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2014.11.04_TC_Minutes_Regular TOWN OF HIGHLAND BEACH MINUTES OF TOWN COMMISSION MEETING REGULAR MEETING Tuesday November 4 2014 1:30 PM Mayor Bernard Featherman called the Regular Meeting to order in the Library's Goldstein Community Room at 1:30 PM. CALL TO ORDER: Roll Call: Members present: Mayor Bernard Featherman; Vice Mayor Ron Brown; Commissioner Louis P. Stem and Commissioner Carl Feldman. Member Absent: Commissioner Dennis J. Sheridan. Also present: Town Attorney Glen Torcivia (arrived late); Town Manager Kathleen D. Weiser; Acting Town Clerk Valerie Oakes; Finance Director Cale Curtis; Public Works Director Edward J. Soper; Police Chief Craig Hartmann; Assistant to the Manager Zoie Burgess; and members of the public. Pledge of Allegiance: The Pledge of Allegiance was given, followed by a minute of silence. Civility Pledge: The Civility Pledge was not recited. 1. ADDITIONS, DELETIONS OR ACCEPTANCE OF AGENDA: Mayor Featherman asked for any additions or deletions. Receiving no additions or deletions, the agenda was accepted as presented. 2. PUBLIC COMMENTS AND REOUESTS: Peter Rodis, 3224 S. Ocean Blvd. — I ask the Town to send best wishes to Commissioner Sheridan on behalf of the residents. Bill Weitz, 1135 Boca Cove Lane — Best wishes to Commissioner Sheridan and Beverly Brown. As a personal disclaimer, I do not have personal contact with the Town Attorney. I believe it is not necessary for two law firms to represent the Town. I am concerned with the maim attorney regarding the following issues: 1) his guidance of the renovation of the Police Department and Town Hall; 2) the Xeriscape ordinance has taken too long to finalize; 3) I disapprove of the way the Town Attorney advises the Commission when three bids are necessary for a project; 4) the Mayor has requested legal guidelines on writing checks and the attorney's response protected his firm and not the Town; and 5) it was inappropriate to allow Waste Management to lobby prior to the selection of the bid. i Town Commission Regular Meeting Minutes November 4, 2014 Page 2 of 9 3. PRESENTATIONS: There were no presentations. 4. BOARDS AND COMMITTEES: A) Board Correspondence: • None B) Board Action Report: • Acting Town Clerk Oakes read the report into the record. C) Board Vacancies: • None D) Monthly Board Meetings • Planning Board — Regular Meeting — November 12 - Cancelled • Bd. of Adjustment & Appeals — Site Visit — November 17 — 9:30 AM • Bd. of Adjustment & Appeals — Public Hearing — November 19 — 9:30 AM • Town Commission Workshop Meeting — November 25' —1:30 PM • Beaches & Shores Advisory — No Scheduled Meeting • Code Enforcement — No Scheduled Meeting • Financial Advisory Board — No Scheduled Meeting 5. PROPOSED ORDINANCES AND RESOLUTIONS: A) ORDINANCE NO. 14-005 —1st READING AN ORDINANCE OF THE TOWN OF HIGHLAND BEACH, FLORIDA AMENDING CHAPTER 28, "XERISCAPE — LANDSCAPE REQUIREMENTS, INSTALLATION AND MAINTENANCE," OF THE TOWN CODE OF ORDINANDES BY AMENDING SECTION 28 -10, "MAINTENANCE STANDARDS FOR CULTIVATED LANDSCAPE AREAS", TO CLARIFY THAT THE ADJACENT PROPERTY OWNER SHALL MAINTAIN ANY LANDSCAPING IN THE PUBLIC RIGHT -OF -WAY; PROVIDING FOR CODIFICARTION, CONFLICTS, SEVERABILITY AND FOR AN EFFECTIVE DATE. Acting Town Clerk Oakes read Ordinance No. 14 -005 into the record. Commissioner Feldman had a legal question regarding this ordinance. Since Town Attorney Torcivia was not present at this time, the item was put on hold until his arrival. Further discussion was held under item 9A — Reports: Town Commission — Commissioner Feldman. Town Commission Regular Meeting Minutes November 4. 2014 Paae 3 of 9 6. CONSENT AGENDA: Mayor Featherman asked if any additional item needed to be removed from the Consent Agenda. Acting Town Clerk Oakes read the Consent Agenda into the record: A) Commission to authorize the purchase of a 2014 Ford Edge for the Public Works Dept.; declare the existing 2003 Ford F -150 pickup truck surplus; and authorize the trade -in of said vehicle towards the new vehicle. B) Commission to declare 2011 Gator as surplus and authorize trade -in for a replacement vehicle. C) Commission to authorize the purchase of two (2) Ford Explorers for the Police Department and declare the 2007 ad 2008 Ford Crown Victoria surplus and authorize the disposal of said vehicles for trade -in towards the purchase of the new vehicles. D) Minutes: September 23, 2014 — Final Budget Public Hearing September 30, 2014 — Workshop Meeting October 7, 2014 — Regular Meeting MOTION: Commissioner Feldman moved to accept the Consent Agenda as read. Commissioner Stern seconded the motion, which passed unanimously. 