Acting Chairman Sumner called the regular meeting of the Blue Ash Planning Commission to order at 7:04 p.m. on Thursday, October 2, 2008.

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Page 1 ITEM 1. - MEETING CALLED TO ORDER Acting Chairman Sumner called the regular meeting of the Blue Ash Planning Commission to order at 7:04 p.m. on Thursday,. MEMBERS PRESENT: MEMBERS NOT PRESENT: ALSO PRESENT: Tom Adamec, Beverley Gill, John Moores and James Sumner Raymond Schafer City Manager David Waltz, Assistant to City Manager Kelly Osler, Assistant Community Development Director Dan Johnson, Administrative Clerk Traci Smith, Council Member Henry Stacey, Public Works Director Mike Duncan and interested citizens ITEM 2. - OPENING CEREMONY Pledge of Allegiance ITEM 3. - APPROVAL OF THE MINUTES Commission Members waived the reading of the minutes. DECISION: Tom Adamec moved, Bev Gill seconded, to approve the regular meeting minutes of July 9, 2008 as submitted. A voice vote was taken. All members present voted aye. Motion carried. ITEM 4 Plainfield Road Target Stores Consideration of a Zoning Map Amendment to rezone approximately 5.78 acres from the R-3 Residential District to the C-2 Planned Commercial District and consideration of a Planned Development in the C-2 Planned Commercial District to allow a Target Store ( large retail sales and services ) with an outlot that would allow a future land use PRESENT: John Silverman, Applicant Ron Bailey, Target, Sr. Development Manager Josh Binkley, EMHT, Civil Engineer Dan Johnson said there were changes made after the plans were submitted. The most significant being that the size of the store is actually 20,000 square feet less than what was stated in the information packet, which reduces the overall parking requirement. He said the site is still short on parking but the ratio is not as significant as indicated in the packet. There are also a number of items that are related to the proposed off-site roadway improvements. John Silverman, managing principal of Midland Atlantic, said this project began in 2004. The location of the site is at the intersection of Ronald Reagan Cross County Highway and Plainfield Road. It is just under 12-acres with current zoning being about half commercial and the other half residential. Their proposal is to modify the zoning to C-2 for a new Target store and a small out parcel. Mr. Silverman explained the location and talked about the Land Use Plan map that is in the Comprehensive Plan, which indicates the area under consideration is appropriate for general shopping, which

Page 2 includes retail, offices and restaurants. He said they have also included a significant buffer for residential. John Silverman addressed their need for some variances with regards to parking ratio and the right-of-way setback from Plainfield Road due to the grade of the site. He said the Target pad is about 8-feet below grade on Plainfield Road, which they feel is great from an esthetics standpoint, but makes the out parcel difficult to use. They are also requesting a variance for the access drive to be 36-feet wide instead of 30-feet so it would match what is across the street and also allow them to do some off site improvements. He said they will be able to retain a landscape buffer around the entire perimeter and feel the buffer is important. John Silverman said there has been a lot of discussion with Staff and Consultants regarding off site improvements. In general, they would construct a median along Plainfield Road to restrict left turn movements and add a signalized entrance across from Frisch s, which they feel is a huge step for the safety of the site and feel it is necessary regardless of whether or not Target is there. The pavement on the Target side would be widened and they have also agreed to widen the other side in front of Frisch s to provide room for U-turns for southbound traffic. Mr. Silverman said there has been discussion regarding continuing the right turn lane for the northbound traffic to enter Ronald Reagan Cross County Highway. For this to happen, they need to acquire additional right-of way from Gold Star Chili and Long John Silvers. Also, an interchange study with ODOT needs to occur to justify the right turn movements. They have agreed to put up funds necessary to construct the pavement in the right turn area even though that cannot be built today. He said that is an improvement that needs to take place with or without this project. John Silverman said they will work with the City to add a Welcome to Blue Ash sign and to landscape the median similar to the other medians in Blue Ash. Mr. Silverman said the look of the Target is different from any other Target store because it was designed specifically for Blue Ash. There are more windows in the front to break up the brick and they feel the look is much friendlier. The lighting plan has been improved and the fixtures will be shielded to prevent spillover from the parking lot to the adjacent properties. Mr. Silverman also said that Target is a big supporter of giving back to communities. They have a program called Take Charge of Education where 1% of sales on a Target Visa card can be designated to a school of choice. He said with a Target store in Blue Ash, this could be a significant amount of money that could be designated to the Sycamore School District. Ron Bailey, Senior Development Manager with Target Real Estate in Minneapolis, MN, said his role is to work with the developer and the consultants in putting together the application, assist with the design of the site with the in-house architects, to appear at meetings to present proposal and to assist the team as it goes through the final processes in establishing timing and budget. He said the Target store strategy has evolved considerably since he began 15 years ago. Target currently has 1,600 stores in 48 states. He said this project is a continuation of the overall strategy Target has to bring a quality design to each community in which they try to locate a store. Sites are selected very carefully based upon the demographics and the profile of their typical guest, which is the soccer mom with a couple of kids who is highly educated and has a good income. They believe Blue Ash is just that type of market. Mr. Bailey explained in some detail the assessment that Target performs for their parking needs. Attached is the presentation material which explains this process. Through this assessment and based upon their calculations, they have determined that the amount of

