SKETCH PLAN APPLICATION Initial Application Final Application Revised Application Amendment M-NCPPC Staff Use Only

Montgomery County Planning Department Maryland-National Capital Park and Planning Commission 1of 7 Effective: June 1, 2012 8787 Georgia Avenue Phone 301.495.4550 Silver Spring, Maryland 20910-3760 www.montgomeryplanning.org Fax 301.495.1306 SKETCH PLAN APPLICATION Initial Application Final Application Revised Application Amendment M-NCPPC Staff Use Only File Number 3 Fee (Attach Worksheet) Date Final Application Received Fee Received by MCPB Hearing Date DRC Meeting Date Lead Reviewer NRI/FSD Number 4 An application will not be accepted for review unless all required information and fees are provided. If an item requires more space, attach a separate sheet. Sketch Plan Name: Acres Sq.ft. 200 scale Base Map #,, Tax Map #,, Special Protection Area Property Tax Account Number(s) associated with the plan (8 digits) A. B. C. D. E. F. G. H. I. J. Location: (Complete either A or B) A. On, feet of Street Name (N,S,E,W etc.) Nearest Intersecting Street B. quadrant, intersection of and (N,S,E,W etc.) Street Name Street Name Subdivision Information: (Complete either C, if located within a recorded subdivision, or D) C. Lot Block Subdivision D. Parcel Liber Folio ; Parcel Liber Folio ; Parcel Liber Folio Planning Area: # Applicant Team (Enter all that apply and submit separate supporting documentation as necessary) Primary Contact (Person who will be the primary contact and point person for future electronic review process.) Company Name Contact Person Street Address City State Zip Code Telephone Number ext. Fax Number E-mail Owner Company Name Contact Person Street Address City State Zip Code Telephone Number ext. Fax Number E-mail

Landscape Architect Sketch Plan Application: 2 of 7 Company Name Contact Person Street Address City State Zip Code Telephone Number Fax Number E-mail Architect Company Name Contact Person Street Address City State Zip Code Telephone Number Fax Number E-mail Engineer Company Name Contact Person Street Address City State Zip Code Telephone Number Fax Number E-mail Attorney Company Name Contact Person Street Address City State Zip Code Telephone Number Fax Number E-mail Other: Company Name Contact Person Street Address City State Zip Code Telephone Number Fax Number E-mail

Sketch Plan Application: 3 of 7 Data Summary Table Acres Square Feet Tract Area Gross Tract Area Area Dedicated to Public Use Area Previously Dedicated to Public Use Total Net Area of Sketch Plan Gross Tract Area by Zone Zone 1: (indicate full zone, e.g., CRT2.0 C1.0 R1.5 H60) Zone 2: Zone 3: Density (Total) Permitted (Sq.Ft.) Proposed (Sq.Ft.) Non-Residential Residential Other Up to Up to Up to Total Total Up to Height Permitted (Ft.) Proposed (Ft.) Zone 1: Up to Zone 2: Up to Zone 3: Up to Parking Spaces Non-Residential (Min) (Max) Residential (Min) (Max) Other (Min) (Max) Total (Min) Total (Max) Is the property located within a parking lot district? If yes: Yes No Public Use Space Required (%) Proposed (%)

Supplementary Information: Previous Plan Submittals: (enter information, if applicable) Sketch Plan Application: 4 of 7 Type Case No. Resolution/Approval Date Zoning Case Development Plan/Schematic DP Special Exception Variance NRI/FSD (if applicable) SWM Concept (if applicable) Pre-Application Sketch Plan Project Plan Preliminary Plan Site Plan If Record Plat(s) recorded, enter M-NCPPC record plat book & page: - - - Describe the nature of the amendment or revision, if applicable. (Note: This form applies only to full plan amendments.) Attached Is the property in the Locational Atlas and Index of Historic Sites? Yes No Is the property in the Master Plan for Historic Preservation? Yes No Is the property in an incorporated municipality? Yes, No Is the property in a special taxing district? Yes, No Legal restrictions on property not shown on plan, if any* (See Submission Requirements, section 4.17) *MNCPPC does not enforce private easements or any other private legal agreements. Sketch Plan Application: 5 of 7

Applicant hereby acknowledges that he/she is the sole owner of the subject property, is otherwise legally authorized to represent the owner(s) (written verification provided), or is a contract purchaser authorized to submit this application by the property owner (written verification provided). Applicant hereby acknowledges that the 60-day time allotted for review by the Planning Board, as set forth in Section 50-35(f) of the Subdivision Regulation, will not commence until final plan drawings and all supporting information necessary for a decision for the subject application is provided to the Montgomery County Planning Department so that it can be referred to the appropriate agencies for final comment. Signature of Applicant(s) (Owner, Owner s Representative or Contract Purchaser) Signature Date Name (Type or Print) Signature Date Name (Type or Print) Signature Date Name (Type or Print) Signature Date Name (Type or Print)

