Improving Mobility in the Southeast 460 Corridor TAB 5. RESUMES OF KEY PERSONNEL

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1 Improving Mobility in the Southeast 460 Corridor TAB 5. RESUMES OF KEY PERSONNEL

2 FRANCISCO JAVIER PÉREZ GRACIA ITINERE INFRAESTRUCTURAS, S.A. Chief Executive Officer EDUCATION Masters of Business Administration in Tax Consultancy, I.C.A.D.E Bachelor of Arts Degree in Economics and Business 1995 Course on cash management. ESDEN, S.A. business school 1994 Course on financial markets offered by the Instituto Superior de Técnicas y Prácticas Bancarias 1994 Project Finance seminar in Spain offered by IESE 1994 Financial engineering course offered by the Colegio de Ingenieros de Caminos, Canales y Puertos 1993 Graphic analysis of stocks, futures and options on the Spanish stock market and international markets. GESMOVASA SME management, I.C.A.D.E Universidad Complutense. Somosaguas campus R.C.U. María Cristina. San Lorenzo de El Escorial PROFESSIONAL EXPERIENCE 2006 present ITINERE INFRAESTRUCTURAS, S.A. CEO SACYR VALLEHERMOSO, S.A. Corporate General Director SACYR, S.A. Corporate General Director SACYR, S.A. General Director of Concessions SACYR, S.A. Financial Director of Concessions SACYR, S.A. Finance Department OTHER INFORMATION OF INTEREST 2006 present Director of SACYR VALLEHERMOSO, S.A present Director of ENAITINERE, S.A present Director of NUDO DE PALERMO, S.A. (Italy) present Director of AUTOPISTAS DE NAVARRA, S.A. (AUDENASA) present Director of VALORIZA GESTIÓN, S.A present Director of ITINERE CHILE, S.A.

3 2003 present Director of VALLEHERMOSO DIVISIÓN PROMOCIÓN, S.A present Director of EMPRESA NACIONAL DE AUTOPISTAS (currently ENA Director of SOCIEDAD CONCESIONARIA LITORAL CENTRAL, S.A. (Chile) 2002 present Director of AVASACYR, S.A Director of VALLEHERMOSO, S.A. INFRAESTRUCTURAS, S.A.) Director of GESTORA DE AUTOPISTAS, S.A. (Chile) 2001 present Director of NEOPISTAS, S.A Director of SOCIEDAD CONCESIONARIA VESPUCIO SUR, S.A. (Chile) Director of GESTIÓN VIAL, S.A. (formerly OPERADORA DE LOS LAGOS, S.A. (OLASA)). (Chile) Director of CONCESIÓN DE LOS LAGOS, S.A. (Chile) Director of AUTOVÍA DEL NOROESTE, CONCESIONARIA DE LA COMUNIDAD AUTÓNOMA DE LA REGIÓN DE MURCIA, S.A. (AUNOR) Director of de CAVOSA, construction company specialising in tunnels and explosives Director of SOCIEDAD CONCESIONARIA RUTAS DEL PACÍFICO, S.A. (Chile) 1997 present Director of IBERESE, S.A., a co-generation company Director of SOCIEDAD CONCESIONARIA DEL ELQUI, S.A. (Chile) Director of INVERSIONES EN VALORES SIGLO XXI, S.A. Company chairman since Director of TIBEST DOS SIM, S.A. Company chairman since January 1996

4 JOSÉ MARÍA ORIHUELA UZAL ITINERE INFRAESTRUCTURAS, S.A. Director of Operations EDUCATION Ingeniero de Caminos, Canales y Puertos. PROFESSIONAL EXPERIENCE 2002 present Director of Operations of Itinere Infraestructuras S.A Director of the EUROGLOSA 45 concession for the Design, Construction and Operation of the M-45 Highway. Section: N-IV-N-V Head of Contracting for SACYR headquarters Joined SACYR, S.A., acting as Works Supervisor for the following contracts: C-443 highway. Section: Tharsis-Cabezas Rubias (Huelva). C-443 highway. Section: Rosal de la Frontera - Santa Bárbara RODIO Cimentaciones especiales S.A., preparing studies and offers and supervising work on baffling, piles, micropiles, anchorage and injections in several projects Ferrovial, as Head of Production for the project: Conditioning of River Course (Sierra Nevada, Granada)

5 JUAN CARLOS LÓPEZ VERDEJO ITINERE INFRAESTRUCTURAS, S.A. Development, Bids and Construction Director EDUCATION Civil Engineer PROFESSIONAL EXPERIENCE 1985 Construcciones y Contratas, Fernandina Dam Técnicas Reunidas, S.A., Nuclear Division Electric department engineer Corvian,S.A. as production and work head: Levante Highway. Section: Novelda-Monforte del Cid. Laguna de Duero Variant. Almansa Variant SACYR S.A., in the following projects: Segura River Channeling. Section Beniel- Benejuzar Bridge and bed customization of Arroyo Grande for the Hydraulic Works General Management Soto del Río Segura Recovery Project Water supply collection improvement for Albacete and Alicante SACYR S.A. Subdelegate for Levante Concesiones del Elqui (Chile highway) as Technical Director Rutas del Pacífico (Chile highway) as Technical Director present ITINERE INFRAESTRUCTURAS Development, Bids and Construction Director

6 ALBERTO JIMÉNEZ ORTIZ ITINERE INFRAESTRUCTURAS, S.A. Chief of Projects and Financing EDUCATION Bachelor Degree in Business Administration and Economics, Branch of General Economy, Specialty in International, at Madrid s Complutense University. Certificate in International Finance, by U.C. Berkeley in the U.S.A Master in Management of Infrastructures and Public Services, Official ICCP School at Madrid y Ministry of Development, Madrid Project Finance, by IIR España, Madrid Company evaluation, by IIR España, Madrid. PROFESSIONAL EXPERIENCE 2000 present Current situation at Group Sacyr Vallehermoso, within the infrastructures concessions area. Currently in the position of Chief of Projects and Financing of Itinere Infraestructuras, Concessions branch of the Group performing, among others, the following tasks: Preparing of Bids, Financing of infrastructure concessions & financial analysis Gelma S.A., real state company with management functions and real state company performing management and customer satisfaction tasks.

7 JOSÉ MANUEL LOUREDA LÓPEZ SACYR S.A.U. International Department Director EDUCATION Ingeniero de Caminos Canales y Puertos PROFESSIONAL EXPERIENCE IBERINSA, Project Engineer Valencia Subway, Line 5 project. Nuevos Ministerios Railway station. Dams on river Eria and river Puerta (León). High speed trains (200 km/h) Madrid - Vitoria present SACYR S.A Production and work head, Adra El Parador highway Production and work head, Bailén - Jaén highway Production and work head, E.D.A.R. Guadalhorce (Málaga) CHILE Concession Ruta 5 Norte, Los Vilos - La Serena Project manager, SACYR Concession Ruta 5 Norte, Los Vilos - La Serena CEO Sociedad Concesionaria del Elqui S.A Concession Red Vial Litoral Central CEO Constructora Sacyr Necso S.A Concession Ruta 5 Sur, Río Bueno - Puerto Montt CEO Sociedad Concesionaria de los Lagos S.A CEO, Sacyr Chile S.A Concession Red Vial Litoral Central CEO Sociedad Concesionaria Red Vial Litoral Central S.A Concession Américo Vespucio Sur CEO Sociedad Concesionaria Vespucio Sur S.A present Sacyr, International Department, Director.

