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$165,000,000 Massachusetts Bay Transportation Authority 1998 series A notes : dated February 27, 1998, due February 26, 1999 PDF

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Preview $165,000,000 Massachusetts Bay Transportation Authority 1998 series A notes : dated February 27, 1998, due February 26, 1999

n UMASS/AMHEFIST | / / 3l20bb UC°=> _.^TAND OFFICIAL'NOTICE OF SALE DATED FEBRUARY 17, 1998 .5 ~-A i theopinion ofBondCounsel, underexistinglaw, assumingcontinuedcompliance with certainprovisionsofthe venue Codeof1986, asamended, intereston theNotes willnot beincludedin thegross incomeofholdersofthe "3'g,^ j„. federal income tax purposes. Interest on the Notes will not constitute a preference itemfor the purposes of %^ a computation ofthealternativeminimum taximposedon certain individualsandcorporations, although interest on theNotes §| J will be taken into account in computing the alternative minimum tax applicable to certain corporations. In thefurther != = a opinion ofBond Counsel, interest on the Notes, and anyprofit made on the sale thereof, are exemptfrom Massachusetts 3 / personalincometaxesandtheNotesareexemptfromMassachusettspersonalpropertytaxes. See "TaxExemption"herein. ® $165,000,000 c o c o = 5 2 = Massachusetts Bay Transportation Authority OJ•— o A 1998 Series Notes 111 Dated: February 27, 1998 Due: February 26, 1999 % Interest Rate : 2 •l.i as* The Notes will be issued by means ofa book-entry system evidencing ownership in principal amounts of$5,000 or integral multiples thereofand transfer thereofon the records ofThe Depository Trust Company and its participants. Details ofpayment ofthe Notes are more fully described in this ev- Official Statement and Official Notice of Sale dated February 17, 1998. Interest will be payable at maturity calculated on the basis of the actual number of days and a 365-day year (364/365). The au—S_su Notes shall benon-redeemable prior to maturity. 8*8 5 O - c_u o = M = The Notes are being issued by the Massachusetts Bay Transportation Authority pursuant to Chapter 161A ofthe General Laws ofthe Commonwealth ofMassachusetts and will constitute direct >>.y S>"5 5 and general obligations ofthe Authority. 3£S j o= o In addition, among the security provisions for the payment ofthe Notes is the provision of i,g = Chapter 161A ofthe General Laws of the Commonwealth of Massachusetts that if at any time the Authority lacks funds to pay a bond or note issued or assumed by it, the Authority shall requisition c o : the required amount from the Commonwealth. In the opinion ofBond Counsel and Co-Bond Counsel, V5£Z.§c the obligation of the Commonwealth to pay the required amount to the Authority is a general f o" obligation ofthe Commonwealth and the full faith and credit of the Commonwealth are pledged to | ©.= make suchpayment. See "Security forand Payment ofNotes — State Payments to the Authority." 5 § >, 1:1 ? 11 I The Notes are offered when, as and if issued and received by the original purchasers, !ss5 subject to the unqualified approving opinions as to legality of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., Boston, Massachusetts, Bond Counsel to the Authority, and of Krokidas & Bluestein, Boston, Massachusetts, Co-Bond Counsel to the Authority. For information relating to the reoffering of the Notes, see "Competitive Sale of the Notes." It is expected that settlement of this S a | issue will occur atThe Depository Trust Company inNew York, New York, on February 27, 1998. H § z Sealedbids fortheNotewillbereceivedbyWesleyG. Wallace,Jr., Treasurer-Controller ofthe Authority,athisofficesat 10 ParkPlaza, 8thFloor,Room 8450, Boston,Massachusettsuntil 1 1:00a.m. j g.1 (Bostontime)onTuesday,February24, 1998,pursuantto the OfficialNoticeofSaledatedFebruary 17, |l| 1998. February_, 1998 5 1 No dealer, broker, salesperson or other person has been authorized by the Authority, the Commonwealth of Massachusetts or the original purchasers ofthe Notes to give any information or to make any representations, other thanthose contained inthis Official Statement, and ifgiven ormade, suchother informationorrepresentationsmust notbe reliedupon ashaving been authorizedby any ofthe foregoing. This Official Statement does not constitute an offerto sell or a solicitation ofan offerto buy nor shall there be any sale ofthe Notes offered hereby by anyperson in anyjurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information and expressions of opinion herein are subject to change without notice and neither the delivery of this Official Statementnorany sale madehereundershall, underany circumstances, create any implicationthatthere