Page 3 parking spaces proposed for this project of 464 spaces actually exceeds the actual usage. John Moores asked if the parking excludes the outlot. Mr. Bailey confirmed. He said it would have an internal curb cut, but the amount of spaces they have would need to satisfy that use would need to fall on the outlot. Mr. Bailey said they have not yet determined use of the outlot and have no objection to the condition of waiting to develop it until after one holiday season, in case it is determined there is a need for additional parking. David Waltz suggested that the Commission not address the request for a reduced front setback on the outlot parcel at this time. Tom Adamec asked what consideration was given for the customers exiting the restaurants that want to travel southbound on Plainfield Road when the median is in place. John Silverman said customers visiting Long John Silvers and Gold Star Chili would need to exit northbound and then turn around. David Waltz noted that the median was suggested by the City Engineer based on a study that was done several years ago. Even if the Target project does not happen, that would ultimately be the recommendation. John Silverman said that the majority of turning movements from the restaurants are to the north, which would not be affected by the median. John Moores asked is they had considered connecting the properties to exit through Frisch s, at the signalized intersection. John Silverman said they had such a plan to connect the back of the properties and hope to coordinate among the three property owners, but there was not a lot of motivation for those owners at this point. Mr. Sumner asked if the planned roadway improvements will improve the traffic congestion in that area at 5:00 p.m. Mike Duncan, Public Works Director, said the Target Store and outlot would add approximately 550 additional cars during peak hours to the traffic movement. A 2007 traffic study concluded that the levels of service would be acceptable in that area, however, that study included a northbound right turn lane onto Ronald Reagan Cross County Highway and improvements extending into Sycamore Township which are not included in the present plan. The City has requested a new study based on the current plan. The significance of the additional traffic cannot be known until the new study is complete. John Moores expressed concern with the number of traffic lights within a short distance. Mike Duncan explained that all of the signals within the City are on a coordinated system; however, the light at Larchview in Sycamore Township is not coordinated. The County Engineer has jurisdiction of that traffic signal and Mike Duncan said he would be happy to address that with him. Bev Gill asked whether the anticipated increase in traffic would require two left turn lanes from northbound Plainfield to westbound Hunt. Mike Duncan said the long range traffic study for the Plainfield Road/Reed Hartman corridor identified the need for a double left turn lane, which would require widening the bridge and adding a westbound lane on Hunt Road from Plainfield to the onramp. He noted that this would not be Target s responsibility. David Waltz added that many of the changes recommended by the traffic study are necessary with or without Target. Mike Duncan added that Target and their engineers have been very cooperative in identifying solutions. Tom Adamec expressed concern about how stormwater might affect the church property to the west. Josh Binkley of EMHT said the development would include stormwater detention under the parking lot. He said they have discussed postredevelopment release rates with the City Engineer. The site currently has no detention. He said they will be able to meet the City s stormwater regulations. Dan Johnson said