8 ANTONIO MARIA ZAFFARONI GRUPO SACYR VALLEHERMOSO Managing Director, International Department, Italy Branch EDUCATION Masters Degree in Civil Engineering from Politecnico University of Milan SUMMARY OF EXPERIENCE 33 years of progressive experience as responsible civil engineer gained in Europe, Asia, South, Centre and North America both in the public and private sector. Experience includes: concrete and steel structure design and approval, construction and project management in the field of water resources, water distribution and transport development. Mr. Zaffaroni has extensive experience with project coordination and leadership of international joint ventures; project implementation in project financing; project management, and design coordination in large scale urban developments, water conservancy and infrastructure projects. DETAILED EXPERIENCE Present SyV Italy Branch Managing Director and Representative in the Messina Strait Crossing Bridge ( a 3,800 million project and the biggest suspended bridge in the World) 2005 Client: Gruppo Zunino. Project Manager in the development of the Ex Area Falk Area ( m2) in Sesto San Giovanni. (Designer: Renzo Piano) 2005 AZC assisting Sinohydro Contractor (China) in technical and managerial issues during the construction of the Tekeze HPP in Ethiopia Client: Infrastrutture Lombarde S.p.A. as Project Manager following the preliminary design development for the construction of the 220 million Regione Lombardia new headquarters ( Designer: Henry Cobb & Partners ) present Assisting Gruppo Zunino as Project Manager in the assessment and preparation of the business plan for a Real Estate development in Puerto Madero dique 1 in Buenos Aires (1 billion U$S Project) present A2ZE&M, in association with Sembenelli Consulting, assessing the Method Statement and the design of Jin Ping I HPP project in China. Client: EHDC. Type of project: double arch 305 m high dam on the Ya Long river in Sichuan Province

9 Project Manager in the Tender Preparation for the bid to acquire the land going to be dismissed by Milan Fair and to be used for Urban Development. Total value of the Project 2 billion. Client: a JV including Risanamento, IPI, Fiat Engineering, Astaldi, Landale and Chelsfield. Designers (among others): Norman Foster and Frank Gehry AZC, in association with Security Package and other Italian Consultant is engaged by Olympic Inn to propose the Construction in Project Financing of the Olympic village for the Turin 2006 Winter Olympic Games AZC assistance to HIL (the Hindustan Construction Company IT division) providing Domain Knowledge in the preparation of Managerial Programs for the Construction Industry A2ZE&M negotiates a Service Agreement between SELI and the Chinese Company BVEC for the Construction of the Dahoufan Reservoir Transfer Project A2ZE&M, in JV with SELI and CR4 having been awarded Contract III of M8 Metro Line, participate to the management and planning of the Project and is responsible for the coordination between the Chinese and the Italian partners 2002 Establish together with Chinese Partners in Shang Hai (P.R.C.) A2Z Engineering & Management Consulting Co.Ltd. (A2ZE&M). The scope of business, as per Business Licence, is: International Engineering and Environmental Engineering Consulting; Construction Management Consulting; Tendering & International Contract Management Consulting; International Economy, Trade, Information Technology Consulting; International Market surveying AZC assist SELI (Specialized company in TBM works) in negotiating a JV agreement with the Chinese Company CR4 for the bidding of a section of Line M8 of ShangHai Metro AZC, associated with Italian Consultants carry out the full managerial and market study for PIRELLI Real Estate giving them the necessary expertise to set a Management Company with the purpose to enter into the Project Financing Market in Italy (General Contractor under Merloni law) AZC carries out the budgetary evaluation of three Projects (2 HPP and a water supply scheme) for ASTALDI 2001 AZC investigates the Chinese construction market for ASTALDI (second largest Italian Construction Company) Singapore: AZC Assistance to the ECON, Tubosider, Crown Alliance JV in bidding for LTA contract C417. Leading the tendering team, negotiating the JV agreement among the

10 Partners, advising in deciding the commercial strategy 2001 Founded AZ Consulting Ltd.(AZC) in Hong Kong The Company s mission is that of assisting international construction companies in technical, managerial and contractual issues relevant with the bidding, negotiation and execution of overseas projects IMPREGILO S.p.A. Infrastructures Business Unit Manager Following the reorganization of the Company, assigned the responsibility of worldwide infrastructural business including the domestic and European markets /99 IMPREGILO S.p.A. Asia-Pacific Company s activities Area Manager The area stretch from Pakistan to Australia. 10/ IMPREGILO S.p.A. Responsible for IMPREGILO s activities in China. Project manager in Ertan and Xiaolangdi (lot 1) Projects /95 IMPREGILO S.p A. Assigned to Ertan Joint Venture for the construction of the Ertan HPP as Site Manager (since Oct.91), having been responsible of the mobilisation study in the headquarters till that date IMPREGILO S.p.A. Assigned to ERIDAY U.T. E. ( a J.V. with 32 partners ) for the construction of the Yacyreta Dam ( a 1,7 billion US$ project co financed by the IBRD) IMPREGILO S.p.A. Assigned to Union Constructores Argentinos S.A. for the construction of Piedra del Aguila dam (680 Mio US$ co financed by IBRD) IMPREGILO was holding the technical sponsorship while a local contractor was the sponsor of the J.V IMPREGILO S.p.A. Assigned to Empresa Constructora ALICOPA for the construction of the Alicura Dam (350 Mio US$ co financed by IBRD) IMPREGILO S.p.A. Assigned to Empresa Constructora Salto Grande for the construction of the Salto Grande Dam (450 Mio US$ co-financed by IBRD).

11 FERNANDO RIBEIRO SIMOES SACYR S.A.U. Contracting Department, Commercial and Technical Director Mr. Simoes has eighteen years of experience in the construction industry, in several European countries and different specialities (bridges, residential and industrial buildings, roadways and railroads), as well as in engineering and in the direction of business units. EDUCATION Civil Engineer Specialized in Structures and Construction, at Instituto Superior Técnico PROFESSIONAL EXPERIENCE PER-Engenharia e Arquitectura, Lda Projecting engineer (Collaborator), at the bridges and civil works division. SOMEC-Sociedade Metropolitana de Construções, S.A Internship engineer, attached to Technical management, at Contractor for Gross Water pick-up at Pego s Thermoelectric Station, for E.D.P. Execution of Access Bridge 1991 Area II Foreman and Technical Manager Delegation and works Director at Guinea-Bissau, responsible for: 1992 Foreman. Bridge works over Ribeira de Quarteira, at V.L.A Foreman, in the construction of 3 Schools at Cascais and Estoril Area Director, at Dresden / Leipzig - Germany, responsible for execution /coordination of three building works Area Director, at Berlin - Germany, responsible for execution /coordination of two building works Area Director, at Stuttgart, responsible for execution /coordination of seven building works, two industrial works and three engineering works Production Director at Germany s Delegation, responsible for coordination and control of works execution in the scope of thirty-one building works, nineteen industrial works and three engineering works at Berlin, Dresden, Leipzig, Stuttgart and Munich Delegation Director of Germany s Delegation, jointly with the previous one, responsible for studies, budgets, negotiation and hiring.

