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MEMORANDUM DATE February 5, 2016 TO FROM SUBJECT David Bischoff City of Gilroy Bruce Brubaker and Seung Hong, PlaceWorks Draft Alternative Land Use and Circulation Scenarios This memorandum summarizes three draft alternative land use and circulation scenarios proposed for the Gilroy Station Area Plan. It is important to note that these are preliminary scenarios developed for study purposes and are intended to help guide the ongoing development of the Station Area Plan. The main concepts of these scenarios are outlined below and illustrated in the conceptual diagram maps attached at the end of this memorandum. The goal of the maps is to illustrate major differences and choices between the three scenarios and to confirm that these are valid scenarios for study before they are fleshed out and analyzed in greater detail. Table 1 on the next page shows buildout programs and a chart comparing the three scenarios. Table 2 summarizes proposed land use changes compared to the 2005 Specific Plan (DTSP). Main Concepts Phasing Assumptions» Phase 1: This phase is anticipated to be 10 to 15 years from now before high-speed rail (HSR) is in full operation. In this phase, we assume that Transportation Agency for Monterey County (TAMC) s Capital Corridor extension to Salinas and Caltrain electrification would occur. Enhanced regional transit access would make Gilroy more attractive to developers, helping accelerate infill development near the station.» Phase 2: In this phase, we assume that high-speed rail (HSR) would be in full operation. In this phase, Gilroy would see significantly increased demand for housing, retail, hotel, and office development throughout the Plan Area. Scenario 1 Transit Focus» High-intensity development focused within walking distance of the HSR station.» Least effect on the remaining area.» Modified at-grade HSR alignment would close one east-west vehicle access and may eliminate Railroad Street. Depressed streets may affect access to adjacent properties.» HSR parking structures at three locations near highway interchanges, one of which is located outside of the Plan Area.» Phase 1: Infill development along Monterey Street.» Phase 2: Mixed use development up to 12 stories east of the station and along 10 th Street. Scenario 2 Focus» Mixed use residential development spread out along Monterey Street and around the HSR station.» Retail development (supporting ) extending along east-west streets on both sides of Monterey Street, including Lewis, 6 th, Old Gilroy, and 10 th Streets.

» Aerial alignment of HSR allows all existing east-west street connections to remain.» Union Pacific Railroad (UPRR) remains at the current location at grade.» HSR parking structures at two locations near highway interchanges, one of which is located outside of the Plan Area.» Phase 1: Mixed use housing throughout the Plan Area.» Phase 2: Office and commercial development around the station and along Monterey Street. Scenario 3 Employment Focus» Office development and multifamily housing focused within walking distance of the HSR station.» An enhanced commercial corridor along Monterey, extending south of 10 th Street.» The area south of 10 th Street is reserved for future research and development (R&D) and office development, a hotel/conference center, and HSR parking.» Modified at-grade HSR alignment would keep all east-west vehicle access, requiring new underpasses and depression of cross streets. Depressed streets may affect access to adjacent properties.» Phase 1: Infill development along Monterey Street north of 10 th Street and hotel development near US 101.» Phase 2: Office and hotel development east of the station and south of 10 th Street; retail development on Monterey Street, south of 10 th Street. Aerial Alignment refers to the high-speed rail tracks supported on columns elevated approximately 30 to 35 feet above existing grade. In this scenario, the existing Union Pacific rail lines would remain in their current location and all existing street crossings would be maintained. Scenario 2 shows the aerial alignment. Modified At-Grade Alignment: refers to the high-speed rail tracks on an earthen berm elevated approximately 20 feet above the existing grade. The existing Union Pacific rail tracks would similarly be elevated and realigned in some areas parallel to the high-speed rail tracks. Some or all of the streets that currently cross the Union Pacific tracks would be lowered approximately 12 feet to cross under the elevated tracks. Scenarios 1 and 3 show the modified at-grade alignment. The following conceptual cross section from the Supplemental Alternatives Analysis, prepared by California High Speed Rail Authority in May 2011, illustrates elevated high-speed rail and Union Pacific tracks with a depressed road undercrossing. February 5, 2016 Page 2

