Exhibit B-1

Exhibit B—Elements of Mutual Benefit

Overview

Project Description

This project will improve the final 1,700 foot segment of the

M Street Corridor, which is a regionally significant principal

arterial connection between Washington State Routes 167

and 164 (Auburn Way South) through Auburn, King County

Washington. The M Street Corridor connects regional and

manufacturing growth centers, serves local and regional

destinations, and provides an essential freight mobility link.

This project is located on M Street SE between 3

and 8

Streets SE in the vicinity of the Washington State Route 18

overpass and the at-grade BNSF Stampede Rail crossing in

Auburn. The project includes lowering M Street SE below the

existing BNSF railroad, constructing a new railroad bridge,

widening the roadway from 2 to 5 lanes, and adding bicycle

lanes and sidewalks.

Project Need

This project was identified in the 1997

Auburn Stampede Rail

Traffic Impact Study

as necessary to mitigate the impacts

from BNSF expanding operations on the Stampede Pass rail

line. The study identified that up to 22 daily trains may

operate in the future on the Stampede Pass line and create

perpetual gridlock throughout the City and on nearby State

highways. M Street SE has also been identified as a Freight

Action Strategy (FAST) corridor project. FAST is a multi-

agency coalition dedicated to improving freight mobility

throughout the Puget Sound Region and mitigating the

impacts of freight movements on local communities.

Project Benefits

Completing the M Street SE Grade separation will not only

improve freight mobility for train and truck traffic, it will also

eliminate the significant traffic back-ups that overtax the

City’s arterial street system. These backups impact emergency vehicle access, the 53 daily school bus crossings,

residential and business driveways, and local neighborhood streets. The project will also provide secondary benefits

that include improved travel times; reduction of cut-through traffic on neighborhood streets; air quality along the

corridor; and beautification of one of Auburn’s key gateways.

By separating this existing at-grade/street-rail crossing from the railroad safety will be substantially improved.

Replacement of the at-grade crossing eliminates the possibility of fatalities and injuries that often result from collisions

between trains, vehicles, and pedestrians. It also eliminates blocking delays that cause traffic congestion/delays,

reduces the intrusive noise from train horns and automatic warning devices, and will improve emergency response

times.

M Street SE – Existing Conditions

View

M Street SE – Grade Separation

M Street SE – Proposed

Status Update

Design is 80% complete and is expected to be complete by next spring (2011). ROW Acquisition is 30% complete and

is expected to be complete by next spring (2011). Property management of acquired homes will include demolition as

needed for safety and security. All design and ROW funding is secured.

The entire construction is anticipated to last between 18 and 27 months (depending on train volumes). Train volumes

impact the construction costs and schedule significantly as many key work elements must be limited or stopped when

trains cross. Constructing the project while train volumes are down, due to the recent economic downturn, could

result in a shorter construction duration and significantly lowered construction costs. Assuming funding is secured,

construction is scheduled to start late next year (November 2011).

City of Auburn Contacts

Jacob Sweeting, Project Manager, City of Auburn 253.804.5059 – jsweeting@auburnwa.gov

Carolyn Robertson, Government Relations Manager 253.931.3096 – crobertson@auburnwa.gov

M Street SE – Aerial View

M Street SE Grade Separation

– Vicinity Map

M Street SE Grade Separation

– Vicinity Map

M Street SE Grade

Separation – Project Site