12 ZAGOPE, S.A Deputy at Administration, Commercial Area, responsible for the technical study, planning, works contractor and works technical support in the area or railroad and road works Production Director of the railroads, roads and environment group Somague Engenhario S.A Technical Commercial Director at Commercial Management of Public Works responsible for the Studies and Budget team and Technical Office Commercial general manager at Commercial Management of Public and Special Works, responsible for the Commercial, Technical Commercial Directions and Technical Office Commercial general manager at Commercial Management of Public and Special Works, responsible for the Commercial and Technical Commercial Directions. Sacyr 2004 present Contracting Department. Commercial and Technical Director.

13 James A. (Bo) Hooff PRINCIPAL, CLARK VENTURES YEARS OF EXPERIENCE 30 years EDUCATION Bachelor of Science, Industrial Engineering, West Virginia University Masters of Business Administration, Finance and Investments, George Washington University RESPONSIBILITIES AND EXPERIENCE Bo Hooff joined Clark in 1979 as Assistant to the President of Omni Construction, Inc., Clark s merit shop general contractor, prior to its merger with the George Hyman Construction Company. Prior to joining Clark, Mr. Hooff worked for 8 years in construction operations for a large general contractor in the Washington D.C. metropolitan area. Over his 30 plus year career, Mr. Hooff has held management positions in many areas of the construction and development business including operations, preconstruction services, business development, legal, estimating, deal structuring, acquisitions and finance. Mr. Hooff has taken a leading role lately in Clark s public-private initiative particularly in the area of transportation. His involvement in ongoing or completed public-private partnership (PPP) projects has included the Route 28 Corridor Improvements project adjacent to Dulles Airport, the South County High School project in Fairfax County, the Mary Ellen Henderson Middle School project in Falls Church, Academic VI for George Mason University and the Spotsylvania Road Improvements project. Other projects include the Dulles Toll Road Improvements project and the I-95 HOT lanes project in Northern Virginia. As the head of Clark s international operations, Mr. Hooff was responsible for managing projects in China, Korea, Mexico, Brazil, Argentina and Russia and is currently managing Clark s import/export (construction materials and equipment) subsidiary, One World Ventures, LLC. Mr. Hooff has been involved in various corporate matters during his career including the acquisition of Guy F. Atkinson Construction and Shirley Contracting Company, LLC and the completion of J.A. Jones Construction s projects for its sureties by Clark Surety Services, LLC following the Jones Chapter 7 bankruptcy filing. Mr. Hooff is a Manager of Shirley and Clark Surety Services and an officer of Atkinson as well as a number of other Clark affiliates.

14 Geoffrey Stricker MANAGING DIRECTOR, CLARK VENTURES YEARS OF EXPERIENCE 14 years EDUCATION Bachelor of Arts, Economics, Clark University Masters of Business Administration, McDonough School of Business, Georgetown University RESPONSIBILITIES AND EXPERIENCE Mr. Stricker joined Clark in 2001 and since then has played an instrumental role in developing Public Private Partnership opportunities for the company, including Mary Ellen Henderson Middle School, the first project awarded in Virginia under the current PPEA legislation. Prior to joining Clark, he was a Vice President at Lehman Brothers, where he was responsible for research and analysis for the telecommunications industry, and supported the investment banking division on multiple transactions, including initial public offerings, private placements, and mergers and acquisitions. Mr. Stricker also spent three years at MCI Communications where he was involved in strategic planning and business analysis. Recent projects include: RELEVANT PROJECT EXPERIENCE Mary Ellen Henderson Middle School Falls Church, VA This 135,000-square-foot school features technologically advanced, flexible learning environments. In addition to classrooms, a cafeteria/auditorium, gymnasium, art lab, library, science and computer rooms, and media production area are included in the program. Clark Ventures worked with the city of Falls Church to determine the most viable site location and program, and proposed alternative financing structures to reduce project costs. This project was the first Public-Private Partnership project awarded in Virginia to build an educational facility using the Public Private Educational Facility & Infrastructure Act of South County Secondary School Fairfax, VA This design/build/finance $63 million high school was delivered through an innovative financial and development structure proposed by Clark Ventures. This structure allowed the school to be built three years ahead of its current schedule without delaying or diverting resources from other school projects that were currently budgeted in Fairfax County School s Capital Improvement Program. The development proposal included for the monetization of unused Fairfax County land assets, thereby lowering the overall net cost of the school project to the County. Route 28 Fairfax and Loudoun Counties, Va This $200+ million project includes the development, design and construction of sixplus interchanges in Northern Virginia to alleviate the traffic concerns of businesses and ten of thousands of commuters. The financial structure includes the use of private sector funding through a special tax district that pays 75% of the project s cost with the Commonwealth paying the remaining 25%.The list of intersection upgrades includes Route 606 and Route 625 intersection in Loudoun County; and Barnsfield Road and Westfield Boulevard in Fairfax County. More than 70,000 cars a day use this segment of Route 28 adjacent to Dulles airport. By 2010, transportation officials estimate that Route 28 will carry 135,000 cars a day.

15 Charles L. Smith IV Vice President, Shirley Contracting Company, LLC Years of Experience RESPONSIBILITIES AND EXPERIENCE Mr. Smith has over 18 years experience with Shirley 18 Years Contracting Company, LLC and Clark Construction Group. Currently he is a Vice President with the company where he EDUCATION is overseeing multiple projects. Mr. Smith began his career B.S., Civil Engineering, with the company, starting out as a Project Engineer with Clark Construction subsidiary Omni Construction. After multiple project University of Maryland, assignments and promotions, he joined Shirley Contracting College Park Engineer In Training Company in 1993 as a Project Manager. Mr. Smith was the Construction Manager for the Springfield Interchange Phase IV project, a $130 million project which was completed ahead of schedule. RELEVANT PROJECT EXPERIENCE I-95/I-395/I-495 Springfield Interchange Phase IV, Springfield VA - $130 Million V.D.O.T. project including widening inner and outer loops of the Capital Beltway from Van Dorn St. to I-95 & I-495 junction. Four bridges including a flyover 1500 meters in length, some demolished and reconstructed. Chippenham Parkway, Richmond VA - a $20 million V.D.O.T. project consisting of 6-lane highway widening with 10 bridges, 120,000 SF of soundwall, 11,000 SF of MSE retaining wall, and over 110,000 tons of asphalt concrete paving under high volume traffic conditions. Fairfax County Parkway and Rte. 617, Fairfax County VA - a $13 million V.D.O.T. project including 4-lane highway with 6 bridges and 1 box culvert requiring over 350,000 CY of embankment. Project complete ahead of schedule and collected acceleration incentive bonus. I-495 Widening at Route 7, Tysons Corner VA - a $3.8 million V.D.O.T. Beltway Interchange project with multiple phasing under extreme traffic conditions. Fairfax County Parkway and Frontier Drive, Springfield VA - a $9.1 million V.D.O.T. project including $800k tied-back retaining wall completely designed and built by contractor, a $2 million 6-lane, 200 ft. span bridge. Project completed 6 months ahead of schedule.