Checklist Sketch Plan Application: 6 of 7 See Submission Requirements for more details about the items below: Initial Applications: Submit only 3 copies of all relevant items below Final Applications: Submit applicable number of copies per the checklist No. Copies Engineer/ Surveyor M-NCPPC Staff Submitted or N/A Accepted or Not Accepted 1. Complete application form and checklist........ 1 2. Complete fee schedule worksheet and fee......... 1 3. Outreach Information 3.1 Notice List prepared in conformance with the Manual of Development Review Procedures on printer labels and paper copy of labels.. 2 sets of labels & 1 paper copy 3.2 Copy of the application notice letter 2 3.3 Pre-submission Meeting information, including: 3.3.1 Notarized affidavit with meeting time, date and location. 1 3.3.2 Copy of invitation letter with list of Invitees.. 1 3.3.3 List of meeting participants and copy of attendee sign-in sheet. 1 3.3.4 Copy of meeting minutes.. 1 3.4 Site Posting Information, including: 3.4.1 Notarized affidavit with location and date of sign posting 1 3.4.2 Plan drawing with location of sign(s) (8 x 11 ).. 1 3.4.3 Photograph of posted sign with date stamp... 1 4. Sketch Plan Booklet (11 x 17 Booklet) with the following: 12 4.1 General Information 4.1.1 Complete application form and checklist....... 4.1.2 Complete fee schedule worksheet and fee... 4.2 Justification Statement Indicating how the project meets the requirements and standards of the zone and will further the objectives of the applicable master or sector plan 4.3 Illustrative Plans showing: 4.3.1 Building densities, massing, heights, and the anticipated mix of uses; 4.3.2 Locations of public use and other open spaces; 4.3.3 Pedestrian, bicycle, and vehicular circulation, parking, and loading; and 4.3.4 Relationships between existing or proposed adjacent buildings and rights of way 4.4 A table of proposed public benefits and the incentive density requested for each.. 4.5 A general phasing outline of structures, uses, rights-of-way, sidewalks, dedications, public benefits, and future preliminary and site plan applications..

Sketch Plan Application: 7 of 7 4.6 Narrative describing how the sketch plan will: 4.6.1 Meet the objectives, general requirements, and standards of the zone; 4.6.2 Further the recommendations and objectives of the applicable master or sector plan; 4.6.3 Achieve compatible internal and external relationships between existing and proposed nearby buildings, open space, and uses; 4.6.4 Provide satisfactory general vehicular, pedestrian, and bicyclist access, circulation, parking, and loading; 4.6.5 Propose and outline of public benefits that supports the requested incentive density; and 4.6.6 Establish a feasible and appropriate provisional phasing plan for all structures, uses, rights-of-way, sidewalks, dedications, public benefits, and future preliminary and site plan applications.. No. Copies 4.7 Certificate of Compliance attesting that the application conforms to all applicable federal, state and local laws and regulations.... 12 12 Engineer/ Surveyor Submitted or N/A M-NCPPC Staff Accepted or Not Accepted 5. Supporting Information for Sketch Plan (Provide in 11 x 17 Booklet - Drawings and Notes must be readable) 12 5.1 The proposed / filed NRI/FSD 5.2 The proposed /filed SWM concept or a narrative describing environmental site design strategy with exhibits 5.2 Local Vicinity Map, at 1" = 200', showing area within 1,000' of site perimeter a. Topography at five-foot contour intervals b. Transit facilities c. Public Parks and Recreational Facilities d. Cultural Features (e.g., libraries, museums, entertainment venues) e. Streets & Roads: Master Plan ROWs and easements 5.3 Existing Site Conditions Map a. Must include area up to 100 from the site perimeter b. Zoning c. Buildings and Structures d. Roads, Alleys, Parking Areas, Sidewalks, Trails, etc. e. Utilities 7. PDF image of the entire proposed Sketch Plan booklet and coordinating drawings on a cd 2 8. WSSC Information Sheet and Paid Receipt 2 The engineer or surveyor hereby certifies that all required information for the submission of a preliminary plan of subdivision has been included in this application, and that to the best of his/her knowledge, information, and reasonable belief, the information and data are accurate. Signature of Engineer, Surveyor Signature Date Name (Type or Print)

Andrew Bradshaw From: Sent: To: Cc: Subject: Smith, Parker <Parker.Smith@montgomeryplanning.org> Friday, May 19, 2017 11:20 AM Lori Latimer Hisel-McCoy, Elza Artery Plaza Caroline, A bit of explanation of the fees associated with the Artery Plaza project. Per a conversation with Elza, this plan is being treated as a major amendment due to the increase in square footage proposed. As such, the fees for the sketch plan, preliminary plan, and site plan are based on the base fee for each of these plan types plus the per square footage fee for the 8,000 square feet being added. This results in the calculated fees below. Preliminary Plan Base fee: $4,000 Per SF fee: 8,000 * $0.15 = $1,200 Total preliminary plan fee = $5,200 Site Plan Base fee: $4,000 Per SF fee: 8,000 * $0.15 = $1,200 Total site plan fee = $5,200 Sketch Plan Base fee: $5,000 Per SF fee: 8,000 * $0.20 = $1,600 Total sketch plan fee: $6,600 Note that this sketch plan fee is not included as part of your eplans notification to pay fees, but the fee is due nonetheless. You can pay 50% now and 50% at application acceptance, or pay all $6,600 now. Let me know if you have any questions. Thanks, Parker Smith Principal Planning Technician 301 495 1327 1