7. NEW BUSINESS: A) Award of Contract for Solid Waste and Recycling Collection Service to Waste Management Town Manager Weiser — On September 29, the Town issued a Request for Proposals (RFP) for solid waste and recycling collection services because our existing contract with Waste Management is set to expire on December 31S of this year. The Town held a mandatory pre -bid meeting on October 6 th and five (5) companies were represented at this meeting. Of the five companies, four submitted responses to our RFP by the deadline of October 24 Two of the responses were announcements of "no bid" and the other two were forwarded to the Selection Committee members, so they could review and evaluate the proposals in light of the criteria stated in the RFP. The Selection Committee held a Public meeting on October 29 The committee members unanimously agreed that both proposers met the minimum qualifications, and had the experience to perform the job. The deciding factor came down to cost where there was a considerable difference. The Selection Committee was comprised of the following: Finance Director Cale Curtis, Public Works Director Ed Soper, Assistant to the Town Manager Zoie Burgess, Financial Advisory Board Chair Gerald Gitner and Board of Adjustment & Appeals Chair Barry Donaldson. The Committee was unanimous in ranking Waste Management as their first choice, and Waste Pro as their second choice. The term of the agreement will be for a five year period beginning January 1, 2015 and expiring on May 21, 2020 with one three -year renewal with the sole discretion of the Town. Town Commission Regular Meeting Minutes November 4, 2014 Page 4 of 9 Commissioner Feldman — Town Attorney, did you see the other bids that were submitted? Town Attorney Torcivia — No, I was not part of the Selection Committee. Commissioner Feldman — On this particular agreement, if something does happen with the complaint that was written to the Inspector General (IG), how do we handle this agreement? Town Attorney Torcivia — If you award a bid today, there is a five business day period for anyone to file a bid protest. If that occurs, the contract provides that it will not be effective until the bid protest is resolved. We have not heard from the IG at this point, so we don't know what they are going to do. Town Manager Weiser — A representative from the IG's office did attend the pre -bid meeting, and he indicated to me that it looked like we followed all of our procedures. Comm. Feldman — Are there any escalation charges year -by -year? Fin. Dir. Curtis — We had the proposers submit a financial form that put their fees in for each year of the contract, so we know what the rates are going to be for each year. The year five rate from Waste Management is lower than our current rate now. Town Attorney Torcivia — The contract is actually five years and five months to May 31 St because when you go out to bid this contract, you don't want to disrupt service in the middle of season. Commissioner Stern — I read the two contracts and saw that there was a major difference between the two bidders. What are the hours of operation? Fin. Dir. Curtis — For single - family residences it is 7:00 AM to 5:00 PM. The condominiums are from 8:00 AM to 5:00 PM. Mayor Featherman — I will abstain from voting as I own stock in Waste Management. MOTION: Vice Mayor Brown moved to award the contract for solid waste and recycling collection services to Waste Management. Motion was seconded by Commissioner Feldman ROLL CALL: Vice Mayor Brown - Yes Commissioner Feldman - Yes Commissioner Stern - Yes Mayor Featherman - Abstained Motion passed 3/0. Town Attorney Torcivia stated that this includes directing the staff to post the award of the bid as soon as possible. B) Request to Supply Plastic Trash Bags for the Beach Town Manager Weiser — At the September 10 meeting of the Beaches & Shores Advisory Board, the members discussed supplying plastic bags on the beach for residents to use to keep the beach clean; especially for picking up bits of plastic to protect the turtles. Our Public Works Director Ed Soper has come up with a prototype (shown on display) and could be attached to one of our garbage cans. The cost would be between $150 and $240 a piece depending on the type of mounting used. They are asking for your approval to try one because they do have concerns. If this should work out, then we could possibly install more of them on the beach. The cost of the prototype would be expensed from the reserves. Town Commission Regular Meeting Minutes November 4, 2014 Page 5 of 9 MOTION: Commissioner Feldman moved to supply one stand with bags on a trial basis. Motion was seconded by Commissioner Stern. ROLL CALL: Commissioner Feldman - Yes Commissioner Stern - Yes Vice Mayor Brown - Yes Mayor Featherman - Yes Motion passed 4/0. 