16 Michael L. Kirk, P.E. Project Principal The Louis Berger Group, Inc. Education B.S., Civil Engineering, 1989, The Citadel, Professional Registrations Professional Engineer: Virginia, North Carolina Professional Experience 17 years As the Director of Virginia Operations with The Louis Berger Group, Mr. Kirk is a senior project manager with over seventeen years of experience in planning, evaluating and implementing projects varying in scope, terrain and classification. Mr. Kirk has experience managing engineering divisions including the roadway final design and construction management division. In addition, Mr. Kirk has experience evaluating management systems for both private companies and government agencies. Mike s engineering experience includes the analysis, development and management of complete performance based asset management programs for highway facilities (Virginia DOT, VMS), urban roadway networks (Washington D.C., VMS), and the secondary roads systems (North Carolina DOT). Relevant projects include the following: Highways U.S. 29 at Gallows Road, Fairfax County Virginia. Virginia Department of Transportation. Project Principal. Managing final design activities, right of way plan production, and construction plans & documents for widening and reconstructing this urban principle arterial. The project includes multiple lane widening, raised medians, shared use paths, extensive utility coordination, and the complete reconstruction of portions of U.S. 29 and Gallows Road in the vicinity of I-495. Huguenot Memorial Bridge, Richmond, Virginia. Virginia Department of Transportation (sub-consultant). Project Principal. Managing final design engineering for roadway and drainage tasks including complete roadway plans, stormwater management, erosion and sediment control, construction documents, and public hearing responsibilities. Project includes roadway reconstruction, realignment, and interchange reconstruction for this urban arterial crossing the James River. Virginia Department of Transportation-VMS, Inc. Regional Manager responsible for the implementation of the privatized highway asset management contract for the Virginia Department of Transportation. This fixed price project consisted of the total Asset Management of interstate facilities involving four VDOT Districts. This Public Private Transportation Act project was the first of its kind in the country. By ensuring a quality product was delivered and maintaining a focus on quality customer service, this one of a kind project was extended an additional five years. As regional manager Mr. Kirk was responsible for the planning and implementation of all maintenance on the complete set of assets for over 250 miles highway. This project was outcome based with pre-defined levels

17 Page 2 of 2 Michael L. Kirk, P.E. of service and quality for a fixed price. Developed numerous training manuals and conducted regular training of staff in identifying work needs, performing work to outcomes based standards, monitoring subcontractors for quality of maintenance and safety. District of Columbia Department of Transportation-VMS, Inc. Regional Manager responsible for the implementation of the privatized highway asset management contract for the DC Department of Transportation. This fixed price project consisted of the total Asset Management of urban streets and highways. This federally aided project was the first privatized urban asset management project in the country. As Regional Manager, Mr. Kirk was responsible for the planning and implementation of all maintenance on the complete set of assets for over 75 miles roadways. This project was outcome based with pre-defined levels of service and quality for a fixed price. Mr. Kirk was responsible for managing the coordination with numerous local and federal agencies in the District of Columbia to ensure work efforts complimented the policies of the Homeland Security Department. Texas Department of Transportation-VMS, Inc. Regional Manager responsible for the implementation of the privatized highway asset management contract for the TxDOT. As Regional manager Mr. Kirk was responsible for the planning and implementation of all maintenance on the complete set of assets for over 120 miles highway on two major interstate facilities. This project was outcome based with pre-defined levels of service and quality for a fixed price. This type of agreement required that all plans produced in-house or by sub consultant were timely and accurate. The successes that were realized during this pilot project resulted in TxDOT continuing this concept and awarding a subsequent contract. North Carolina Department of Transportation. County Maintenance Engineer; Mike was responsible for planning and organizing the long term goals of the maintenance unit. As a state engineering manager Mike was responsible for established asset management system that collected the information of asset quantities and asset conditions in order to establish a work plan. As the Incident Management Engineer, Mike Established the first congestion management program in the state of North Carolina in Charlotte. Developed an incident management program for Durham and Wake Counties. Established an Inter- Agency Team for each county composed of all organizations responsible for emergency highway response. Responsible for the education of local and state officials in regard s to NCDOT s new incident management philosophy and policies. Developed a congestion management plan and a Motorist Assistance Patrol program for both the Charlotte and Raleigh/Durham areas.

18 John A. Vandergriff, P.E. Senior Project Manager, Senior Engineer The Louis Berger Group, Inc. Education B.S., Civil Engineering, Virginia Polytechnic Institute and State University (VA Tech), 1991 Professional Registrations Professional Engineer: Virginia, 1997 (31149); West Virginia, 2002 (15227) inactive; Indiana, 2003 ( ) inactive Professional Experience 15 years Mr. Vandergriff is experienced in transportation engineering, transportation project management, and transportation program management incorporating projects varying in scope, terrain, and roadway classification. Experience generally consists of final design highway projects and engineering for NEPA projects. Appalachian Corridor H (NEPA) Engineering Avoidance Studies - Blackwater and Battlefield, Northeast West Virginia. West Virginia Department of Transportation, Division of Highways. Engineering manager. Projects encompass 24 miles of divided principle arterial highway through two counties in northeast part of the West Virginia. Preliminary engineering completed for over 14 different alternatives to avoid or minimize impacts to environmental resources while providing access to local existing routes. Incorporated context sensitive design, attended many public meetings, and interacted with public to explain engineering aspects of projects. A preferred alternative was selected for the Battlefield project and field inspection level engineering was completed. Assignment included meetings and coordination with key WVDOH and FHWA staff. Due to the nature of the project and legal arrangements between the state of West Virginia and opponents of the project this project received very specific scrutiny. U.S. 29 at Gallows Road, Fairfax County Virginia. Virginia Department of Transportation. Project Manager. Managing final design activities, right of way plan production, and construction plans & documents for widening and reconstructing this urban principle arterial. The project includes multiple lane widening, raised medians, shared use paths, extensive utility coordination, and the complete reconstruction of portions of U.S. 29 and Gallows Road in the vicinity of I-495. I-64 Widening and Reconstruction, Chesapeake Virginia. Virginia Department of Transportation. Project Engineer. Assisted with design of 9.5 km of six-lane divided interstate highway reconstruction. Prepared construction plans for the addition of one outside lane and future median HOV lane in each direction. Assisted with design of two major interchange improvements to include collector-distributor roadways and fly-overs. This design included a major realignment for a new bridge spanning the Elizabeth River. Assisted in developing final design field inspection construction plans, cross sections, and estimates.

19 Page 2 of 2 John A. Vandergriff, P.E. Danville Expressway (Route 265), Danville, Virginia. Virginia Department of Transportation. Staff Engineer. Assisted with the final design and construction plan preparation for this 7 mile four lane divided highway. Responsibilities included geometric layout, earthwork-grading diagram, maintenance of traffic, and quality review. Broad Branch Drive, Goochland County, Virginia. CCA Industries. Project Manager and Engineer of Record. Directed engineering activities for 0.5 mile four lane urban collector on new location. Managed construction plan development and engineering including the following concentrations: roadway, storm drainage, stormwater management ponds, maintenance of traffic, erosion and sediment control. Coordinated survey and geotechnical sub-consultants. Prepared complete construction bid documents including project specific specifications. Coordinated construction bidding including pre-bid conferences with bidders. Assisted with construction management and inspection. Francis Road Improvements, Glen Allen, Virginia. Henrico County. Lead Design Engineer and Engineer of Record. Engineered approximately 0.8 miles of urban arterial roadway on new location and widening existing route. Developed complete Right of Way plans. Developed complete final design construction plans and contract documents. Prepared public information meeting and public hearing information. Assisted during public meetings to answer questions from the public and Board of Supervisors. Contributed to coordination efforts with survey and geotechnical sub-consultants and the client. Responded to construction phase project manager during construction phase of project. U.S. 301 at Kersey Creek, Hanover County, Virginia. Virginia Department of Transportation.. In-house Engineer. Managed plan development, design strategy, and assisted with construction management of a temporary bridge design and roadway approach for construction of an emergency replacement of bridge crossing over Kersey Creek. Project completed ahead of schedule. Project team received VDOT Commissioners Award for excellence. Appalachina Corridor H Anderson Ridge Avoidance Study, Wardensville, West Virginia. West Virginia Department of Transportation, Division of Highways. Project Engineer. Preliminary engineered alignment alternatives in environmentally sensitive areas to decrease view-shed and cultural resource impact of proposed four lane divided arterial roadway. Study included preliminary design of diamond interchange, and at grade intersections. This particular study was part the Corridor H preliminary design miles of divided principle arterial highway through several counties in WV. Additional Previous Experience VDOT - Richmond District, Colonial Heights, Virginia. In-house engineering. Project Manager. Lead section comprised of four project managers dedicated to managing regionally significant projects in the Richmond District prior to construction award. Developed strategies and tools to be used within the Richmond District for project management. Worked with local governments to develop and implement secondary transportation funding programs including program workshops with elected officials, and public hearings. Developed engineering, right of way and construction cost estimates to program specific projects; incorporated mixed funding types including state allocations and federal allocations and obligations.