Adjoining/Confronting Property Owner Organization Street (Mailing Address) City State Zip Block Lot/Parcel Tax Account Number 1 JBG/Woodmont II LLC 4445 Willard Ave., Ste 400 Chevy Chase MD 20815 A P93 07 00421300 2 C & G Associates c/o Midland Co 1228 31st St NW Washington DC 20007 Lot P9 07 00424256 3 Montgomery County EOB 101 Monroe St Rockville MD 20850 A Lot P8 07 00430361 4 Montgomery Farm Womens Co operative Mkt Inc. 7155 Wisconsin Ave. Bethesda MD 20814 P699 07 00430521 5 7220 Wisconsin Avenue LLC 4401 East West Highway, Suite 300 Bethesda MD 20814 A Lot 4, Lot 5 07 00433535 6 7201 Wisconsin LLC c/o Guardian Realty Mngmnt Inc. 6000 Executive Blvd, Ste 400 N. Bethesda MD 20852 Lot 9, N646 07 02411368 7 Street Retail Inc. c/o Mary M. Kenny 1626 E. Jefferson St. Rockville MD 20852 N625 07 02608550 8 CP 7272 Wisconsin Ave. LLC c/o Carr Properties 1776 Eye St. NW, Suite 500 Washington DC 20006 A Parcel B 07 02750897 9 Seasons Suite 200 The Seasons 4710 Bethesda Ave Bethesda MD 20814 Par C, N729 07 02890628 10 Capital One National Association c/o Ryan Property Tax Services P.O. Box 460189 Houston TX 77056 Par. D 07 03284307 11 Lot 31 Darcy Retail Statutory Tr. c/o Stonebridge/Carras 7200 Wisconsin Ave., Ste 700 Bethesda MD 20814 unit 31A 07 03705914 12 Flats Statutory Trust c/o Stonebridge/Carras 7200 Wisconsin Ave., Ste 700 Bethesda MD 20814 unit 31B 07 03705903 13 Darcy Business Trust 8912 Burdette Rd. Bethesda MD 20817 unit 31A 07 03705891 14 The Darcy Business Trust 7200 Wisconsin Ave., Ste 700 Bethesda MD 20814 15 Council of Unit Owners of The Darcy, A Condominium 7171 Woodmont Avenue Bethesda MD 20814 16 The Darcy Condominiums c/o Zalco Realty 8701 Georgia Avenue Silver Spring MD 20910 HOA & Civc Associations Registered with MNCPPC (1 mile radius) Contact Street City State Zip 17 Battery Lane Tenants Anthony Falcone, Aldon Mgmt. Group 8180 Wisconsin Avenue Bethesda MD 20814 CA0263 18 Battery Park Citizens Assn. Anna Fierst 7815 Maple Ridge Road Bethesda MD 20814 CA0048 19 Battery Park Citizens Assn. Goldie Rivkin 7801 Fairfax Road Bethesda MD 20814 CA0048 20 Battery Park Citizens Assn. Megan Raymond 8016 Park Lane Bethesda MD 20814 CA0048 21 Bethesda Coalition Dennis Wood 4109 Woodbine Street Chevy Chase MD 20815 CA0669 22 Bethesda Urban Partnership Rick Ammirato 7700 Old Georgetown Road Bethesda MD 20814 CA1420 23 Bethesda Urban Partnership Jeff Burton 7700 Old Georgetown Road Bethesda MD 20814 CA1420 24 Bethesda Chevy Chase CC Ginanne Italiano 7910 Woodmont Avenue #1204 Bethesda MD 20814 CA1260 25 Bradley House Condo. Assn. Eric Kraus 4800 Chevy Chase Drive #308 Chevy Chase MD 20815 HO0626 26 Bradley House Condo. Assn. Jimmy Liapis, Vista Management 1131 University Blvd. W #101 Silver Spring MD 20902 HO0626 27 Camelot Mews Homeowners Assn. BMC Property Group 10411 Motor City Drive Ste 402 Bethesda MD 20817 HO0630 28 Camelot Mews Homeowners Assn. Lee Hilling 8326 N Brook Lane Bethesda MD 20814 HO0630 29 Chevy Chase Park Condo. Assn. Bob Elks, SCS Management 12701 Fairlake Circle #400 Chantilly VA 20153 HO0382 30 Chevy Chase Park Condo. Assn. Julia Andrews 4824 Chevy Chase Drive Apt 202 Chevy Chase MD 20815 HO0382 31 Chevy Chase Village Patricia Baptiste 7 Grafton Street Chevy Chase MD 20815 CA0690 32 Chevy Chase Village Shana Davis Cook 5906 Connecticut Avenue Chevy Chase MD 20815 CA0690 33 Chevy Chase Village Suellen Ferguson 125 West Street 4th Floor Annapolis MD 21401 CA0690 34 Chevy Chase Village Suellen Ferguson 125 West Street 4th Floor Annapolis MD 21401 CA0690 35 Chevy Chase Village Section 3 Andy Leon Harney P O Box 15070 Chevy Chase MD 20815 CA0690 36 Chevy Chase West Neighborhood Assn. Betsy Loyles 4849 Langdrum Lane Chevy Chase MD 20815 CA0021 37 Chevy Chase West Neighborhood Assn. Naomi Spinrad 4810 DeRussey Parkway Chevy Chase MD 20815 CA0021 38 Chevy Chase West Neighborhood Assn. Sylvia Fubini 4708 Chevy Chase Blvd. Chevy Chase MD 20815 CA0021 39 Christopher Condo. Alvin Aubinoe, Aubinoe Mgmt. 7507 Arlington Rd. Bethesda MD 20814 HO1232 40 Christopher Condominium Marilyn Lucht 4808 Moorland Lane #1205 Bethesda MD 20814 HO1232 41 City Commons of Bethesda Eric Cooper, The Management Group Assoc. 20440 Century Blv Ste 100 Germantown MD 20874 HO0219 42 City Homes of Edgemoor HOA Richard Lawch 4810 Montgomery Lane Bethesda MD 20814 HO1130 43 City Homes of Edgemoor HOA Sara Brodie, Allied Realty, Inc. 7605 Arlington Road Suite 100 Bethesda MD 20814 HO1130 44 Citz. Cord. Committee on Friendship Hgts Eric Sanne 5203 Westport Road Bethesda MD 20815 CA0688 45 Citz. Cord. Committee on Friendship Hgts Ronald Tripp 5330 Sherrill Ave Chevy Chase MD 20815 CA0688 46 Concerned Families of City Homes Brent Polkes 4808 Montgomery Lane Bethesda MD 20814 CA1397 47 Crescent Plaza HOA Faith Jennings 7111 Woodmont Avenue Bethesda MD 20815 HO1440 48 Crescent Plaza HOA Lilian Burch 7111 Woodmont Avenue Bethesda MD 20815 HO1440 49 East Bethesda Citizens Assn. Andy O'Hare 8002 Kentbury Drive Bethesda MD 20814 CA0041 50 East Bethesda Citizens Assn. Jack Hayes 8305 Kentucky Avenue Bethesda MD 20814 CA0041 51 East Bethesda Citizens Assn. Lisa McCabe P.O. Box 41020 Bethesda MD 20824 CA0041 03 NLIST 81984002C.xls 1 85150.008