Page 4 the applicant is not expected to have designed a system at this point, but that they would be able to do so in a final form that is acceptable to the City Engineer. John Silverman said he has been in touch with Pastor Gregory to discuss improving the drainage through the church s site. Dan Johnson explained that City s requirement is that, after the property is fully developed, the drainage situation across the neighbor s property needs to be the same as it is today. Ron Bailey went over the signage details for the site. There would be a logo with name and Pharmacy on the front elevation; a logo on the NE corner facing southbound Plainfield; no signage on the rear; and a monument sign at the main entrance on Plainfield Road. All signs are internally illuminated and will go off when the store is closed. The lights for the parking lot remain lit for half an hour after closing; except for the area where the employees are directed to park, which will remain on until approximately 11:30 p.m. The application included a pylon sign, which they have removed from consideration. Mr. Bailey said they will modify the plan to accommodate all sign regulations. He added that request to create additional architectural relief on the Plainfield Road elevation is currently being addressed by Target s architect. The site plan has already been revised to accommodate the request to move the public sidewalk behind a wider tree lawn. He also noted that all of the other conditions recommended in the Staff Report are acceptable to Target. Jim Sumner asked about the sign on the south face and how visible it will be to the residents on Larchview. John Silverman noted that the landscaping between the properties would be pretty dense and that the sign lights will go off when the parking lots lights go out at 10:30 p.m. Jim Sumner asked if they would be willing to accept that timing as a condition. Ron Bailey agreed. Bev Gill asked if there was a retention wall between the Target property and the church and expressed concern about the appearance from the church. Mr. Bailey answered that there is a wall. John Silverman said it would be a modular wall, which is very conducive to growing ivy. He also said that building a modular wall will make keeping the existing trees more possible. Jim Sumner asked how the size of this store compares to the store in Tri-County. John Silverman said the Tri-County store is approximately 125,000 sq. ft. and this Blue Ash store would be approximately 135,000 sq. ft. Jim Sumner asked for public comments. Irene Poliner read a statement asking the Commission to consider recommending approval of a Target store in Blue Ash. Linda Ross, a Trustee for the Hartzell United Methodist Church, said they have a concern with stormwater drainage and are hoping that the City will help them with that issue. Ronda Larrick, who lives in the first house in Sycamore Township next to the proposed development, had the following concerns: 1.) how the dedicated right turn at the south property line would affect her ability to get out of her driveway; 2.) thinks there should be fencing along the south lot line for security purposes, and; 3.) where the Metro Bus stop would be if it is moved from its current location in front of the existing office complex. She would like for there not to be an outlot on the property, just the Target store. She also thanked the City of Blue Ash for its help to her in the past and asked Target to consider talking to her about her property since she is the only house that is immediately next to it. David Waltz said he would need talk to Mike Duncan regarding the Metro stop and review the fencing idea with Dan Johnson. He said that part of Penelope Lane is owned

Page 5 by the Sycamore Township Trustees and the other part will be owned by Target, so there will not be any traffic on it. He recommends the portion owned by Target be torn up and be planted. They are trying to coordinate the other portion with Sycamore Township. Jim Sumner summarized that they would need to investigate these things further, but would definitely take them into consideration. Tom Adamec asked for more clarification on the landscaping. Josh Binkley said they are proposing deciduous and evergreen trees, but at this point they have kept generic until they identify where those trees would be. The final landscaping plan will meet the Code. Their goal is to keep as many of the existing trees as possible and infill between them with additional trees. Dan Johnson said they had also talked about mounding where it would not harm existing trees. Mindy Nemoff said she is a Blue Ash resident and also the sibling of Ronda Larrick. She said has concerns regarding deliveries being done at night and using the south entrance. Dan Johnson said the City expressed concerns about using that entrance for deliveries as well. John Silverman said the deliveries are done at night; however, they will be entering and existing at the new traffic light, not the south entrance. John Moores wants to make sure things get worked out with the church regarding drainage and sewage. He feels strongly about the access to the two businesses across the road and does not feel access to them should be limited. Tom Adamec feels it would be a good benefit to the City. He would also like to see something get worked out for access to the restaurants across the street. Jim Sumner feels this should be added as a condition. David Waltz said there are still details that need to be worked out; however, the proposed traffic changes are being prompted by the City s long term plan. Jim Sumner asked Dan Johnson if there were additional conditions that should be considered. Dan Johnson said just based upon the conversation this evening, the following items could be considered: bus shelter, fence on south property line, more certainty on what the landscaping on the south side would look like, modification to south entry to minimize impact, what the site might look like from difference perspectives such as the church, and having the trees moved to the curb and the public sidewalk behind that. David Waltz added that in discussions prior to this meeting, Target has expressed support in all of these areas, but they just do not have all the details at this time. DECISION: Tom Adamec moved, Jim Sumner seconded, to approve the recommendation to City Council to rezone approximately 5.78 acres of land (plus the area that extends from the property to the center of the Plainfield Road right-of-way) from R-3 Residential to C-2 Planned Commercial with the rezoning approval contingent upon the Target Store construction beginning within 24 months otherwise rezoning will expire and revert back to R-3 Residential. A roll call vote was taken. All members present voted aye. Motion carried.