20 WILLIAM J. CASHMAN, AICP Principal Transportation Planner Education MURP/1976/Urban & Regional Planning/Virginia Polytechnic Institute and State University MUS/1974/Urban Studies/ Old Dominion University BA/1971/History/University of Virginia Registration American Institute of Certified Planners Years of Experience URS: 6 Other Firms: 28 With experience in transportation planning and traffic analysis at the local, state and federal government as well as in private consulting, Mr. Cashman has a comprehensive understanding of techniques and procedures for addressing system, corridor, roadway intersection, access issues. He also has managed many of the most significant traffic impacts studies in eastern Virginia. As a transportation planner with the Federal Highway Administration, he administered metropolitan transportation planning programs and provided technical assistance to several MPOs in Michigan. In revising the Master Transportation Plan for Virginia Beach, he was the first professional in Virginia to use the MINUTP travel demand forecast model. He managed the transportation analysis of the Southeastern Parkway and Greenbelt, a 21-mile toll financed facility in Chesapeake and Virginia Beach. He also managed the corridor study of I-264 in Norfolk and Virginia Beach, an analysis that identified $1 billion in needed improvements. In addition to his experience with numerous planning and operation software packages, he has extensive experience in managing transportation planning and improvement projects, in developing and conducting public involvement programs, and in coordinating multi-agency programs. I-264 Corridor Study, Norfolk and Virginia Beach, Virginia: As task manager, Mr. Cashman directed the conduct of a VDOT study a 10-mile long, 7 interchange urban interstate corridor. The freeway serves daily volumes exceeding 200,000 vehicles, and the purpose of the study is to forecast mainline freeway needs. The preferred alternative for the mainline is to be coordinated with four individual interchange improvement studies. The scope of services included development and evaluation of alternatives (with both HOV and non-hov pavement sections), and extensive coordination with VDOT, local governments and FHWA. Study methodology included use of Corsim and Highway Capacity Manual application software. Southeastern Parkway and Greenbelt, Chesapeake and Virginia Beach, Virginia. Mr. Cashman managed the development of the transportation analysis for the EIS for this 21- mile toll financed facility. The project included development and analysis of alternatives using both travel demand modeling and Highway Capacity Manual procedures. The project also included analysis of alternative interchange configurations with I-64 and I-264, FHWA and VDOT coordination, and public involvement. I-64/I-264 Interchange Improvements, Norfolk, VA: For the Virginia Department of Transportation (VDOT), Mr. Cashman conducted the study for the busiest freeway interchange in Hampton Roads. With collector/distributor lanes, HOV lanes and directional ramps, the study used several analytical tools, including Corsim and Highway Capacity Manual software. The product of the study was a master plan for phased interchange improvement, an investment analysis showing the most effective improvements and a phased implementation plan. The process was conducted in coordination with FHWA. Kings Highway Bridge, Suffolk, Virginia: For the City of Suffolk, Mr. Cashman managed an analysis of the relocation of the approaches to the Kings Highway Bridge and moving the location of the replacement bridge. The proposed alternative location would provide more direct traffic service and would divert through traffic from the village of Chuckatuck. Included a transportation planning analysis to document the purpose and need, and environmental evaluation to determine if severe constraints would substantially reduce the probability of the projects receiving required permits. The major constraints identified were wetland impacts and historical and cultural resources, but neither constraint was judged to be so severe as to preclude implementation of the alternative location. As a result of the study findings, VDOT responded to the City s request and initiated a full environment document process to evaluate roadway and bridge relocation.

21 I-81 Improvement Program, Salem District, VA: Task Manager on this contract for the design and preparation of plans, special provisions and estimates for all traffic control devices and ITS elements for 16 miles of the I-81 corridor in Roanoke and Boteourt Counties. The project involves providing design of all traffic control devices (guide, regulatory, warning and supplemental signs; traffic signals; continuous roadway and interchange lighting; and pavement markings and markers) and ITS elements (dynamic message signs, vehicle detection systems, video surveillance system, and communication systems) for six contiguous roadway improvement projects and coordinating the effort with five separate roadway design projects. Virginia Beach Master Street & Highway Plan Travel Demand Model, Virginia Beach, VA: After converting the PLANPAC network to MINUTP format, Mr. Cashman developed a travel demand model for the City of Virginia Beach as a subset of the Southside Hampton Roads travel demand model. This was the first use of MINUTP microcomputer technology for travel demand in Virginia. The model was used as a guide for analyzing year 2005 forecasts and developing amendments to the long-range transportation plan for the largest municipality in the Commonwealth. I-64/I-264/Route 44 HOV Feasibility Study, Norfolk, VA: Mr. Cashman served a Project Manager for the study focusing on methods for establishing HOV continuity through this complex interchange. In coordination with VDOT & FHWA, the study team evaluated several bridge, tunnel and roadway conceptual alternatives for criteria including cost, traffic service, constructability and environmental impacts. After a public involvement process, the recommended alternative was developed. That recommendation is currently programmed for improvement. Princess Anne Road/Ferrell Parkway, Virginia Beach, VA: As Principal-in-Charge, Mr. Cashman guided the conduct of the Corridor Location Study for VDOT. The project involved the evaluation of several alternative corridors for two urban arterial roadways, and the use of existing and new alignment was considered. Development of the alternatives involved consideration of wetland constraints, residential impacts and historical resources. In addition, an extensive public involvement program was structured in the review process. The recommended corridors were approved by the Commonwealth Transportation Board and are currently under design. Indian River Road/Elbow Road, Virginia Beach, VA: Mr. Cashman served as Principal-in-Charge on this Corridor Location Study for VDOT. To evaluate several two alternative corridors for each of the two urban arterial roadways, the scope of services included developing corridor alignments, conducting transportation analysis, completing environmental documentation and conducting public involvement Mr. Cashman also managed the transportation analysis which used MINUTP travel demand forecasting and SYNCHRO operational analysis. The recommended corridors were approved by the Commonwealth Transportation Board and are currently under design. London Bridge Road, Virginia Beach, VA: As Transportation Planner, Mr. Cashman conducted the transportation improvement analysis for the widening of this urban minor arterial roadway. Using MINUTP, he developed forecasts of daily and peak hour passenger and truck volumes for use in determining recommended roadway and intersection geometry and for use as input to the corridor air quality analysis. William J. Cashman, AICP Page 2