52 East County Citizens Advisory Board 3300 Briggs Chaney Road Silver Spring MD 20904 CW6786 53 East Edgemoor Property Owners Lawrence Funt 4905 Edgemoor Lane Bethesda MD 20814 CA0042 54 Edgemoor Citizens Assn. David Barnes 5125 Manning Drive Bethesda MD 20814 CA0020 55 Edgemoor Citizens Assn. Judy Gilbert Levey P. O. Box 30459 Bethesda MD 20824 CA0020 56 Edgemoor Citizens Association Shepard Sheinkman 5119 Wessling Lane Bethesda MD 20814 CA0020 57 Elm Street Oakridge Lynn Civic Assn. Brenda Lizzio 4218 Oakridge Lane Chevy Chase MD 20815 CA0022 58 Forty Seven Twenty CC Drive Condo Ann Fink, Paul Associates Mgmt Co. 6935 Wisconsin Ave #400 Bethesda MD 20815 HO1143 59 Forty Sevent Twenty CC Condo Assn. Joesph Hewitt Fitzgerald 4720 Chevy Chase Dr Unit 402 Chevy Chase MD 20815 HO1143 60 Friendship Heights Bill Freund 244 Oyster Shell Cove Bethany Beach DE 19930 CA0688 61 Hamlet Citizens Assn. of Chevy Chase Shawn Woodyard 7712 Curtis Street Chevy Chase MD 20815 CA0038 62 Kenwood Forest Condo. II Management Office 6658 A Hillandale Road Chevy Chase MD 20815 HO0555 63 Kenwood Forest Condo. II Thomas Hutchison 6640 Hillandale Rd. Chevy Chase MD 20815 HO0555 64 Montgomery County Civic Federation Carol Ann Barth 10602 Lockridge Drive Silver Spring MD 20901 CW3450 65 Montgomery County Renters Alliance Inc. Matthew Losak 1001 Spring Street #316 Silver Spring MD 20910 CW6785 66 Montgomery County Taxpayers League Joan Fidler 7400 Pyle Road Bethesda MD 20817 CW0969 67 Montgomery Preservation, Inc. Judith Christensen 6 Walker Avenue Gaithersburg MD 20877 CW1135 68 Northern Montgomery County Alliance Julius Cinque 22300 Slidell Road Boyds MD 20841 CW0683 69 Riviera of Chevy Chase Condo. President/Board of Directors 4242 East West Highway Chevy Chase MD 20815 HO0368 70 Sacks Neighborhood Assn. Alicia Wattenberg 4814 Wellington Drive Chevy Chase MD 20815 CA0307 71 Sacks Neighborhood Assn. Cristina Echevarren 1506 Gordon Cove Drive Annapolis MD 21403 CA0307 72 Sacks Neighborhood Assn. Robert Smythe 4807 Wellington Drive Chevy Chase MD 20815 CA0307 73 Section 3 Village of Chevy Chase Andrea Harney P.O. Box 15070 Chevy Chase MD 20825 CA0040 74 Section 5 of Village of Chevy Chase Francis L. Higgins P.O. Box 15140 Chevy Chase MD 20815 CA0039 75 South Bradley Hills Neighborhood Al Beer 5412 Burling Road Bethesda MD 20814 CA0834 76 Town of Chevy Chase David Lublin 4301 Willow Lane Chevy Chase MD 20815 CA0692 77 Town of Chevy Chase Ronald Bolt, Bolt Legal LLC 8 Executive Park Court Germantown MD 20874 CA0692 78 Town of Chevy Chase Todd Hoffman 4301 Willow Lane Chevy Chase MD 20815 CA0692 79 Town of Chevy Chase Warren Rizzi 4301 Willow Lane Chevy Chase MD 20815 CA0692 80 Village of Drummond Mayor P O Box 70642 Chevy Chase MD 20813 CA0705 81 Village of Drummond P O Box 70642 Chevy Chase MD 20815 CA0705 82 Washington Metro Area Transit Authority Shyam Kannan, Office of Planning 600 Fifth Street NW Washington DC 20001 CA1313 83 Whitehall Condominium Association 4977 Battery Lane Bethesda MD 20814 HO1094 84 Whitehall Condominium Association Robert Brunelle, IKO Real Estate 3416 Olandwood Cout Ste 210 Olney MD 20832 HO1094 85 Wilson Lane Safety Coalition George Nolfi, Nolfi & Associates 5113 Strathmore Ave. Kensington MD 20895 CA0793 Others Required to be Notified Organization Street City State Zip 86 Intake Review MNCPPC DARC 8787 Georgia Avenue Silver Spring MD 20910 87 Dr. Donna Jones, Principal Bethesda Chevy Chase High School 4301 East West Highway Bethesda MD 20814 88 Ms. Alison Serino, Principal Westland Middle School 5511 Massachusetts Avenue Bethesda MD 20816 89 Ms. Lisa Seymour, Principal Bethesda Elementary School 7600 Arlington Road Bethesda MD 20814 90 Nancy Benner, Branch Manager Bethesda Library 7400 Arlington Road Bethesda MD 20814 Team Members Organization Street City State Zip 91 Patricia A. Harris, Esq. Lerch, Early & Brewer 3 Bethesda Metro Center, Suite 460 Bethesda MD 20814 92 George Hayward JBG/Woodmont, LLC 4445 Willard Ave., Suite 400 Bethesda MD 20815 93 Wil McBeath MGMA 131 Great Falls St. Falls Church VA 22042 94 Kevin Johnson JBA, Inc. 205 N. Frederick Ave., #100 Gaithersburg MD 20877 03 NLIST 81984002C.xls 2 85150.008