hasbeenno change in the affairs of the Authority, or of the Commonwealth, or its agencies, authorities and political subdivisions, since the date hereof, exceptas expresslysetforthherein. TABLE OF PAGE PAGE FloodDisaster 21 INTRODUCTION 1 FederalOperatingAssistance 21 AUTHORIZATIONANDPURPOSE 1 LEGALITY OFNOTES FORINVESTMENT 21 APPLICATIONOF PROCEEDS 1 NO LITIGATIONCERTIFICATE 21 SECURITYFORANDPAYMENTOFNOTES 1 TAX EXEMPTION 21 DirectandGeneralObligationsofthe CONTINUINGDISCLOSURE 22 Authority 1 StatePaymentstotheAuthority 1 LEGALMATTERS 23 AuthorizationsforTemporaryBorrowing.3 OtherFactors 3 RATINGS 23 BOOK-ENTRY ONLY SYSTEM 4 COMPETITIVE SALE OFNOTES 23 THEAUTHORITY 5 ADDITIONAL INFORMATION 24 Management 5 TheTransportationSystem 7 DISCLOSURE CERTIFICATES 24 BudgetaryMatters 7 FareIncreases 12 AssessmentsonCitiesandTowns 12 AppendixA. Commonwealth StateContractAssistance 14 Information Statement A-l FinancingPractice 14 AppendixB. AuditedFinancial AuthorizedandOutstandingDebt 1 Statements oftheAuthority B-l Long-TermLeases 16 Appendix C. ProposedFormofOpinion FinancialStatements 16 ofBondCounsel C-l RetirementPlan 16 AppendixD. ProposedFormofOpinion EmployeeRelations 18 ofCo-BondCounsel D-l Litigation 19 Legislation 19 Appendix E. OfficialNotice ofSale E- CompetitiveContractingInitiatives 20 OFFICIAL STATEMENT $165,000,000 MASSACHUSETTS BAY TRANSPORTATION AUTHORITY A 1998 Series Notes Dated: February 27, 1998 Due: February 26, 1999 INTRODUCTION The purpose ofthis Official Statement is to furnish certain information about the $165,000,000 1998 Series A Notes ofthe Massachusetts Bay Transportation Authority (the "Authority" or "MBTA") dated February 27, 1998 andpayable February 26, 1999 (the "Notes"). AUTHORIZATION AND PURPOSE The Notes are being issued by the Authority pursuant to Chapter 161A ofthe Massachusetts General Laws, as amended (the "Act"), on account of the Authority's Net Cost of Service (as defined below) relating to the 1998 calendar year pending payment of such Net Cost of Service by the Treasurer and Receiver-General (the "State Treasurer") of the Commonwealth of Massachusetts (the "Commonwealth"). APPLICATION OF PROCEEDS The proceeds ofthe sale ofthe Notes will be used by the Authority to finance its current expenses (including the payment ofnotes ofthe Authority, when due) and to pay costs ofissuance. SECURITY FORAND PAYMENT OF NOTES Direct and General Obligations ofthe Authority The Notes are direct and general obligations ofthe Authority, and its full faith and credit are pledged to the payment of the principal of and interest on the Notes. The Authority is subject to suit, but its property is not generally subject to attachment or levy to pay ajudgment on its bonds or notes. Provision is made, however, in Section 13 ofthe Act (as discussed below) for court-ordered payments of unpaid notes, including the Notes, from moneys received for such purpose by the Authority from the Commonwealth ofMassachusetts (the "Commonwealth"). State Payments to the Authority Section 13 ofthe Act provides that ifat any time the Authority lacks funds to pay the principal ofor interest due on a bond or note issued or assumed by it, the Authority shall requisition the required amount from the Commonwealth. In the opinion ofBond Counsel and Co-Bond Counsel, the obligation of the Commonwealth to pay the required amount to the Authority is a general obligation of the Commonwealth and the full faith and credit ofthe Commonwealth are pledged to make such payment. It should be noted, however, that Chapter 62F of the Massachusetts General Laws establishes a state tax revenue growth limit and does not exclude payment ofsuch amounts from the scope of the limit. Section 13 further provides that the Authority or any holder ofany such unpaid bond or note, 1 acting in the name and on behalfofthe Authority, shall have the right to require the Commonwealth to pay the Authority the amount remaining unpaid, which right shall be enforceable as a claim against the Commonwealth. Thepertinentprovision ofSection 13 is as follows: "Ifat any time any pnncipal or interest is due or about to come due on any bond or note issued or assumed by the authority, other than any principal or interest on any bond anticipation note guaranteed by the commonwealth, and funds to pay the same are not available, the directors shall certify to the state treasurer the amount required to meet such obligations and the commonwealth shall thereupon pay over to the authority the amount so certified. If the commonwealth shall not make such payment within a reasonable time or shall not pay when required any applicable contract assistance under section twenty eight, the