8. MISCELLANEOUS — ITEMS LEFT OVER: There were no miscellaneous items left over. 9. REPORTS — TOWN COMMISSION: A) Commissioner Carl Feldman — As Town Attorney Torcivia was present, Commissioner Feldman requested to discuss Ordinance No. 14 -005 O. Would the State need to approve code change since the agreement is that the Town is responsible? Is it legal for us to turn the State contract over to the residents? Town Attorney Torcivia — I do not believe that this will conflict with the State contract because this language allocates responsibility between the adjacent property owners and the Town. We are not putting any burden on the State. We will follow up on this and submit a letter on the next agenda. Comm. Feldman — Do we have to form a new contract with you since you have changed the name of the law firm? Town Attorney Torcivia — It is not necessary since we simply changed the name. Our Tax ID number has remained the same. Comm. Feldman — Since you have all these attorneys working for you, why would we need the law firm of Leonard Rubin? Town Attorney Torcivia — It was through a joint proposal that we were contracted by the Town. Mr. Rubin still assists the town on occasion and provides services only when they are needed. Acting Town Clerk Oakes — Attorney Leonard Rubin attends the Board of Adjustment & Appeals meetings. He is intricately involved with those meetings. I have had to work with him on many legal issues since the Board approves /denies variance requests. He has always been very responsive and provides clear, researched opinions. Comm. Feldman — Town Attorney Torcivia, is there another attorney in your firm that could provide that service? Town Attorney Torcivia — There is, but this contract approved as a joint venture. Land Use is Attorney Rubin's area of expertise, and it was determined that he would take the lead on land use and zoning issues. As a courtesy I will discuss this issue with Attorney Rubin before any decision is made by the Commission to have only one law firm represent the Town. B) Commissioner Louis P. Stern — I received an email from Mayor Susan Haynie of the City of Boca Raton stating that their Commission has asked the City Manager to work with the Chief of Police to determine the feasibility and the cost to provide Highland Beach with patrol boat services. We don't know the cost but we are looking into this. I attended the opening of the RFQ (Request for Qualifications) on the Library Terraces Enclosure, and I am extremely unhappy that it has taken us so long to enclose the Library. It has been four years in the Town Commission Regular Meeting Minutes November 4, 2014 Page 6 of 9 making. It was agreed that the Town would provide $75,000, and the Friends of the Library would also provide $75,000. We doubled our effort and put $150,000 in our current budget for this project. One of the RFQ's indicated that this work, now four years later, could cost between $200,000 and $240,000. I feel this Commission needs to act more quickly on behalf of the Library. I am asking staff to please come back with a good recommendation. Also, one of our residents had asked if we could have Wi -Fi in the Town. In reading about this, I have found that public Wi -Fi may put all of your personal information at risk and as such I would not support such a deal. C) Vice Mayor Brown — Our budget included a study for replacing our pipes throughout the town and having all of them hooked up to the main. I feel we need to have a referendum placed on the ballot for the March 2015 election to approve a bond to redo all of our water mains. Has anything been done so far. My concern is that if it goes any longer the cost will continue to rise as in the case of the Library project. Town Manager Weiser — We are in the process of putting that study out for cost. I don't see that it will be done it time to have it on the March election. My suggestion to you as policy makers, if you would like to put this item on the March election, use the estimated cost that was presented by the Public Works Director. Vice Mayor Brown — I think we need to proceed since we spent a great deal of money to install the main water pipe, in which, there are no benefits because we have very old pipes down the streets. Town Manager Weiser — I will need a consensus from the Commission that you would want staff to move forward to place the referendum on the March election with the proposed cost. We are still moving forward but there are timelines for placing a question on the ballot. Mayor Featherman — The original estimated cost was $1 million, and now we have an estimated cost of $3.5 million. I think we