Notice of Application PLAN AMENDMENT TO BE CONSIDERED BY THE MONTGOMERY COUNTY PLANNING BOARD Plan Type Plan Number Name of Plan Geographic Location Limited Amendments to Sketch Plan, Preliminary Plan and Site Plan 32015005A, 11983015B, and 81984002C Artery Plaza At the northwest corner of Wisconsin Avenue and Bethesda Avenue Current Zone CR-5.0, C-5.0, R-5.0, H-145 Addition of 5,500 square feet of office space and 2,500 square Amendment Summary feet of retail space and plaza improvements Date TBD - DRAFT The above referenced plan application has been filed with the Montgomery County Planning Board and is being reviewed under the provisions of the Montgomery County Code and according to the procedures outlined in the Manual of Development Review Procedures for Montgomery County, Maryland. A copy of the proposed plan is enclosed. This plan may change because of specific reviews and changes suggested by Maryland-National Capital Park and Planning Commission (M-NCPPC) and other county and state agencies. You may participate in this review by sending written comments at any time to the Development Applications and Regulatory Coordination Division (DARC), M-NCPPC, 8787 Georgia Avenue, Silver Spring, Maryland 20910-3760, or by contacting the M-NCPPC lead reviewer. Contact information for the lead reviewer is available by linking to the Development Activity Information Center (DAIC) on the M-NCPPC website at www.montgomeryplanning.org/development. A copy of this plan has also been sent to the public library closest to the site and the public schools which serve the above site for posting on their listservs if the school or library chooses to do so. The Montgomery County Planning Board will also hold a public hearing on the above referenced plan application to obtain public comment. Written notification of the public hearing date will be sent to you no later than ten days before the hearing. If you have questions pertaining to the plan application, please contact the lead reviewer. If you have general questions about M-NCPPC s process, please contact the Information Counter at (301) 495-4610. Sincerely, Patricia A. Harris 2593793.1 85150.082

Statement of Justification Artery Plaza 7200 Wisconsin Avenue and 4733 & 4735 Bethesda Avenue Application for Sketch Plan Amendment, Preliminary Plan Amendment, and Site Plan Amendment I. Project Summary and Proposed Amendment JBG/Bethesda Avenue, LLC, JBG/7200 Wisconsin LLC, and JBG/Woodmont II LLC (collectively, the "Applicant"), affiliates of The JBG Companies, are the owners of the property located along the north side of Bethesda Avenue between Wisconsin Avenue and the Reed Street right-of-way in Bethesda, Maryland (the "Property"). The Property is zoned CR-5.0, C-5.0, R-5.0, H-145, and is subject to the Approved and Adopted Bethesda Purple Line Station Minor Master Plan Amendment (the "Minor Master Plan Amendment"), the Approved and Adopted 1994 Bethesda Central Business District Sector Plan (the "Existing Sector Plan"), and the Planning Board July 2016 Draft Bethesda Downtown Sector Plan (the "Draft Sector Plan"). The Applicant is submitting applications (the "Applications") for a limited amendment to the previously approved Sketch Plan (No. 320150050), Preliminary Plan (No. 11983015A), and Site Plan (No. 81984002B) for the Property. All of the amendments will apply to 7200 Wisconsin Avenue (the "Subject Building") and the adjacent public open space (the "Plaza"); the balance of the Property will remain as previously proposed. The Applications are being filed for concurrent review by the Montgomery County Planning Board of the Maryland-National Capital Park and Planning Commission (the "Planning Board"). By resolutions issued May 23, 2016, the Planning Board approved the above-referenced plans permitting redevelopment of the Property to construct up to 543,170 square feet of office uses and 43,441 square feet of nonresidential (retail, restaurant, or service) uses on the Property. In connection with these approvals, the Applicant proposed certain interim improvements to the Plaza, with the understanding that the improvements would likely be revised once the Applicant secured a retail tenant for the area adjacent to the Plaza. The Applications are now being filed to increase the square footage of the Subject Building by 8,000 square feet, and to revise the design of the existing Plaza at the southeast corner of the Property (together, the "Proposed Amendments"). The expansion of the office building will include 2,500 square feet of restaurant space on the ground floor accompanied by outdoor seating in the updated Plaza and a future 5,500 square feet of office space in two stories above the restaurant. The redesign of the public open space will create a three-level plaza, stepping up gradually from Bethesda Avenue to the south façade of the Subject Building. The new Plaza is positioned to be a multi-functional gathering space and is designed to simultaneously accommodate separate uses, provide a variety of experiences, and improve pedestrian 2533012.2 85150.082