Table 1 Comparison Chart SCENARIO 1. TRANSIT FOCUS SCENARIO 2. DOWNTOWN FOCUS SCENARIO 3. EMPLOYMENT FOCUS Buildout Projection [1],[2] Phase 1 Phase 2 Land Use Elements Gateway treatment location Fire Station location Arts Center location Housing: 500 units Commercial (incl. retail and small offices): 100,000 square feet (SF) Class A office: 100,000 SF Hotel: 100 rooms Industrial: 50,000 SF Housing: 1,900 units Commercial: 400,000 SF Class A office: 650,000 SF Hotel: 400 rooms Industrial: 50,000 SF To : Monterey St./Leavesley Rd.; Monterey St./Luchessa Av.; Chestnut St./10 th St. To Core: 3 rd St./Monterey St.; 10 th St./Monterey St. Housing: 800 units Commercial: 165,000 SF Class A office: 100,000 SF Hotel: 100 rooms Housing: 2,400 units Commercial: 490,000 SF Class A office: 200,000 SF Hotel: 300 rooms To : Monterey St./Leavesley Rd.; Monterey St./Luchessa Av.; Chestnut St./10 th St. To Core: IOOF Av./Monterey St.; 10 th St./Monterey St. Housing: 600 units Commercial: 200,000 SF Class A office: 100,000 SF Hotel: 100 rooms Housing: 1,600 units Commercial: 600,000 SF Class A office: 1.0 million SF Hotel: 1,400 rooms Monterey St./1 st St.; 10 th St./HSR; Monterey St./Luchessa Av. No change No change Potentially move to Civic District Move to Wheeler Ctr. At the existing location Move to Strand Theater Transportation Elements HSR alignment Modified at-grade Aerial Modified at-grade HSR platform location Potential HSR long-term parking location Potential parking location Between 6 th St. and 9 th St. Between 7 th St. and 10 th St. Over 10 th St. 3 locations (one outside the Plan Area) Monterey St./7 th St. with ground-floor retail 2 locations (one outside the Plan Area) Eigleberry St./4 th St. and Monterey St./ 7 th St. 3 locations (one outside the Plan Area) Replace existing surface parking on Eigleberry St. with structured parking February 5, 2016 Page 3

Street closure or extension Depressed streets Enhanced bike connection within the Plan Area [3] SCENARIO 1. TRANSIT FOCUS SCENARIO 2. DOWNTOWN FOCUS SCENARIO 3. EMPLOYMENT FOCUS IOOF extension over US 101; no vehicle connection on Martin (bike/ped underpass only) Leavesley Rd., IOOF Av., Lewis, 6 th St., Old Gilroy, 10 th St., and Luchessa Av. N-S: Eigleberry and Alexander Streets E-W: Old Gilroy, 9 th, and 10 th Streets IOOF extension over US 101; new access over Miller Slough along Chestnut St.; Rossi Ln. extension (as required in the General Plan) to serve potential HSR parking None N-S: Along HSR alignment, Church, Forest, Alexander, and Chestnut Streets E-W: Lewis, Old Gilroy, 8 th, and 9 th Streets, and along Princevalle Drain (new) IOOF Av. and Old Gilroy St. extensions over US 101; 1 st St. extension to Leavesley Rd. vis Murray Ave.; new vehicle underpass between 10 th St. and Luchessa Av.; no vehicle connection on Chestnut to Luchessa. Leavesley Rd., 1 st St. IOOF Av., Lewis, Martin, 6 th, Old Gilroy, 10 th Streets, Luchessa Av., and new connection near Princevalle Drain N-S: Along Church St., Monterey St., Murray Av./Chestnut St. E-W: IOOF Av., 6 th, 9 th, 10 th Streets, and along Princevalle Drain (new) Notes: [1] Phase II includes Phase I development. Commercial development includes both retail and small offices, such as law firm offices. [2] Buildout projections are based on the market assessment prepared by BAE and the projections in the 2005 Specific Plan. [3] Proposed improvements to internal bike connections within the Plan Area. All scenarios assume regional bike connections will be installed as proposed in the General Plan. The General Plan also has plans for bikeways on 8 th, 6 th, 3 rd, Forest, Eigleberry, and Murray Streets. Table 2 Land Use Change by Location North Gateway (north of 1 st St./west of Union Pacific Railroad) East side of HSR (between Leavesley Rd. and Old Gilroy St.) SCENARIO 1. TRANSIT FOCUS Same as existing DTSP (Gateway District) Same as existing DTSP (Cannery District); add mixed use housing and park/plaza on Swanston Ln.; add Live/Work development between Lewis St. and 6 th St. SCENARIO 2. DOWNTOWN FOCUS Mixed use housing with groundfloor retail and gateway features Same as existing DTSP (Cannery District); add mixed use housing and ground-floor retail on Lewis, 6 th, and Old Gilroy Streets; add HSR facility and park along Swanston Ln. with ground-floor retail on Leavesley Rd. SCENARIO 3. EMPLOYMENT FOCUS Same as existing DTSP (Gateway District); add retail between Monterey St. and HSR Same as existing DTSP (Cannery District); add Live/Work development between Lewis St. and Old Gilroy St.; add school facility along Swanston Ln. February 5, 2016 Page 4