authority or any holder ofan unpaidbond ornote issued or assumed by the authority, acting in the name and on behalfofthe authority, shall have the right to require the commonwealth to pay the authority the amount remaining unpaid, which right shall be enforceable as a claim against the commonwealth. The authority or any such holder of an unpaid bond or note may file a petition in the superior court for Suffolk county to enforce such claim or intervene in any such proceeding already commenced and the provisions ofchapter two hundred and fifty-eight shall apply to such petition in so far as it relates to the enforcement ofa claim against the commonwealth. Any such holder who shall have filed such a petition may apply for an order ofsaid court requiring the authority to apply funds received by the authority on its claim against the commonwealth to the payment ofthe petitioner's unpaid bond ornote, and said court ifit finds such amount tobe due him shall issue such an order." Withrespectto saidprovision, the Massachusetts Supreme Judicial Courthas stated: "Section 13, as noted above, imposes an obligation on the Commonwealth to make advances to the Authority at any time when required to put it in funds to meet its obligations. There are in §13 specific provisions to assure lenders the aid ofthe courts to require that the advances needed to pay them are made. This is a 'right' enforceable against the Commonwealth." Massachusetts Bay TransportationAuthority v. Boston SafeDeposit and Trust Company, 348 Mass. 538, 555 (1965). Section 12 ofthe Act provides for the Authority to requisition from the State Treasurer and for the State Treasurer to pay to the Authority annually the Net Cost of Service incurred by the Authority in providing its mass transportation services. The Net Cost ofService is defined in the Act as the difference between (a) all income received by the Authority, including but not limited to revenues from the operations of the transit system, advertising, parking, sale of capital assets in the ordinary course of business, and gifts and grants for currentpurposes, and (b) all current expenses, including but not limited to expenses for operations, wages, contracts for service by others, maintenance, debt service, taxes and rentals. Section 13 of the Act, in a separate provision from the provision discussed above pertaining to payments by the Commonwealth iffunds are lacking to pay a bond or note, provides that the Authority may require the Commonwealth to pay to it an amount not exceeding its estimated Net Cost of Service forthatyear to date at any time the Authority lacks sufficient cash to make the payments required ofit in the course ofits duties. 2 Authorizations for Temporary Borrowing Section 12 of the Act also provides that pending any payment from the State Treasurer to the Authority and at any other time when the Authority, in the opinion ofits directors, has not sufficient cash to make the payments required of it in the course of its duties as such payments become due (which would include payment ofAuthoritybonds andnotes), the Authority may temporarily borrow money and issue notes ofthe Authority therefor. The Notes are being issuedpursuant to said Section 12. Section 12A ofthe Act provides that the Authority may secure its notes by a pledge ofassessments and other moneys provided in lieu thereof or in reduction thereof. To the extent, however, that the assessments ofany yearrepresent outstanding notes ofthe Commonwealth issued pursuant to Section 12 or unreimbursed interest or other charges incurred by the Commonwealth in issuing such notes, a proportionate amount ofeach annual assessment, and ofeach payment thereof, shall not be included in such pledge. The Authority has to date issued no notes secured by such pledge. Section 12A also authorizes the Authority to issue notes secured by such pledge in exchange for notes issued by the Commonwealthpursuant to Section 12. In order to make the payments required of the Commonwealth by Sections 12 and 13, the State Treasurer is authorized by Section 12 to issue general obligation temporary notes ofthe Commonwealth in an amount sufficient to make such payments, to pay interest on the notes and to pay costs ofissuance. The proceeds of such notes will, however, be general funds of the Commonwealth until paid to the Authority, and no lien has been created thereon in the hands ofthe Commonwealth to secure payment of the Notes at maturity in priority to other claims against the Commonwealth then or theretofore coming due. The Commonwealth has waived its sovereign immunity and consented to be sued on contractual obligations, which term would include notes of the