circulation. The upper level of the Plaza will function as a welcoming and open circulation route to the existing office lobby of the Subject Building and also as an outdoor dining area for the proposed restaurant. The middle level will become the core gathering space in the Plaza with a variety of integrated and flexible seating elements. The lower level of the Plaza at the southern end of the Property will function as a small, intimate space intended as an extension of the Bethesda Avenue streetscape. While the proposed redesign will activate the open space, the design also highlights the office lobby presence. Paving, lighting, signage (both pillar and wall signage) have been programmed to accent the space and capitalize on the unique angle created by the building in order to create an enticing public space that complements the office and restaurant uses on the Property. II. Master Plan Conformance The proposed development conforms with the Minor Master Plan Amendment, the Existing Sector Plan, and the Draft Sector Plan. Specifically, the Minor Master Plan Amendment recommends locating the Capital Crescent Trail bicycle route adjacent to the Property on the north side of Bethesda Avenue, see Minor Master Plan Amendment at 22, and the Existing Sector Plan includes a number of recommendations with respect to the enhancement and activation of open space, as follows: Strengthen the existing urban form by improving and reinforcing the districts and transitional areas, open spaces and gathering places, landmarks and focal points (Page 36) Provide street-activating uses, such as retail stores with storefront display windows or building entrances. Activating uses help promote a safe, interesting, and lively environment. (Page 36) Enhance the pedestrian environment to provide a visually diverse and stimulating experience, maximize social interaction, and encourage walking. (Page 37) Extend the network of open spaces to serve the needs of an expanding population for a diverse range of activities in spaces that are safe, visible, and perceived as public. (Page 37) Locate open space in a manner that achieves easy access and good visibility from the street so that the open space is perceived as public. (Page 47) 2 2533012.2 85150.082

Locate street level, activating uses such as storefront retail, restaurants or office building entrances next to existing and future open spaces to encourage use. (Page 47) Additionally, the Draft Sector Plan states, "[b]uildings, public spaces and neighborhoods should be designed to the highest quality to reflect Bethesda's community identity and improve economic competitiveness, livability and environmental quality." Draft Sector Plan at 6. The plan further states, "[a] well-connected public space network with a range of inviting streets, parks and plazas is crucial to fostering a walkable, bikeable and livable downtown environment." Id. at 70. To this end, the Draft Sector Plan includes the following recommendations: Foster community enrichment by encouraging public and private gathering places. (Page 8) Re-imagine under-performing public spaces to revitalize them as community assets. (Page 8) Enhance specific aspects of the public realm that support retail and office development where applicable. (Page 8) The proposed redesign of the Plaza will respond to these recommendations by creating a multi-use open space that accommodates the Capital Crescent Trail, extends the existing streetscape of Bethesda Avenue, and provides a core gathering space, while also generating pedestrian activity by enhancing the space with the outdoor seating for the restaurant proposed for the building expansion. The revisions will also increase visibility and create a more open, transparent layout by eliminating the existing colonnade and trellis arrangement currently on the Plaza. Opening the Plaza to the street will improve view corridors in and around the Plaza and, particularly notable, the view from the Plaza of the historic Farm Women's Market building at the southeast corner of Wisconsin and Bethesda Avenues. The Existing Sector Plan identifies the Farm Women s Market as a primary focal point, see Existing Sector Plan at 41, and the proposed redesign will eliminate the obstructions of the colonnade and trellis, thereby allowing pedestrians and diners in the Plaza to view the market. Through all of these measures, the Proposed Amendments will transform a dated, underutilized plaza with a vibrant, welcoming public space. Accordingly, the Proposed Amendments conform with the governing plans applicable to the Property. III. Development Standards The proposed 8,000 square-foot addition represents a negligible increase in the Project's overall density, and results in a new density of 4.52 FAR, below the permitted 5.0 FAR. IV. Findings Required for Approval As addressed in more detail below, because the Proposed Amendments increase the density of the Subject Building, the Applications must demonstrate compliance with all of the Sketch, Preliminary, and Site Plan requirements the same requirements as the original 3 2533012.2 85150.082