Page 6 DECISION: Tom Adamec moved, Jim Sumner seconded, to approve the recommendation to City Council for the development of a new Target Store and a 0.59 acre outlot on a total of approximately 11.9 acres in the C-2 Planned Commercial zoning district on Plainfield Road (west side, south of Cross County Highway) with the following conditions. 1. The east and north sides of the building shall be architecturally modified to break up the façade and create aesthetic variation, particularly where such walls are clearly visible to the traveling public. 2. A decorative fence shall be provided at the top of the west retaining wall. 3. The driveway access for 9050 Plainfield Road (Hamilton County Auditor s Parcel 612-0070-0217-00) shall be reconfigured to an access from the Frisch s property to the north or as far south on the property as is possible, as approved by the City Manager or his designee. 4. The outlot indicated on the plan be held in an undeveloped state until at least the first February following the first December after the store is fully operational. The Planning Commission shall have the right to require that the parcel be developed with additional parking and internal landscaping in the event that on-site parking is determined to be insufficient by the Planning Commission. The Planning Commission shall make such determination before July 1 of that year and, if additional parking and internal landscaping is required, the required improvements shall be completed before July 1 of the following year. 5. All signage shall satisfy the applicable Code regulations. As proposed, the pylon and ground signs are not approved. 6. The applicant will donate to the City land or an easement as indicated in the plans for the purpose of improving Plainfield Road and making other improvements to the right-of-way. 7. The applicant will design and construct all improvements to the right-of-way that are noted on the plans and agreed to by the City Manager or his designee. 8. After construction of all roadway improvements, the applicant will restore all roadway pavements, sidewalks, curbs, and other public appurtenances in a workmanlike manner as agreed to by the City. All lawn areas shall be returned to appropriate vegetative cover. 9. The applicant will pay to the City a sum agreed to by the City Manager or his designee for the sole purpose of paying for design and construction of an additional traffic lane on northbound Plainfield Road, north of the north Frisch s driveway. The timing of the actual design and construction will be as the sole discretion of the City. Any amount paid to the City for such improvement will not be refunded to the applicant or property owner for failure to undertake the project. 10. The applicant will design and construct a decorative entry feature for the City of Blue Ash in a design and location agreed to by the City Manager or his designee. The feature will have a design quality similar to the sign located near the terminus of the westbound Cross County Highway to Kenwood Road off-ramp.

Page 7 11. A landscaped island shall be provided in each of the rows of parking on the east side of the building to satisfy the Code requirement. 12. Penelope Lane shall be removed and become permanent buffer yard (at least, the portion that is owned by the applicant). 13. Lighted signs shall be turned off within 1/2 hour of store closing (by 10:30 p.m.). 14. Developer shall work with Hartzell United Methodist Church to resolve stormwater drainage issues. 15. Developer shall attempt to work with property owners on the east side of Plainfield Road to resolve concerns about turning movements and access to the proposed traffic light. A roll call vote was taken. All members present voted aye. Motion carried. ITEM 6 MISCELLANEOUS BUSINESS Dan Johnson said there continue to be training opportunities for Planning Commission members and will continue to forward information as he receives it. John Moores had a question in general about zoning and if it s a good fit then the property should be rezoned, like that property on Blue Ash Road. Jim Sumner feels there is risk involved if there is not a good project. He feels that would accelerate the deterioration of residential property. John Moores feels some consideration should also be given to the property that is on Blue Ash Road and backs up to Floral. David Waltz said that Council has had some conversation about buying that property and making a buffer, but the price has always been too high to consider. Tom Adamec asked about the housing consultant. David Waltz said that was still being done. ITEM 7 ADJOURNMENT DECISION: There being no further business to be discussed, John Moores moved, Tom Adamec seconded, to adjourn the meeting. A voice vote was taken. All members present voted aye. Motion carried. The meeting was adjourned at 9:12 p.m. Jim Sumner, Acting Chairman MINUTES RECORDED BY: Traci Smith, Administrative Clerk