Commonwealth issued under Section 12, but the property ofthe Commonwealth is not subject to attachment or levy to pay ajudgment. Other Factors The payment by the Commonwealth of an amount required to be paid by Sections 12 and 13, the payment ofajudgment obtained against the Commonwealth under Section 13 and the ability ofthe State Treasurer to issue notes of the Commonwealth to make such payments may be subject to legislative appropriation ofthe necessary funds. With respect to any Net Cost of Service paid by the Commonwealth to the Authority, the Act provides for the Commonwealth to make assessments against the cities and towns in the Authority's territory. Pursuant to Chapter 580 ofthe Acts of 1980, as amended ("Proposition 214"), the total amount of these assessments in a given year may not exceed by more than 2.5% the total amount of the prior year's assessments. The obligation of the Commonwealth to make payments to the Authority under Sections 12 and 13 of the Act is not, however, in any way conditional upon the payment of such assessments by the cities and towns. See "The Authority — Assessments on Cities and Towns" and "The — Authority State Contract Assistance." Enforcement of a claim for payment of principal of or interest on notes of the Authority or the Commonwealth and enforcement ofthe "right" against the Commonwealth described in "State Payments to the Authority" above would be subject to the applicable provisions of Federal or Commonwealth statutes, if any, hereafter enacted extending the time for payment or imposing other constraints upon enforcement, insofar as the same may be constitutionally applied. 3 The ability ofthe Commonwealth or the Authority to issue notes in the future will depend upon the financial condition ofthe Commonwealth and the Authority at the time such notes are to be issued and, in particular, upon the marketability at that time ofdebt instruments to be issued by the Commonwealth or the Authority. Certain information regarding the economic and financial condition of the Commonwealth is set out in Appendix A hereto, but other factors which may affect the marketability of Commonwealth and Authority debt in the future cannotnowbe foreseen. BOOK-ENTRY ONLY SYSTEM The Notes will be issued by a book-entry only system, evidencing ownership of the Notes in principal amounts of$5,000 or integral multiples thereof, with no physical distribution ofNotes made to the public. The Depository Trust Company ("DTC"), New York, New York, will act as Depository for the Notes, which will be immobilized in its custody. The Notes will be registered in the name ofCede & Co., as nominee for DTC. DTC is a limited-purpose trust company organized under the laws ofthe State ofNew York, a member ofthe Federal Reserve system, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions ofSection 17A ofthe Securities Exchange Act of 1934, as amended. DTC was created to hold securities of its participants ("DTC Participants") and to facilitate the clearance and settlement of securities transactions among DTC Participants in such securities through electronic book-entry changes in accounts of DTC Participants, thereby eliminating the need for physical movement of securities certificates. DTC Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations, some of whom (and/or their representatives) own DTC. Access to the DTC system is also available to others such as banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship with a DTC Participant, either directly or indirectly (the "IndirectParticipants"). Purchases ofthe Notes under the book-entry only system may be made through brokers and dealers who are, or act through, DTC Participants. DTC Participants shall receive a credit balance in the records ofDTC. The ownership interest ofthe actual purchaser ofeach Note (the "Beneficial Owner") will be recorded through the records ofthe applicable DTC Participant. Beneficial Owners will receive a written confirmation oftheir purchase providing details ofthe Notes acquired. Transfers ofownership interests in theNotes will be accomplishedby book entries made by DTC and by the DTC Participants who act on behalf of Beneficial Owners. Beneficial Owners will not receive Notes representing their ownership interest in theNotes. Interest and principal will be paid to DTC, or its nominee, and then paid by DTC to the DTC Participants and thereafterpaidby the DTC Participants to the Beneficial Owners when due. THE AUTHORITY WILL NOT HAVE ANY RESPONSIBILITY OR OBLIGATION TO SUCH DTC PARTICIPANTS OR THE PERSONS FOR WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE PAYMENTS TO DTC PARTICIPANTS OR INDIRECT PARTICIPANTS OR BENEFICIAL