applications. These criteria are outlined and addressed below. To the extent that any criteria are not affected by the Proposed Amendments, this is indicated with the response, "No change." A. Sketch Plan Approval Under Section 7.3.3.I of the Zoning Ordinance, an amendment to any binding element or condition of an approved sketch plan must meet the same criteria as the original sketch plan. Section 7.3.3.E establishes the findings required for approval of a sketch plan application. As set forth below, the Proposed Amendments satisfy each of these requirements: No change. 1. The Sketch Plan meets the objectives, general requirements, and standards of the Zoning Ordinance. 2. The Sketch Plan substantially conforms with the recommendations of the applicable master plan. As discussed in Section II above, the proposed amendments conform with the Minor Master Plan Amendment, the Existing Sector Plan, and the Draft Sector Plan. No change. 3. The Sketch Plan satisfies any development plan or schematic development plan in effect on October 29, 2014. 4. The Sketch Plan achieves compatible internal and external relationships between existing and pending nearby development. The proposed amendments will continue to be compatible with the surrounding area. The reprogrammed Plaza will offer an inviting public space for pedestrians and tenants of the office buildings on the Property, as well as providing additional communal gathering space near the transit hub proposed for the Apex Building site adjacent to the Property on the north. The proposed transit station, which will sit directly below a mixed-use development, will accommodate stations for the Metro Red Line and the proposed Purple Line, as well as a portion of the Capital Crescent Trail. The redesigned Plaza will be ideally situated to serve the transit hub and to provide a connection between transit and the pedestrian network along Wisconsin Avenue and Bethesda Avenue. 4 2533012.2 85150.082

5. The Sketch Plan provides satisfactory general vehicular, pedestrian, and bicyclist access, circulation, parking and loading. As discussed above, the proposed amendments will improve pedestrian circulation by enhancing the intersection of Wisconsin and Bethesda Avenues and activating the streetscape. Additionally, the Plaza has been designed to accommodate the proposed Capital Crescent Trail bike lane along Bethesda Avenue. No change. No change. 6. The Sketch Plan proposes an outline of public benefits that supports the requested incentive density and is appropriate for the specific community. 7. The Sketch Plan establishes a feasible and appropriate phasing plan for all structures, uses, rights-of-way, sidewalks, dedications, public benefits, and future preliminary and site plan applications. B. Findings Required for Preliminary Plan Amendment Under Section 4.2.F of Chapter 50 of the Montgomery County Code (the "Subdivision Regulations"), a major amendment to an approved preliminary plan must meet the same criteria and satisfy the same requirements as the original preliminary plan. Section 4.2.D of the Subdivision Regulations provides the findings required for approval. As set forth below, the Proposed Amendments satisfy these requirements: 1. The layout of the subdivision, including size, width, shape, orientation and density of lots, and location and design of roads is appropriate for the subdivision given its location and the type of development or use contemplated and the applicable requirements of Chapter 59. The increase in density proposed for the Subject Building is appropriate for the site, which is at a major intersection in downtown Bethesda. The additional floor area, which is a negligible increase of the existing total, will accommodate more office space, as well as a ground-floor restaurant which will help to activate the redesigned Plaza and create a more inviting environment for pedestrians. 2. The preliminary plan substantially conforms to the master plan. As discussed in Section II above, the Proposed Amendments conform with the Minor Master Plan Amendment, the Existing Sector Plan, and the Draft Sector Plan. 3. Public facilities will be adequate to support and service the area of the subdivision. 5 2533012.2 85150.082

Public facilities will continue to be adequate for the Property. As discussed in the traffic statement included with this application. No change. No change. 4. All Forest Conservation Law, Chapter 22A requirements are satisfied. 5. All stormwater management, water quality plan, and floodplain requirements of Chapter 19 are satisfied. No change. 6. Any other applicable provision specific to the property and necessary for approval of the subdivision is satisfied. C. Findings Required for Site Plan Amendment Under Section 7.3.4.J.1.c, a major amendment to an existing site plan must satisfy the same necessary findings as the original site plan. The Proposed Amendments satisfy the findings required for approval provided in Section 7.3.4.E of the Zoning Ordinance as follows: No change. No change. No change. 1. The proposed development satisfies any previous approval that applies to the site, including any development plan or schematic development plan in effect on October 29, 2014. 2. The proposed development satisfies applicable use standards, development standards, and general requirements in the Zoning Ordinance. 3. The proposed development satisfies the applicable requirements of Chapter 19, Erosion, Sediment Control, and Stormwater Management, and Chapter 22A, Forrest Conservation. 4. The proposed development provides safe, well-integrated parking, circulation patterns, building massing and, where required, open spaces and site amenities. 6 2533012.2 85150.082

As discussed above, the Proposed Amendments will improve pedestrian circulation and activate the Plaza. The proposed redesign will activate the open space but still ensure that the office lobby has a prominent presence. Site features such as paving, lighting, and signage have been programmed to accent the space and capitalize on the unique angle created by the Subject Building. 5. The proposed development substantially conforms with the recommendations of the applicable master plan and any guidelines approved by the Planning Board that implement the applicable plan. As discussed in Section II above, the Proposed Amendments conform with the Minor Master Plan Amendment, the Existing Sector Plan, and the Draft Sector Plan. 6. The proposed development will be served by adequate public services and facilities, including schools, police and fire protection, water, sanitary sewer, public roads, storm drainage, and other public facilities. As discussed in Section IV.B.3 above, the Property will continue to be adequately served by public facilities. N/A 7. Proposed development on a property in a Rural Residential or Residential zone, is compatible with the character of the residential neighborhood. 8. The proposed development is compatible with the existing and approved or pending adjacent development. As discussed in Section IV.A.4 above, the project, as amended, remains compatible with the surrounding area. V. Conclusion For all of the reasons discussed above, the Proposed Amendments to the approved plans for the Property will improve the existing Plaza and enhance the pedestrian network and open public space on the Property. The project will continue to comply with the requirements of the Zoning Ordinance and Subdivision Regulations, and it conforms with the applicable Minor Master Plan Amendment, Existing Sector Plan, and Draft Sector Plan for downtown Bethesda. Accordingly, we respectfully request that the Planning Board approve the Applications as proposed. We appreciate your consideration of this matter. 7 2533012.2 85150.082