North Monterey Corridor (north of 7 th St.) Civic/Cultural Arts District Central Monterey Corridor (between 7 th and 10 th Streets) East of Station/South of Old Gilroy St. South Monterey Corridor (south of 10 th St.) South of 10 th St./east of HSR South Gateway SCENARIO 1. TRANSIT FOCUS Same as existing DTSP; add mixed use housing (up to 6 stories) south of 6 th St.; add park/plaza at Martin St./Monterey St. Same as existing DTSP; add public parking at 7 th St./Monterey St.; Arts Center at Wheeler Center High intensity mixed use with housing, retail, and office (up to 6 stories) Mixed use with retail, office, and housing (up to 12 stories; high rises should be located near 10 th St.); hotel; regional retail; HSR parking Office with retail frontage on 10 th St.; same as existing DTSP in the remaining area (Expansion and Gateway Districts) Mixed use housing at Chestnut St./10 th St. (up to 12 stories; high rises should be located near 10 th St. or south of 10 th St.); keep existing auto mall; same as existing General Plan in the remaining area (General Service and Industrial) Visitor serving land use designation SCENARIO 2. DOWNTOWN FOCUS Same as existing DTSP south of 3 rd St.; add mixed use housing on the east side north of IOOF Av.; add emphasis on groundfloor retail in the area north of 3 rd St.; potential public parking at Monterey St./Old Gilroy St.; add park/plaza at Martin St./Monterey St. Same as existing DTSP; keep Arts Center at 7 th St./Monterey St. Housing or office with groundfloor retail (up to 5 stories); add park/plaza in front of existing station Keep existing Low-Density Residential designation between Forest St. and Chestnut St.; add mixed use housing with ground-floor retail (up to 5 stories) in the remaining area; keep General Services near US 101 Office, ground-floor retail, and mixed use housing Hotel at Chestnut St./10 th St. and mixed use housing west of Chestnut St.(up to 5 stories); auto mall expansion to south; add office at Luchessa/Chestnut Visitor serving land use designation SCENARIO 3. EMPLOYMENT FOCUS Same as existing DTSP; add retail on the east side north of IOOF Av.; add mixed use housing (up to 5 stories) south of 6 th St.; add park/plaza at Martin St./Monterey St. Same as existing DTSP; add mixed use housing at 7 th St./Monterey St. Housing or office with groundfloor retail (up to 5 stories); add park/plaza in front of existing station Mix of office, hotel, and housing; ground-floor retail near the station Office and retail Hotel and conference center at Chestnut St./10 th St.; keep existing auto mall; add R&D office and retail in the remaining area Visitor serving land use designation; add public parking to utilize the Monterey St./US 101 interchange February 5, 2016 Page 5

Proposed Land Use Definitions *Note: These land use definitions will be re-categorized and refined when a preferred alternative is prepared. HSR and parking This is envisioned for the HSR station, transit terminals, passenger drop-off areas, and short-term parking. Small retail and restaurants, bike stations, plazas and other uses for rail users are encouraged. The designation for HSR parking is intended to identify general locations and is not site specific. HSR parking facilities within the Plan Area may be mixed use. Short-term Parking would be mixed use. Retail Mixed use housing High intensity mixed use housing High intensity mixed use retail, office, housing Office Civic/public facility Visitor serving Live/Work Retail uses envisioned for the core are pedestrian-friendly, small scale businesses, such as restaurants, cafes, small grocery stores, and mom-and-pop stores. Regional retail or auto mall commercial uses can be located near freeway entrances. Mixed use housing is typically multi-family residential units above some commercial use at the ground level. Scenarios 2 and 3 envision 3 to 6 story mixed use housing buildings in the vicinity of the station to promote ridership and livability of the area. Scenario 1 envisions high intensity mixed use housing within walking distance of the station. High intensity mixed use housing would be typically six to 12 stories high: up to 6 stories west of the station and up to 12 stories on 10 th Street and south of 10 th Street. Scenario 1 envisions a mix of various uses, including retail, office, hotel, and housing at a high intensity within walking distance of the station. It envisions development projects higher than 5 stories or at a minimum Floor Area Ratio of 1.0. This definition includes both horizontal and vertical mixed use development projects. Vertical mixed use projects are typically residential units or office space above ground-floor retail in one building. Horizontal mixed use projects include residential, office, and retail uses in separate buildings but on the same site. Office use includes both creative, flexible workspace and Class A and R&D offices. New office development along Monterey Street is envisioned to be smaller flexible workspace for various tenants, including other professional services. Class A and R&D offices are envisioned for the area east of the HSR tracks where larger developments are acceptable. Civic/public facility includes public, quasi-public, and institutional uses. Many of these facilities are clustered in the Civic Center District located west of Eigleberry Street between 6 th and 7 th Streets. Visitor serving uses are geared towards travelers who pass-through or stay in Gilroy for the short-term. These uses are located near freeway access, visible from major streets, and include hotels, conference centers, and restaurants. Live/Work is a combination of residential living space and commercial or manufacturing space. Live/Work development typically is 2 to 3 stories high. This use can also provide spaces for artist loft housing. February 5, 2016 Page 6

