RESOLUTION NO. _____________

BOARD OF SUPERVISORS, COUNTY OF SAN MATEO, STATE OF CALIFORNIA

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RESOLUTION APPROVING THE ISSUANCE BY THE ASSOCIATION OF BAY AREA GOVERNMENTS OF BART SFO EXTENSION BONDS TO FURTHER FINANCE THE EXTENSION OF THE SAN FRANCISCO BAY AREA RAPID TRANSIT DISTRICT SYSTEM TO THE VICINITY OF SAN FRANCISCO INTERNATIONAL AIRPORT

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RESOLVED, by the Board of Supervisors of the County of San Mateo, State of California, that

WHEREAS, cities and counties in the San Francisco Bay Area have heretofore entered into a Joint Exercise of Powers Agreement, dated as of January 24, 1961 (the "Joint Powers Agreement"), which Joint Powers Agreement creates and establishes the Association of Bay Area Governments ("ABAG"), a joint exercise of powers agency duly organized and operating pursuant to Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (hereinafter, the "Act");

WHEREAS, Article 4 of the Act authorizes and empowers ABAG to issue bonds to assist local agencies in financing projects and programs consisting of certain public improvements or working capital or liability and other insurance needs whenever a local agency determines that there are significant public benefits from so doing;

WHEREAS, ABAG has been requested by the San Francisco Bay Area Rapid Transit District ("BART") to issue bonds, which will be designated as "BART SFO Extension Bonds" (the "Bonds"), to assist in the financing of certain capital improvements relating to the extension of the BART system to San Francisco International Airport (the "SFO Extension");

WHEREAS, Section 6586.5 of the Act requires that a member of ABAG within whose boundaries the project being financed is located conduct a public hearing on the financing and following such hearing make a finding of significant public benefit as to the financing;

WHEREAS, the County of San Mateo (the "County") is currently a member of ABAG and the SFO Extension is located in the County;

WHEREAS, the County heretofore held a public hearing on the proposed financing following publication of the notice of the public hearing at least five days prior thereto in a newspaper of general circulation in each affected county or city and county, including the County;

WHEREAS, the issuance of the Bonds by ABAG will result in significant public benefits by assisting in the construction of the SFO Extension, thereby providing employment benefits from undertaking the project in a timely fashion and resulting in more efficient transit services; and

NOW THEREFORE, BE IT RESOLVED, by the Board of Supervisors of the County of San Mateo, as follows:

Section 1. The foregoing recitals are true and correct and this Board hereby so finds and determines.

Section 2. This Board, pursuant to Section 6586.5 of the Act, hereby approves the financing of the SFO Extension by the issuance by ABAG of the Bonds.

Section 3. This Board's approval of the issuance of the Bonds by ABAG does not constitute an endorsement of the Bonds by the County or a recommendation by the County of the structure or terms of such financing.

Section 4. This Board's approval of the issuance of the Bonds in no way constitutes a pledge of any funds of the County, or guarantee, with respect to the repayment of the Bonds.

Section 5. The Clerk of the Board of the County shall forward a certified copy of this Resolution to: Mary A. Collins, Orrick, Herrington & Sutcliffe LLP, Old Federal Reserve Bank Building 400 Sansome Street, San Francisco, California 94111

Section 6. This Resolution shall take effect from and after its adoption

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