OWNERS. Beneficial Owners ofthe Notes will notreceive orhave the right toreceive physical delivery ofsuch & Notes, and will not be or be considered to be owners thereof. So long as Cede Co. is the registered owner of the Notes, as nominee of DTC, references herein to the holders or registered owners of the Notes shall mean Cede & Co. and shall not mean the Beneficial Owners ofthe Notes. For every transfer or exchange of any of the Notes, the Beneficial Owner may be charged a sum sufficient to cover any tax, fee or other governmental charge that may be imposed in relation thereto. DTC may determine to discontinue providing its service with respect to the Notes at any time by giving notice to the Authority and discharging its responsibilities with respect thereto under applicable 4 law. Under such circumstances, unless a substitute Note Depository is retained by the Authority, Notes will be delivered and registered as designated by the Beneficial Owners. The Beneficial Owner, upon registration ofNotes held in the Beneficial Owner's name, will become the Noteholder. The Authority may determine that continuation ofthe system ofbook-entry transfers through DTC (or a successor Note Depository) is not in the best interests of the Beneficial Owners. In such event, Notes will be delivered andregistered as designated by the Beneficial Owners. When reference is made to any action which is required or permitted to be taken by the Beneficial Owners, such reference shall onlyrelate to action by such Beneficial Owner or those permitted to act (by statute, regulation or otherwise) on behalfof such Beneficial Owners for such purposes. When notices are given, they shall be sent to DTC only. The principal ofand interest on the Notes will be paid, in immediately available funds, to DTC or its nominee, Cede & Co., as registered owner ofthe Notes. DTC's practice is to credit DTC Participants' accounts on the payable date in accordance with their respective holdings shown on the records ofDTC unless DTC has reason to believe that it will not receive payment on the payable date. Payments by DTC Participants and Indirect Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is now the case with municipal securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such DTC Participant or Indirect Participant and not of DTC or the Authority, subject to any statutory and regulatory requirements as may be in effect from time to time. The Authority cannot and does not give any assurances that DTC, DTC Participants or others will distribute payments of principal of and interest on the Notes paid to DTC or its nominee, as the registered owner, to the Beneficial Owners, or that they will do so on a timely basis or that DTC will serve and act in a manner described in this Official Statement. THE AUTHORITY The Authority was created in 1964 by the Act and is a body politic and corporate and a political subdivision ofthe Commonwealth. The territorial area ofthe Authority consists of78 cities and towns in the greater Boston metropolitan area. The Authority finances and operates mass transportation facilities within its territory and to a limited extent outside its territory and is authorized to enter into agreements forproviding mass transportation service byprivate companies, including railroads. Management The affairs ofthe Authority are managed by a board ofseven directors (the "Board ofDirectors" or "Board"). The State Secretary of the Executive Office of Transportation and Construction of the Commonwealth (hereinafter called the "Secretary") serves ex officio as the Chairman ofthe Board. The other six directors are appointedby the Governor ofthe Commonwealth to serve terms coterminous with the Governor. The Board has the power to appoint and employ a General Manager, subject to the approval of an advisory board (the "Advisory Board"). The Act provides that the Advisory Board, consisting ofarepresentative ofeach ofthe cities and towns constituting the Authority, shall have certain specified powers, including the power to approve the Authority's budget or subject it to itemized reductions. 