Andrew Bradshaw From: Kuykendall, David <David.Kuykendall@montgomerycountymd.gov> Sent: Monday, June 12, 2017 9:52 AM To: Andrew Bradshaw Cc: Conlon, Catherine; Kevin J. Johnson; Harris, Patricia A. Subject: RE: Artery Plaza Amendments - 32015005A, 11983015B, & 81984002C Andrew, Based on your explanation below, this work will not need a stormwater management concept. If you move 100 cubic yards of soil or more, than you will be required to obtain a sediment control permit. David Kuykendall, CPESC/CPSWQ/CESSWI Senior Permitting Services Specialist Montgomery County, Maryland Department of Permitting Services Division of Land Development Water Resources Section ph240-777-6332/fax240-777-6339 david.kuykendall@montgomerycountymd.gov From: Andrew Bradshaw [mailto:abradshaw@jba inc.com] Sent: Friday, June 09, 2017 2:37 PM To: Kuykendall, David <David.Kuykendall@montgomerycountymd.gov> Cc: Conlon, Catherine <catherine.conlon@montgomeryplanning.org>; Kevin J. Johnson <kjohnson@jba inc.com>; Harris, Patricia A. <paharris@lerchearly.com> Subject: Artery Plaza Amendments 32015005A, 11983015B, & 81984002C Dave, As part of the initial acceptance of the amendment packages listed above; Cathy Conlon (cc d on this email), has requested we get confirmation from DPS Water Resources that the improvements described below will not trigger stormwater management requirements and thus the submission of a stormwater concept. Associated with these Sketch, Preliminary & Site Plan Amendments; the improvements consist of upgrades to the existing 7200 Wisconsin Ave. plaza and a small building addition. The building addition is for 2,500 sf of commercial use as proposed in the Site Plan; the Preliminary Plan will allow for additional height to be added for a total commercial building addition of 8,000 sf (no change in footprint). As you see on the attached Overall Site Plan; the majority of the improvements described above are located atop the ex. below grade parking structure serving 7200 Wisconsin Ave./4747 Bethesda Ave. Approximately 1,400 sf of the improvements are not located above structure; and thus would be deemed our disturbance for the project. Since these improvements do not constitute new building construction and/or create a disturbance of 5,000 sf or more; we do not feel these amendments trigger the requirement for providing stormwater management and thus the submission of a stormwater management concept. Please let us know if you agree with this assessment to allow the intake process to continue for the amendments described above. Appreciate your help as usual. 1

Andy Andrew M. Bradshaw, P.E. Project Manager 205 North Frederick Ave., Suite 100 Gaithersburg, Maryland 20877 (301) 963-1133 x228 (301) 569-7228 direct (301) 963-6306 Fax www.jba-inc.com 2

WSSC PRELIMINARY PLAN REVIEW REQUIREMENTS CHECKLIST ITEM YES N/A GENERAL Major Review Fee Non-residential or more than 10 residential properties. Minor Review Fee - Ten residential units or less. Provided WSSC map number and ADC Map Book grid for connection points. Location and size of existing WSSC lines, connections and rights of way shown? Proposed abandonment or relocation of WSSC lines? WSSC WATER SERVICE Requesting WSSC water connection? (If yes, please show following items on plan, if applicable, and indicate status (yes, or N/A) on this checklist) Proposed water service connections and on-site lines shown? Are proposed water lines shown connecting to an existing water line? Proposed water line and connection rights-of-way easement delineated on plan? The highest plumbing fixture elevation proposed for the highest structure on site High elevation: (approximate). The lowest plumbing fixture elevation proposed for the lowest structure on site Low elevation: (approximate). WSSC SEWER SERVICE Requesting WSSC sewer connection? (If yes, please show following items on plan, if applicable, and indicate status (yes or N/A) on this checklist) Proposed sewer service connections and on-site lines shown? Are proposed sewer lines shown connecting to an existing sewer line? Proposed sewer line and connection rights-of-way easement delineated on plan? Direction of flow shown? Proposed sewer is a gravity line that is between 8 and 18 feet deep? Lowest basement requiring sewer. Lowest elevation: Important Notes: Extensions of water and sewer lines are required to follow the WSSC s System Extension Process (SEP) for developer-built lines. The SEP requires the preparation of plans that meet WSSC water and sewer design guidelines which dictate right-of-way widths, the use of NAD 83-91 & NGVD 1929 for survey information, etc Obtaining WSSC plan comments will increase the probability that the property can be served as approved. WSSC review comments will identify service restrictions, rights-of-way issues and conditions that might otherwise go unaddressed early in the process. Omitting checklist requirements may affect the quality of WSSC s comments and result in the need to re-subdivide or otherwise delay service and increase costs. T: DDU / Common / eplan Review / GOV / WSSC Preliminary Plan Review Checklist Revised 7-13-15