should look into this further rather than take immediate action. There is a possibility that the cost could be even higher and this might affect our residents through their taxes. Comm. Feldman — Currently, the rates are low and we should go out for bonding now. This project should cost around $4 million, and we could bond that amount. We don't have to spend it if we don't need it, but why wait and study it any longer and watch the rates go up. We should put this on the ballot and provide a clear explanation to the residents. It is for the health, wealth and safety of our residents, and if we explain it that way I am sure they will vote for it. Based on the number of residents in this town, it should not cost that much on the taxes. Comm. Stem — Do you see this as a single issue item, or do you think that there are other things we need to do in the town if we are going to do a bond, so it can be done at the same time? Comm. Feldman — We should put everything on the ballot, and explain it to the residents. Town Manager Weiser — The referendum will need to cover two things; the bonding and also approving the project. My recommendation would be to move forward with this congruently, by still working on the figures and preparing to put this on the ballot. MOTION: Vice Mayor Brown moved to go forward with the referendum approving the actual process and approving the funding of those projects. Motion was seconded by Commission Feldman. Discussion: Comm. Feldman — Public Works Director Soper, do you have anything to add to this? Public Works Director Ed Soper — We have another project which is the replacement of the Calcite System with a Cal -Flo System. The pre - construction estimate is $950,000. My Town Commission Regular Meeting Minutes November 4, 2014 Page 7 of 9 recommendation would be to go ahead with the referendum for both projects. This has been in the Strategic Plan and in the budget. Town Attorney Torcivia — I am taking it as this motion is direction for the staff to develop this information and bring it back to the Commission with a real number. If this motion passes, would it also include bond council because when you do a bond there are lawyers that specialize in that? This is a selection process and there are other steps. ROLL CALL: Vice Mayor Brown - Yes Commissioner Feldman - Yes Commissioner Stern - Yes Mayor Featherman - No Motion passes 3/1. E) Mayor Featherman — Thank you to all the residents who came to this meeting. 10. REPORTS — TOWN ATTORNEY GLEN TORCIVIA: No report from Attorney Torcivia. 11. REPORTS — TOWN MANAGER KATHLEEN D. WEISER: For the benefits of the residents, Florida Power & Light (FPL) will be in town starting this week; they will be trimming trees that may interfere with all the new poles they have installed. They have the authority to do this work and can also do it on private property. They are supposed to contact the homeowners directly if it is on private property. The Commission approved declaring our backhoe as surplus property and we estimated it at about $5,000. Our Finance Dir. Cale Curtis listed it on a bid site and we received over $15,000. Town Hall will be closed Tuesday, November 11 for Veteran's Day. December 1 St is our Open House celebration on the new construction from 3:00 to 5:00 PM, and there will be a ribbon cutting at 4:30 PM. This will be followed by our Light up the Holidays at 5:00 PM. Dr. Weitz requested an update on the cost of the renovations. The total contract amount to date is $1,085,000 and change; incurred to date is $880,404. 12. PUBLIC COMMENTS AND REQUESTS RELATED TO ITEMS DISCUSSED AT MEETING: Carl Gehman 1123 Highland Beach Dr. — Do we pay for two separate attorney firm? Mayor Featherman — Yes. Mr. Gehman — How did they get from $500,000 to $3 million? Town Manager Weiser — All of our projects take time, and we had a change of Public Works Directors. Our new Public Works Director took a look at the whole project and if you look at the scope of the project, it is much bigger than $500,000. This was a figure was given years ago. Mr. Gehman — Will they be Town Commission Regular Meeting Minutes November 4, 2014 Page 8 of 9 putting pipes into every individual home? Public Works Dir. Soper — In response to the question, we will run new pipes in front of everyone's house and a new service up to the property line. If the homeowner wants to change their service from that point to their own house, it would be up to them. It would cost approximately $250 to $300 per linear foot. Elyse Riess, 1133 Boca Cove Lane — Will the Public Works Dir. be able to tell us which streets are involved? Town Manager Weiser — It will include all of the side streets. We will notify all of the residents, so