22 JEFFREY B. MINNIX, PE Vice President, Senior Project Manager Education Certificate/1981/Advanced Traffic Engineering/Texas A&M University BS/1979/Civil Engineering/ Virginia Military Institute Registration Professional Engineer - Civil VA (18734)/1988 TX (56282)/1984 National Council of Examiners for Engineers and Surveyors (NCEES) - Certificate No Member, Institute of Transportation Engineers Years of Experience URS: 19 Other Firms: 8 Vice President with the firm and head of the local Transportation Department, Mr. Minnix oversees approximately $10M in engineering projects a year. He has over 27 years of experience in traffic and transportation engineering, planning and design. Since 1987, he has had extensive experience in the planning, design, construction engineering and inspection, and operation and maintenance of Intelligent Transportation Systems (ITS). Mr. Minnix s expertise includes the design and preparation of plans, specifications and estimates for secondary and primary roads; major arterials, freeways and expressways; individual traffic signals and signal systems; traffic control and maintenance of traffic during construction; roadway, interchange and area lighting; and pavement marking and signage. Mr. Minnix is highly capable in project and construction contract management and administration; construction inspection; computer applications/modeling; and management and conduct of traffic and access studies and traffic impact analyses. He has also been responsible for the management and design of general civil engineering projects, including site planning and design, storm drainage analysis and design, flood control analysis and design, and facility planning and design. TRANSPORTATION SYSTEM DESIGN I-64/I-264 Interchange Improvements, Norfolk, VA: Project Manager for the analysis and design of improvements to the I-64/I-264 Interchange for the Virginia Department of Transportation. The project includes analysis of 8 miles of the I-264 Corridor from I-64 to Laskin Road to determine traffic operation needs and to develop conceptual alternatives to meet those needs. The project also includes analysis of existing and future conditions and development of a master plan of improvements for the I-64/I-264 interchange and then design of the selected improvements. Design includes the preparation of complete right of way and construction plans, special provisions and estimates for all roadways, bridges, traffic control devices and ITS devices. Route 17 Bridge Over the Dismal Swamp Canal, Deep Creek, Chesapeake, VA: Project Manager for this project conducted for the Norfolk District of the US Army Corps of Engineers involving the design and preparation of complete construction plans, specifications and estimates for a 5-lane, split leaf, bascule bridge to replace an existing two-lane bascule bridge. Work included two separate design charrettes to determine and establish the conceptual design and approach to replacing the existing structure and managing all structural, mechanical, electrical, architectural and civil engineering aspects of the design. Holland Road Improvements, VDOT, Virginia Beach, VA: Project Manager for the design and preparation of complete right of way and construction plans, special provisions and estimates for widening 2.68 miles of Holland Road from a 2-lane roadway to a 4-lane divided arterial including all hydrology and hydraulic design and the design of all traffic control devices (signs, signals, lighting and pavement markings). Hill Carter Parkway Improvements, Ashland, VA: Project Manager for this project conducted for the Town of Ashland. This project involves the design and preparation of complete right of way and construction plans, special provisions and estimates for closure of the existing intersection of Carter Road and England Street, construction of a new intersection 300 feet west, and approximately 0.5 miles of new 4-lane divided and 0.5 miles of 2-lane undivided roadways on new locations. On-call Road Design Services, Suffolk, VA: Project Manager for this contract for the City of Suffolk to provide on-call services associated with roadway projects. This contract covers Jeffrey B. Minnix, PE Page 1

23 roadway and bridge design, traffic and transportation study and assessment, environmental services, stormwater management, utility relocation and design, geotechnical engineering, landscaping, and surveying. Projects assigned under this contract include Orlando Neighborhood Drainage Improvements, King s Highway Bridge Study, and Main Street Utility Undergrounding. Atlantic Intracoastal Waterway Bridge and Roadway Improvements at Great Bridge, Chesapeake, VA: Project Manager for this project conducted for the Norfolk District of the US Army Corps of Engineers involving the design and preparation of complete construction plans, specifications and estimates for approach roadways and a 5-lane double bascule bridge to replace an existing two-lane swing bridge. Work included the design of all roadway elements, utility relocations, traffic control devices and managing all structural, mechanical, electrical, architectural and civil engineering aspects of the design. Work also included preparation of all right of way acquisition plats and providing technical support to the Corps of Engineer s Real Estate staff during right of way negotiations and purchasing. The project also included providing construction engineering and inspection support services throughout the construction phase, including testing and validation of operational aspects of the moveable bridge components and systems. US Route 58 - Independence Bypass and Independence to Bridle Creek, VDOT, Grayson County, VA: Project Manager for this project conducted for the Virginia Department of Transportation, involving preparation of a Location Study (Phase 1), and preparation of complete right of way and construction plans, special provisions and estimates (Phase 2). The project consists of a 6 kilometer long, 4-lane divided bypass of the Town of Independence; and a 6-kilometer long parallel widening of Route 58 from the Town of Independence to Bridle Creek. Phase 1 includes traffic data collection and analyses, a corridor analysis, development of preliminary plans for three (3) alternative alignments, preparation of supporting technical reports and preparation of a Location and Preliminary Design Study Report. Phase 2 will include permits, design traffic, final engineering design, and preparation of complete right of way and construction plans, special provisions and estimates. River Terrace Vehicular Bridge and East Approach Ramp Rehabilitation, The Pentagon, Arlington, VA: Project Manager for this project conducted for the U.S. Army Corps of Engineers, Baltimore District, for the design and preparation of plans, specifications and cost estimates to replace the superstructure and repair the substructure of the River Terrace Vehicular Bridge and East Approach Ramp at the Pentagon. The bridge is a 4 span structure over State Route 110 (Jefferson Davis Highway) that provides access to the Motor Pool Garage and the River Terrace Entrance to the Pentagon. The work included replacement of the entire bridge and ramp superstructures using cast-in-place construction, and development of maintenance of traffic and incidental civil, electrical (lighting) and site work plans. Pentagon Renovation Construction Access, Arlington, VA: Deputy Project Manager/Senior Project Engineer for development of complete construction plans, specifications and estimates for construction of new construction access roadways, construction staging areas and loading/unloading (dock) areas on the Pentagon reservation necessary to accommodate a phased renovation program. U.S. 83 and U.S. 6/34, McCook, NE: Project Manager for this project conducted for the Nebraska Department of Roads (NDOR), involving the design and preparation of plans, special provisions and estimate of quantities for widening 2 miles of US 83 and 0.5 miles of US 6/34 from two lanes to four lane divided roadways within the City of McCook, NE. The project also included improving 8 miles of US 83, north of the City of McCook, to current NDOR standards, involving extension and/or replacement of existing drainage structures, earthwork and new asphalt concrete widening and overlay. Jeffrey B. Minnix, PE Page 2

