- or many of the criteria for rezoning to a Special 15 Development District. 16 It develops vacant and underutilized land 17 that has just laid unused for many decades, for most of 18 my adulthood, frankly and this project is exciting. It 19 offers special features and many, many public benefits. 20 It has some exciting architecture and for those 21 reasons, I vote aye. 22 MS. FRAZIER: Alderman Berger? 23 MR. BERGER: Aye. 24 MS. FRAZIER: Alderman Linz? 25 MR. LINZ: I just want to say that, to Concannon & Jaeger St. Louis, Missouri (314) 421-1000

93 1 comment and thank everybody that spoke. All of the 2 concerns that you voiced today were things that we have 3 struggled with for several months now. 4 As the mayor said, we have been at this 5 quite a bit. From defining the Master Plan to the 6 traffic to the sustainability to the parking garages, 7 their location, their facing, their -- and what it does 8 to the future of Forsyth, have all been issues that we 9 have dealt with. However, I do believe that 10 ultimately, it is a good project and so I vote aye. 11 MS. FRAZIER: Alderman Berkowitz? 12 MR. BERKOWITZ: I also would like to thank 13 everyone here, for coming, the residents of Clayton, 14 you all love this city and I think we all want the best 15 for the city. 16 Many of your comments have actually hit 17 home with me, in a very strong way. I am confident 18 that all of those issues, a lot of those fears will be 19 allayed along the way, here in the future. 20 We are looking at this as a project that 21 is good for Clayton and a project that may have impacts 22 that may be somehow, unforeseeable at some point in 23 time but we can't always just decide not to do 24 something because you are afraid of the future and I 25 think this holds a great deal of promise for the city. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

94 1 So I vote aye. 2 MS. FRAZIER: Mayor Sanger? 3 THE CHAIRMAN: Aye. 4 MS. GARNHOLZ: Thank you. I introduce Bill 5 No. 6578, an ordinance approving a Special Development 6 Plan for the Special Development District compromising 7 the Centene Clayton Campus project subject to the 8 requirements set forth in the Code of Ordinances of the 9 City of Clayton, Missouri; approving and authorizing 10 other actions related thereto, and repealing all 11 conflicting ordinances; to be read for the first time, 12 by title only. 13 MR. LINZ: Second. 14 THE CHAIRMAN: Any questions or 15 conversations up here? Mr. City Attorney? 16 MR. O'KEEFE: Bill No. 6578, first 17 reading. An ordinance approving a Special Development 18 Plan for the Special Development District compromising 19 the Centene Clayton Campus project subject to the 20 requirements set forth in the Code of Ordinances of the 21 City of Clayton, Missouri; approving and authorizing 22 other actions related thereto, and repealing all 23 conflicting ordinances. 24 THE CHAIRMAN: All in favor? 25 MR. LINZ: Aye. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

95 1 MS. GARNHOLZ: Aye. 2 MR. BERGER: Aye. 3 THE CHAIRMAN: Aye. 4 MR. BERKOWITZ: Aye. 5 THE CHAIRMAN: Any opposed? 6 MS. GARNHOLZ: I move that the board give 7 unanimous consent to consideration for adoption of Bill 8 No. 6578 on the day of its introduction. 9 MR. LINZ: Second. 10 THE CHAIRMAN: All in favor? 11 MR. LINZ: Aye. 12 MS. GARNHOLZ: Aye. 13 MR. BERGER: Aye. 14 THE CHAIRMAN: Aye. 15 MR. BERKOWITZ: Aye. 16 THE CHAIRMAN: Any opposed? Let the 17 minutes reflect the board has given unanimous consent. 18 MS. GARNHOLZ: I introduce Bill No. 6578, 19 an ordinance approving a Special Development Plan for 20 the Special Development District compromising the 21 Centene Clayton Campus project subject to the 22 requirements set forth in the Code of Ordinances of the 23 City of Clayton, Missouri; approving and authorizing 24 other actions related thereto, and repealing all 25 conflicting ordinances; to be read for the second time, Concannon & Jaeger St. Louis, Missouri (314) 421-1000

96 1 by title only. 2 THE CHAIRMAN: Any further questions or 3 conversations? Mr. City Attorney? 4 MR. O'KEEFE: Bill No. 6578, second 5 reading and consideration for adoption. 6 MR. LINZ: I didn't second it. I second 7 it. 8 THE CHAIRMAN: Okay. Sorry. 9 MR. O'KEEFE: Bill No. 6578, second 10 reading and consideration for adoption. An ordinance 11 approving a Special Development Plan for the Special 12 Development District compromising the Centene Clayton 13 Campus project subject to the requirements set forth in 14 the Code of Ordinances of the City of Clayton, 15 Missouri; approving and authorizing other actions 16 related thereto, and repealing all conflicting 17 ordinances. 18 MS. FRAZIER: Alderwoman Garnholz? 19 MS. GARNHOLZ: Aye. 20 MS. FRAZIER: Alderman Berger? 21 MR. BERGER: Aye. 22 MS. FRAZIER: Alderman Linz? 23 MR. LINZ: Aye. 24 MS. FRAZIER: Alderman Berkowitz? 25 MR. BERKOWITZ: Aye. Concannon & Jaeger St. Louis, Missouri (314) 421-1000

97 1 MS. FRAZIER: Mayor Sanger? 2 THE CHAIRMAN: Aye. Thank you. Folks, we 3 still have a lot of business to conduct tonight. You 4 are very welcome to stay. If you don't, please be 5 respectful of it. Will the City Clerk please call 6 Alderman Winings back in? 7 (Thereupon, that concludes the portion of the 8 meeting that the court clerk was instructed to 9 transcribe.) 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Concannon & Jaeger St. Louis, Missouri (314) 421-1000

98 1 STATE OF MISSOURI ) 2 COUNTY OF ST. LOUIS ) 3 I, Sara E. Tom, a Certified Court Reporter 4 within and for the State of Missouri, do certify that 5 pursuant to Notice, a meeting was held at the Clayton 6 High School, 1 Mark Twain Circle, in the City of 7 Clayton, State of Missouri, commencing at 7:00 in the 8 evening of that day; that all proceedings which then 9 transpired was reduced to voice writing by me on the 10 day, between the hours, at the place and in that behalf 11 first aforesaid, and later transcribed into typewriting 12 and that the foregoing 97 pages are a true and accurate 13 transcript of the record of the aforementioned meeting. 14 IN WITNESS WHEREOF, I have hereunto set my hand 15 this 4th day of October, A.D., 2016. 16

17 _______________________________ 18 SARA E. TOM CCR #1234 19 Certified Court Reporter within 20 and for the State of Missouri 21 22 23 24 25 Concannon & Jaeger St. Louis, Missouri (314) 421-1000

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September 27, 2016 — Meeting Minutes