they will know what they are voting on. Ms. Riesa — We have to find a way for the residents to realize how important this is for the entire town and make sure that everyone knows this. Will any of the money from the sale of the Boca property be used for this project? Town Manager Weiser — This is an issue the Financial Advisory Board has been looking at. The cost of money right now is so low that they are proposing that you bond it. Ms. Riesa — Is there anyone in the Town that can help us with FP &L? On our particular street, we have open wires running all over the street and several homes have lost power. Town Manager Weiser — Meet with me after the meeting. Dr. Bill Weitz, 1135 Boca Cove Lane — According to the Inspector General's Report, the amount of money that was found to be illegal spending was $917,000. That was months ago. I have been told that considerable amounts of money have been spent in addition. I am not against the project, I am against the process. I cannot believe there was just a small amount spent in addition to the figure given by the Inspector General. The residents have the right to know how much money was spent on the project. It can't be less than what was spent four months ago. Town Manager Weiser — The Inspector General never said we spent $917,000. It was just their estimate of what the project was going to cost at that time based on what we had presented. There was never a cost accounting of what we spent. The budget that we gave you does include all the furnishings and all the IT equipment. Dr. Weitz — I read the report and it did not say it was budgeted, but spent. Peter Rodis, 3224 S. Ocean Blvd. — Commissioner Stern, could you tell us what the next step is with regards to the police boat monitoring our waterway? Comm. Stem — The next step is for the City Manager to discuss this with their Police Dept. to find out the feasibility of having their patrol boat head north about two miles from the Spanish River Bridge where it sits to possibly maintain a presence. We cannot stop the wake because we are not a "no- wake" zone and never will be as far as the Florida Fish & Wildlife Commission is concerned. If he sees rowdiness or excessive drivers he then can issue tickets because he is a police officer. This will all depend on the cost and whether it is feasible. We have been working on this for eight years and we cannot do more than they will allow us to do. They are not concerned with seawalls but only injuries occurring on our Intracoastal. We have not had one complaint of any injuries. I believe the best solution right now is to have a patrol boat, at our expense, show presence. Ellen Smith Waste Management — On behalf of all our employees and our families we would like to thank you for allowing us the opportunity to continue to serve the great Town of Highland Beach. Public Works Director Ed Soper — The water mains are for public water mains, no private water mains. It will be up to private property but anything beyond that is the Homeowner's Association or the homeowner. Town Commission Regular Meeting Minutes November 4. 2014 Page 9 of 9 Comm. Feldman asked about the notices for the Board of Adjustment meeting on November 19 Acting Town Clerk Valerie Oakes stated that the notices were mailed on Monday, November 3r to those within a 300 ft. radius; individual residences received a notice, and the condominiums received a notice to the attention of the association president and property manager. 13. ADJOURNMENT: There being no further business to come before the Commission, Mayor Featherman adjourned the Regular Meeting at 2:51 PM upon a MOTION by Commissioner Stern; seconded by Commissioner Feldman. APPROVED: Bernar eatherman, Mayor Ron Brown, Vice Mayor Dennis J. Sheridan, C mmissioner Ste s ' ner dad Feldman, ommi sinner P' ATTEST: Valerie Oakes, CMC Acting Town Clerk Date FORM 813 MEMORANDUM OF VOTING CONFLICT FOR COUNTY, MUNICIPAL, AND OTHER LOCAL PUBLIC OFFICERS LAST NAME —FIRST NAME — MIDDLE NAME NAME OF BOARD, COUNCIL, COMMISSION, AUTHORITY, OR COMMITTEE Featherman, Bernard Town Commission MAILING ADDRESS THE BOARD, COUNCIL, COMMISSION, AUTHORITY OR COMMITTEE ON 3210 S. Ocean Blvd., #504 WHICH I SERVE IS A UNIT OF: CITY COUNTY [Z ]CITY []COUNTY ❑OTHER LOCAL AGENCY Highland Beach, Palm Beach County NAME OF POLITICAL SUBDIVISION: Town of Highland Beach DATE ON WHICH VOTE OCCURRED MY POSITION IS: November 4, 2014 ❑� ELECTIVE APPOINTIVE WHO MUST FILE FORM 813 This form is for use by any person serving at the county, city, or other local level of government on an appointed or elected board, council, commission, authority, or committee. It applies equally to members of advisory and non - advisory bodies who are presented