24 DOUGLAS F. SMITH, PE Senior Vice President Education Katz Graduate School of Business, University of Pittsburgh: Master of Business Administration, 1990 Carnegie Mellon University: M.S., Civil Engineering, 1986 (Computer-aided Engineering major with emphasis in structures) The Ohio State University: B.S., Civil Engineering, 1985 (Concentration in structures) Registration Professional Engineer: PA, 1992 (Registration # E) Technical Specialties Innovative and project financing, finance, strategic planning, software, structural engineering Professional Experience: Overall: 20 Years WSA 1 year Other Firms: 19 Extra Curricular Activities Board Member, Pittsburgh History and Landmarks Foundation Chair, PHLF Neighborhood Preservation and Revitalization Committee Member, Carnegie Mellon College of Engineering Advisory Council Ex-Chairman, Carnegie Mellon Dean s Leadership Council Computer Expertise: MS Office Languages: C, FORTRAN, Lisp, Pascal Mr. Smith has a background in several disciplines, including planning, structural engineering, software engineering, contracting, and transportation finance. He has held positions in engineering, project management, office and regional management, finance, and marketing. He has designed, implemented, and taught project management and marketing courses resulting in significant improvements to project performance. He has a strong financial background, including corporate-, business unit- and profit center-level budgeting, P&L analysis, project auditing, and optimum labor rate pricing strategies. He has also led and supported acquisition analysis/due diligence for several engineering and software companies. Currently he is the North Group Manager for Wilbur Smith Associates, overseeing approximately 170 diverse staff in 19 offices. S.R. 28 Improvement Project, Pittsburgh, Pennsylvania. Pennsylvania Department of Transportation, District Project Principal. Environmental and Preliminary Engineering project to improve 2.8 miles of heavily traveled principle arterial near downtown Pittsburgh. Capital cost estimated at $120. Personally helped bring together PennDOT and PHLF on issue of saving St. Nicholas Church in order to move project forward. ( ) Airport Multimodal Corridor, Pittsburgh, Pa. Southwestern Pennsylvania Corporation. Financial analysis. Reviewer of and contributor to innovative finance plan for this Marketing and Feasibility Study for a 12 mile multimodal corridor from Pittsburgh International Airport to downtown Pittsburgh. Louisville-Southern Indiana Ohio River Bridge Financial Plan. Kentucky Transportation Cabinet. Project Manager. Led team developing mega project financial plan for this $2.4 billion project. Plan will eventually require FHWA approval in order for project to obtain federal funding for construction. Required significant coordination with high-level public officials from Indiana and Kentucky. Held several facilitation meetings to uncover programmatic funding constraints and issues in funding the projects. ( ) Final Design of new Ironton-Russell Bridge over the Ohio River. Ohio Department of Transportation, District 9. Project Principal. This project is a new cable-stayed crossing of the Ohio River from Ironton, Ohio to Russell, Kentucky. Estimated construction cost: $80 million. ( ) Port Columbus Program Management, Columbus, Ohio. Columbus Regional Airport Authority. Project Principal. Baker was part of the Program Management Team responsible for long-term capital plan validation of a new terminal initiated due to 9/11. ( ) LAK-2 Major Investment Study, Lake County, Ohio. Lake County Engineer. Project Principal. Major Investment Study to improve 20+ miles of major arterial, including an interchange justification study and track application for construction funding. Estimated Construction Cost: approximately $100 million. ( )

25 Douglas F. Smith, P.E. Page 2 Ironton-Russell Bridge Replacement, Environmental Impact Statement, Ironton, Ohio to Russell, Kentucky. Ohio Department of Transportation, District 9. Project Principal. Replacement of the Ironton-Russell Bridge over the Ohio River. First project to employ ODOT's nine step environmental process. Design and guided public meeting program for project. Also attended 2 of 7 public meetings. ( ) MEG-33, Pomeroy-Mason Bridge Replacement, Meigs County, Ohio. Ohio Department of Transportation, District 10. Principal-in-Charge. Construction support services for the Pomeroy-Mason Bridge over Ohio River. First construction services pilot awarded by the Ohio Department of Transportation. Triskett Bus Garage Replacement, Cleveland, Ohio. Greater Cleveland Regional Transit Authority. Project Principal. Engineering phase construction support for a regional bus maintenance garage. Approximate construction value: $25 million. ( present) Southeastern Connector PPTA Proposal, Chesapeake, VA. Virginia DOT. Proposal manager for complete proposal for a 21-mile, $200M proposed designbuild-operate-maintain project. Assembled and assisted in choosing prime contractors, toll road operators, and financial firms for Baker to team with (1999). Worked with financial firms and Baker travel demand modelers to determine financial feasibility. Led writing of proposal. Hampton Roads 3 rd Crossing, Hampton Roads, Va. Virginia Department of Transportation. Financial analysis. Assisted in development of innovative finance and congestion pricing concepts for Major Investment Study looking at a 3 rd crossing. Previous Experience: Michael Baker Corporation, Pittsburgh, Pa. Held positions as Midwest Area Manager for 5 Midwest offices, as well as Pittsburgh Transportation Manager overseeing 200 staff in Baker s headquarters office including NEPA, traffic, aviation, highway and structures. Previously held positions as Business Development Manager for Baker's 600-person Transportation Unit, and Financial Administrator for the Transportation Unit. American Bridge Company, Pittsburgh, Pa., Project Manager, August November Dotter Engineering, Inc., Pittsburgh, Pa., Project Structural Engineer, December 1987-August DEI is a consulting engineering firm serving architects, engineers, and individual clients. Designed commercial and institutional buildings in steel, concrete and timber. Skidmore, Owings and Merrill (SOM), Chicago, Il., Structural Engineer/Programmer, SOM is one of the largest A/E firms in the U.S. Used British design codes to perform preliminary engineering for large elevated roadway system in new London Docklands development. Wrote four expert system-format design programs to design steel beam-columns, concrete beams and columns, steel baseplates. Aug.05

26 THOMAS FLEMING, P.E. Engineering Manager/Company Principal Education BS, Civil Engineering Virginia Polytechnic Institute and State University Blacksburg, Virginia,1975 Registrations Professional Engineer, Virginia, 1988 (# ) Areas of Specialization Project management Roadway design Public involvement Traffic analysis Transportation studies Mr. Fleming has 30 years of experience in Transportation/Civil/ Construction Engineering. His responsibilities have included management of multidisciplinary engineering projects, management of several highway and civil design sections and principal in-charge, project manager and project engineer on numerous roadway and civil jobs in the Mid-Atlantic region. Representative projects are summarized below: Prince William Parkway Extension, Route 3000, Prince William County, VA ( ) Associate-in-Charge for the entire final design and construction documents for an 0.80 mile extension of Prince William Parkway from York Road to US 1. Project included preliminary route location studies, extensive public participation, major hydraulic analysis that included a LOMAR and a CLOMAR, traffic analysis, signal design, MOT and construction staging for several live streams, utility relocation plans, storm drainage and storm water management design, permitting, signing, and four new traffic signals. Southern Avenue Over Suitland Parkway Design / Build Bridge Replacement, Washington, DC ( ) Roadway Manager at WSA responsible for design of the roadway, civil portion, utilities and permits of this fast-track design/build project. The replacement bridge was a cast-in-place, post-tensioned, 3-span, continuous concrete box girder bridge built on falsework. The piers are solid concrete shafts that flare out with a parabolic shape. The foundation consisted of steel H piles with concrete pile caps. The project included staged construction, roadway profile realignment, maintenance of traffic, water and sanitary sewer relocations, District of Columbia, National Park Service and WASA permits and utility coordination. Coordinated utilities included PEPCO 138 KV & 153KV Power lines encased in 9.5 inch oil filled conduits, an 8 inch aviation fuel line, a Washington Gas 8 inch line located on the bridge and a Comcast cable TV line. Aesthetic features that WSA provided for the project included the overall bridge appearance of a sleek arched concrete structure with Welcome to the Nation s Capitol signing, rubbed for a soft appearance concrete, special design railing and new DC decorative globe street lights. Route 27/Route 244 Interchange Redesign, Arlington County, VA ( ) Project Manager for the re-design of an early 1940 s interchange originally constructed as an element of the Pentagon road system. The design involved widening Routes 27 & 244, realigning interchange ramps, and replacing the existing bridge and box culvert. Also includes detailed maintenance-of-traffic plans, storm drainage, stormwater management, and erosion & sediment control. LA 1 Improvements from Golden Meadow to Fourchon, LA DOTD ( ) Highway Design Leader responsible for the roadway line and grade study for the first phase of a new 17-mile elevated structure tolled highway facility in Lafourche Parish, Louisiana. Project includes one main span bridge and trestle bridges for the entire length. Design included environmental impact evaluation, right-of-way impacts, interchange geometry and configurations and access study. Route 40 Widening & Interchange Design, Franklin County, VA ( ) Project Manager responsible for the entire design of a widening from a 2-lane, rural cross section to a 5-lane, curb and gutter urban section for a mile-long section of Route 40 from the US Route 220 Interchange to Route 122. This project also includes the design of a new interchange ramp from Route 40 to northbound US Route 220 crossing over the CSX Railroad, maintenance of traffic, utilities, and permits.