5 The Authority's directors andprincipal officers are: PATRICKJ. MOYNIHAN, Chairman,Natick,Massachusetts Former General Manager, MBTA; formerUndersecretaryand General Counsel, Executive Office of Transportation and Construction; former Deputy Commissioner and Chief Counsel, Massachusetts HighwayDepartment;formerAssistantAttorneyGeneraland BudgetDirector,Officeofthe Attorney General, CommonwealthofMassachusetts; former Division Director, Massachusetts State Auditor's Office; formerTownAdministrator,TownofNorthbridge,Massachusetts. GILBERTS. HOLLAND,Director,Longmeadow,Massachusetts Member Massachusetts Republican State Committee; former Chairman of U.S. Small Business AdministrationAdvisory Board of Massachusetts and Chairman of Combined Boards-Region One; pastownerandoperatorofrealestaterentalproperties-commercial andresidential. JANICELOUX,Director,Boston,Massachusetts PresidentofGreaterBostonHotel EmployeesLocal 26 Union; Treasurerofthe Local 26 Trust Funds; formerVice-PresidentandBenefitsOfficerofLocal26. OLIVERC. MITCHELL, Jr.,Director,Milton,Massachusetts MemberofGoldstein& Manello,P.C.; formerFirstAssistantDistrictAttorneyforHampdenCounty; formerAssistantUnitedStatesAttorneyforMassachusetts. MARYJ. NOONAN,Director,Amesbury,Massachusetts StaffNurse,AnnaJaquesHospital,Newburyport,Massachusetts;activehealthcareprofessional. JAMESA. RADLEY,Director,Dedham,Massachusetts President,A.I.M.Insurance;PresidentofFalmouthMarine,Inc. BOYCESLAYMAN,Director,Roxbury,Massachusetts Former Executive Director, Massachusetts Council of Human Service Providers; former Executive Director, Human Resources Center; former President, Boyce Slayman & Associates; former Senior Associate/Manager,MarkBattleAssociates;formerStoreManager,The Stop& ShopCompanies. ROBERT H. PRINCE, GeneralManager Former Chief of Staff, MBTA, former Chief Operating Officer, MBTA; former Assistant General Manager for Subway Operations, MBTA; former Assistant General Manager for Human Resources, MBTA; formerSpecialAssistanttotheGeneralManager,MBTA. PHILIPPUCCIAIII,DeputyGeneralManager Former Chief of Staff, MBTA, former Special Assistant to Secretary of Transportation, Executive Office of Transportation and Construction; former Assistant to the Commissioner of the Massachusetts Highway Department; former Director of Communications for the Massachusetts RepublicanStateCommittee. C. MlKELOGLESBY, Chief.ofStaff Former Section Chief of Administration and Finance, MBTA; former Project Manager of Human Resource Information System, MBTA; former Special Assistant to the General Manager's Office, MBTA; formerSeniorManagerofBudget,MBTA. JonathanR. Davis, ChiefFinancialOfficer Former Budget Director, MBTA; former Vice-President and Controller, H.P. Hood Company. 6 WESLEYG. WALLACE, JR., Treasurer-Controller FormerDeputyTreasurer-Controller,MBTA; formerConsultantto ConstructionDepartment,MBTA; formerAssistantGeneralManager,RegionalTransitAuthority,NewOrleans. WILLIAMA. MITCHELL, JR., GeneralCounsel FormerMemberofCosgrove,Eisenbergand Kiley, P.C.; formerChiefofthe Civil Bureau, Office of the Attorney General, CommonwealthofMassachusetts; former Chiefofthe Building Construction Unit, Office of the Attorney General, Commonwealth of Massachusetts; former Chairman, ContributoryRetirementAppealBoard. The Transportation System The Authority operates rapid transit rail service, bus service and commuter rail service (through arrangements with Amtrak) for an area of eastern Massachusetts with a population of more than 1.7 million people. An estimated 632,000 passengers are served every business day on the transit and bus services, and an additional estimated 98,000 passengers perweekday on the commuterrail system. Rapid Transit Rail Service. The Authority operates over 46 miles ofrapid transit rail routes. Three separate rapid transitrail lines (the Red, Orange and Blue Lines), whichnow serve 53 stations, are served with heavy rail rapid transit equipment. Services are also provided by streetcars and light rail vehicles on 35 miles ofadditional rail routes (the Green Line and the Mattapan Line) serving 78 fixed stations and additional demand trolley stops. Bus Service. The Authority owns more than 1,000 buses, which operate on 159 bus routes over a total route mileage of approximately 710 miles. In addition to local services, the Authority operates a frequent schedule ofexpress buses to and from downtown Boston and surrounding communities on the Massachusetts Turnpike and U.S. Interstate 93. In addition, the Authority monitors six local service subsidy programs whichprovide intracommunity and feeder services. Commuter Rail Service. The Authority operates over 400 units of passenger rail equipment (including locomotives and cars) providing commuterpassenger operations which provide service to and from 117 outlyingrail stations and downtown Boston. Other Services. A special program, "The Ride," operates 155 vans and 100 sedans which serve the elderly and handicapped with approximately 100,000 trips per month for work, medical treatment, shopping and social functions. Since 1964, when the Authority assumed control of the properties of its predecessor, the Metropolitan Transit Authority ("MTA"), the Authority has engaged in a major program of capital