LEAVESLEY RD SWANSTON LN Existing bike/ped connection MURRAY AV Potential vehicle connection HOWSON ST St Mary South Valley Middle IOOF AV FIRST ST SECOND ST FOREST ST THIRD ST FOURTH ST RAILROAD ST LEWIS ST MARTIN ST HSR tracks may remove Railroad St. HANNA ST FIFTH ST potential HSR platform location SIXTH ST CIVIC/ART DISTRICT W SEVENTH ST OLD GILROY ST CHESTNUT ST potential HSR parking outside the plan area Proposed Land Use Change HSR station and parking Retail High intensity mixed use retail, office, housing High intensity mixed use housing Office Civic/public facility CHURCH ST W NINTH ST EIGLEBERRY ST W TENTH ST MONTEREY ST ALEXANDER ST HOTEL REGIONAL RETAIL + AUTO MALL Visitor serving Live/Work Existing land use designation Arts Center Park/plaza ELEVENTH ST Auto mall can be shared with HSR parking or related uses, such as rental car facilities core Impacted street Major vehicle connection W LUCHESSA AV Enhanced bike connection Vehicle under/overpass Bike/ped underpass Potential Long-term HSR parking Potential parking City limit Station Area Plan boundary Existing railway High-speed rail alignment (modified at-grade) 0 1,000 2,000 Feet SCENARIO 1: TRANSIT FOCUS

potential HSR facility location LEAVESLEY RD SWANSTON LN MURRAY AV Potential vehicle connection Elevated HSR tracks allow all existing street connections to remain HOWSON ST St Mary South Valley Middle IOOF AV FIRST ST SECOND ST create vehicle access over Miller Slough THIRD ST FOURTH ST RAILROAD ST FOREST ST LEWIS ST MARTIN ST Elevated HSR tracks may affect Railroad St. FIFTH ST SIXTH ST CIVIC/ART DISTRICT W SEVENTH ST OLD GILROY ST HANNA ST CHURCH ST W NINTH ST EIGLEBERRY ST W TENTH ST MONTEREY ST ALEXANDER ST potential HSR platform location CHESTNUT ST Proposed Land Use Change HSR station and parking Retail Ground-floor retail frontage Mixed use housing Office Civic/public facility REGIONAL RETAIL + AUTO MALL Requires easement for bike/ped access Rossi Ln. extension between Luchessa Av. and Hollow Rd. (per General Plan) Visitor serving Existing land use designation Arts Center ELEVENTH ST Park/plaza Core Major vehicle connection Bike access along Princevalle Drain AUTO MALL EXPANSION Potential HSR parking outside the plan area Enhanced bike connection W LUCHESSA AV Vehicle under/overpass Bike/ped underpass Potential Long-term HSR parking Potential parking VS City limit Station Area Plan boundary Existing railway High-speed rail alignment (aerial) 0 1,000 2,000 Feet SCENARIO 2: DOWNTOWN FOCUS

Potential school facility LEAVESLEY RD MURRAY AV SWANSTON LN Potential vehicle connections HOWSON ST St Mary South Valley Middle IOOF AV FIRST ST Depressed street underpass will affect access to parking at the rear of buildings SECOND ST THIRD ST FOREST ST LEWIS ST HSR tracks may remove Railroad St. Properties fronting Railroad St. may lose street access FOURTH ST MARTIN ST FIFTH ST RAILROAD ST SIXTH ST W SEVENTH ST CHURCH ST Potential HSR platform location Potential vehicle connection Proposed Land Use Change HSR station and parking CIVIC/ART DISTRICT EIGLEBERRY ST MONTEREY ST ALEXANDER ST OLD GILROY ST CHESTNUT ST HOTEL potential HSR parking outside the plan area Retail HANNA ST Ground-floor retail frontage Mixed use housing Office Civic/public facility Visitor serving W NINTH ST W TENTH ST HOTEL CONF. CTR. REGIONAL RETAIL + AUTO MALL Live/Work Existing land use designation ELEVENTH ST Arts Center Park/plaza Gateway treatment Impacted street Vehicle and bike access along Princevalle Drain Potential street closure Major vehicle connection Enhanced bike connection W LUCHESSA AV Vehicle under/overpass Bike/ped underpass Potential long-term HSR parking Potential parking City limit Station Area Plan boundary Existing railway High-speed rail alignment (modified at-grade) 0 1,000 2,000 Feet SCENARIO 3: EMPLOYMENT FOCUS