with a voting conflict of interest under Section 112.3143, Florida Statutes. Your responsibilities under the law when faced with voting on a measure in which you have a conflict of interest will vary greatly depending on whether you hold an elective or appointive position. For this reason, please pay close attention to the instructions on this form before completing the reverse side and filing the form. INSTRUCTIONS FOR COMPLIANCE WITH SECTION 112.3143, FLORIDA STATUTES A person holding elective or appointive county, municipal, or other local public office MUST ABSTAIN from voting on a measure which inures to his or her special private gain or loss. Each elected or appointed local officer also is prohibited from knowingly voting on a mea- sure which inures to the special gain or loss of a principal (other than a government agency) by whom he or she is retained (including the parent organization or subsidiary of a corporate principal by which he or she is retained); to the special private gain or loss of a relative; or to the special private gain or loss of a business associate. Commissioners of community redevelopment agencies under Sec. 163.356 or 163.357, F.S., and officers of independent special tax districts elected on a one -acre, one -vote basis are not prohibited from voting in that capacity. For purposes of this law, a "relative" includes only the officer's father, mother, son, daughter, husband, wife, brother, sister, father -in -law, mother -in -law, son -in -law, and daughter -in -law. A "business associate" means any person or entity engaged in or carrying on a business enterprise with the officer as a partner, joint venturer, coowner of property, or corporate shareholder (where the shares of the corporation are not listed on any national or regional stock exchange). ELECTED OFFICERS: In addition to abstaining from voting in the situations described above, you must disclose the conflict: PRIOR TO THE VOTE BEING TAKEN by publicly stating to the assembly the nature of your interest in the measure on which you are abstaining from voting; and WITHIN 15 DAYS AFTER THE VOTE OCCURS by completing and filing this form with the person responsible for recording the min- utes of the meeting, who should incorporate the form in the minutes. x APPOINTED OFFICERS: Although you must abstain from voting in the situations described above, you otherwise may participate in these matters. However, you must disclose the nature of the conflict before making any attempt to influence the decision, whether orally or in writing and whether made by you or at your direction. IF YOU INTEND TO MAKE ANY ATTEMPT TO INFLUENCE THE DECISION PRIOR TO THE MEETING AT WHICH THE VOTE WILL BE TAKEN: • You must complete and file this form (before making any attempt to influence the decision) with the person responsible for recording the minutes of the meeting, who will incorporate the form in the minutes. (Continued on other side) 1 APPOINTED OFFICERS (continued) • A copy of the form must be provided immediately to the other members of the agency. • The form must be read publicly at the next meeting after the form is filed. IF YOU MAKE NO ATTEMPT TO INFLUENCE THE DECISION EXCEPT BY DISCUSSION AT THE MEETING: • You must disclose orally the nature of your conflict in the measure before participating. • You must complete the form and file it within 15 days after the vote occurs with the person responsible for recording the minutes of the meeting, who must incorporate the form in the minutes. A copy of the form must be provided immediately to the other members of the agency, and the form must be read publicly at the next meeting after the form is filed. DISCLOSURE OF LOCAL OFFICER'S INTEREST I Bernard Featherman , hereby disclose that on November 4 20 14 (a) A easure came or will come before my agency which (check one) Einured to my special private gain or loss; inured to the special gain or loss of my business associate, inured to the special gain or loss of my relative, inured to the special gain or loss of by whom I am retained; or l _ inured to the special gain or loss of which is the parent organization or subsidiary of a principal which has retained me. (b) The measure before my agency and the nature of my conflicting interest in the measure is as follows: CpctfYL �rU Srs D� �iL/ ��� • —�A hA4-741--- j 'AAA Date Filed Signature NOTICE: UNDER PROVISIONS OF FLORIDA STATUTES §112.317, A FAILURE TO MAKE ANY REQUIRED DISCLOSURE CONSTITUTES GROUNDS FOR AND MAY BE PUNISHED BY ONE OR MORE OF THE FOLLOWING: IMPEACHMENT, REMOVAL OR SUSPENSION FROM OFFICE OR EMPLOYMENT, DEMOTION, REDUCTION IN SALARY, REPRIMAND, OR A CIVIL PENALTY NOT TO EXCEED $10,000. CE FORM 8B - EFF. 1/2000 PAGE 2