improvements to modernize its equipment, improve its physical plant, and relocate and extend its rapid transit and commuter rail lines. The Program is financed in principal part through federal aid and the proceeds ofbonds issued by the Authority. Budgetary Matters The Actrequires that expenses ofthe Authority shall be in accordance with an itemized budget. The Actprovides for the Authority to submit each year its projectedbudget to the Secretary and the Advisory Board. The Secretary is required to review and make recommendations regarding the budget. The Advisory Board is required to approve the budget as submitted or subject it to itemized reductions. The Act provides that the budget governs the current expenses ofthe Authority during the year and no such expenses may be incurred in excess ofthose shown in the budget. The budget may from time to time be amended by the preparation and submission by the Authority to the Secretary and the Advisory Board of supplemental budgets, which the Secretary is required to review, and the Advisory Board is required either to approve as submitted or subject some supplemental budgets to itemized reductions. Fiscal Year Change From 1971 until 1983, all fiscal arrangements ofthe Authority were on a calendar year basis. Under this arrangement the Authority's budget was adopted for the calendar year and the Net Cost of Service, after computation and certification to the Commonwealth on a calendar year basis, was funded by appropriations by the Commonwealth and assessments on the cities and towns which were made in the fiscal year commencing each July 1 following the applicable calendar year ofthe Authority. Legislation enacted in 1980, however, stipulated that as ofJuly 1, 1983 the Authority's fiscal year change from the calendaryearto a July 1-June 30 fiscal yearto coincide with the fiscal year ofthe Commonwealth and its cities and towns. As a result, the Authority's budgetary procedures are now conducted on a fiscal year basis. Under other specific provisions ofthe Act, however, the Authority continues to certify the Net Cost ofService on a calendaryearbasis as was done in thepast. The 1980 legislation requiring the fiscal year change did not change the provisions of Sections 12 and 13 ofthe Act, which provide forpayments to the Authority by the Commonwealth and authorize the Authority and the Commonwealth to borrow money temporarily to finance, respectively, the Authority's costs ofoperation and the Commonwealth's payments to the Authority on a calendaryearbasis. RecentBudgets The first ofthe following tables shows the Authority's calendar year 1993, 1994, 1995, 1996, 1997 and 1998 income and expenses, the calculation of the Net Cost of Service and the net amount of the assessments on the cities and towns relating to those years. The 1998 figures are based on the Authority's projected income and expenses for the 1998 calendar year, such expenses reflecting the last six months ofthe Authority's fiscal year 1998 actual operations and the estimated first six months ofthe Authority's 1999 fiscal year. The second table shows the Authority's fiscal year 1994, 1995, 1996, 1997 and 1998 income and expenses. The first four columns are based on the Authority's actual income and expense figures for its 1994, 1995, 1996 and 1997 fiscal years. The Authority's initial fiscal year 1998 approved budget was $838.2 million, but the Board approved a supplemental budget request on December 12, 1997 for an additional $16.2 million. The $16.2 million supplemental budget funds three initiatives: $3.9 million for the implementation of the requirements of the Attorney General's agreement and FTA's Equal Employment Opportunity Compliance Review; $3.1 million for the move of the commuter rail interim maintenance operation to the new Boston Engine Terminal; and $9.2 million to cover operating savings in fiscal year 1998 for the Authority's delayed bus outsourcing initiative. The Advisory Board approved the supplemental budgetrequest on January 8, 1998. The Authority's fiscal year 1999 budget is currently being developed and mustbe approved by the Board and Advisory Board ofthe Authority. The amounts shown in the following tables reflect the accounting procedures required by the Act to determine the Authority's Net Cost of Service. Since these procedures differ in certain respects from generally accepted accounting principles, the amounts shown for income and expense items may differ from the corresponding items in the Authority's audited financial statements. See Appendix B. The third table represents the Authority's cash flowprojections forcalendaryear 1998. 8

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