27 KRIS WUESTEFELD Vice President, Director of Toll Systems Education University of Connecticut, Storrs Bachelor of Arts 1982 Qualification Highlights As a WSA Vice President and the Director of Toll Systems, responsible for managing the toll collection system, electronic toll collection (ETC) system and electronic road pricing (ERP) system design group. Major areas of project experience include. ETC and ERP system evaluation, design, development of specifications, and implementation oversight Overall contract and project management, system design documentation review Factory and field-testing of systems, system implementation planning and system performance evaluation As a WSA Vice President and the Director of Toll Systems, Mr. Wuestefeld is responsible for managing the toll collection system, electronic toll collection (ETC) system and electronic road pricing (ERP) system design group. Major areas of project experience include. Alameda County CMA I-680 High Occupancy Toll Lane Project - The I- 680 High Occupancy Toll (HOT) lane project will allow single occupant vehicles to pay a toll in order to use the HOV lane. In the role as Project Director, providing managerial and technical support for project planning, system design, development of the Concept of Operations and other system documents, development of the procurement document (RFP), assisting in the selection of the ETS contractor and overseeing the Tolling System Contract via system design documentation review, participation in system design meetings, equipment/system testing, and system deployment oversight. I-15 Congestion Pricing, San Diego, California Served as the Project Director responsible for developing the Managed Lane system requirements, tolling system design and preparation of an RFP for the ETC and VES/VPS for the I-15 Managed Lanes Project. This project permits non-hov traffic to use previously underutilized reversible HOV lanes along an 8.5-mile section of I-15 north of San Diego for a toll charge. SR167 HOT Lane Study, Seattle Washington In the position as Project Director, lead the effort to develop the SR167 HOT Lane concept of operations document, the system operating requirements, and other system design documents. This project will permit non-hov traffic to use the additional capacity of the HOV lane for a toll charge. Minnesota Department of Transportation MnPass Express Lanes Project MnPass is a HOT system that was deployed on I-394 in Minneapolis. Provided managerial and technical support in the areas of contract management, toll system planning activities, development of the toll system concept and system requirements, oversight of the system development and testing process. Texas Turnpike Authority (TxDOT) Provided technical inputs to the team in developing the comprehensive toll system technical provisions and other contract requirements that were used as the basis for the Comprehensive Development Agreement for the TTA Statewide Tolling Project. Additional work activities include Toll System Contractor oversight, system design document review, factory and field testing, system deployment oversight, and system performance testing. Miami-Dade Expressway Served as the toll technology Project Manager on an open road tolling (ORT) assessment and planning study. The study involved a comprehensive analysis to determine operational, technical, and cost impacts deployment of an ORT system to the Authority.

28 resume John A. Stuart, PE Senior Project Manager/Vice President Education: MBA (Executive Program) University of North Carolina BS, Civil Engineering Virginia Military Institute Professional Registration: Professional Engineer: Virginia, North Carolina, West Virginia, South Carolina Professional Affiliations: Richmond Joint Engineers Council, Past Chair American Society of Highway Engineers, Director, Past President Training: Virginia Department of Conservation and Recreation - Certified Combined Administrator for Erosion and Sediment Control (#256) Natural Stream Mitigation and Restoration (Phase 1) West Virginia University Experience Highlights: Extensive experience in interstate, interchange, and limited- access transportation facility design Varied experience in hydrologic and hydraulic analysis and Best Management Practices in the design of storm sewer and stormwater management facilities John Stuart is a Senior Project Manager with seventeen years of experience in managing civil engineering projects for private companies and government agencies. Mr. Stuart s engineering experience included developing complete engineering design plans, hydrology and hydraulic design, stormwater management design, and the associated construction phasing. Mr. Stuart is experienced in roadway and utility construction having administered the contracts and construction inspection of private development projects. He is certified as a Combined Administrator for Erosion and Sediment Control by the Virginia Department of Conservation and Recreation and has four years of management and leadership experience in the U.S. Army. Select Projects: Route 50 Rural Traffic Calming, Loudoun and Fauquier Counties, Virginia. This TEA 21 Federal Demonstration Project involved developing context-sensitive designs for approximately 27 miles of rural highway along US Route 50 in Loudoun and Fauquier Counties. The primary tenants of this project are to improve safety in the rural segments of this two-lane facility and calm traffic as it traverses through three historic villages along the corridor. Because this is a traffic calming and context-sensitive project, many design innovations and aesthetics are being implemented. Volvo/Lynnhaven Parkway, City of Virginia Beach and City of Chesapeake, Virginia. This urban arterial roadway project includes complete right of way and construction plans for a new transportation connection between and through these two adjacent cities. The project involves noise barriers, landscaping, stormwater management, and signalized intersections. Lochner has been involved with this project from project development and environmental studies through the production of final construction documents. US 29 Widening, Fairfax County, Virginia. Project Manager through final design for the widening and reconstruction of 1.3 miles of roadway and urban intersection to a six-lane facility with a raised median, bike paths and sidewalks. A comprehensive traffic study and conceptual study for an urban interchange at Gallows Road were completed. Due to intense development and continuing growth in the area, extensive efforts were put into public meetings, hearings, meetings with Fairfax County officials, and a Citizen/Business Task Force. Colonial Williamsburg Drainage Assessment, Colonial National Historic Park, National Park Service, Williamsburg, Virginia. Lead Engineer responsible for the completion of a comprehensive hydrologic study and accompanying hydraulic analysis to identify existing flooding problems with the existing storm sewer systems on John A. Stuart, PE Page 1 of 2 ENGINEERS AND PLANNERS

29 resume John A. Stuart, PE Senior Project Manager/Vice President the Historic Colonial Parkway tunnel and the Williamsburg Circle intersection near the visitor s center and to outline cost-effective drainage improvements that will reduce the potential of flooding for the 10-year storm event. Walthall Interchange, I-95, Chesterfield County, Virginia. Project Engineer responsible for re-design and upgrade of the existing modified diamond type interchange to accommodate the current and planned industrial and commercial growth in the immediate are. Walthall interchange incorporates a County planned roadway, the east- West Connector, over I-95 and design for future interchange expansion and improvements. US 460 Relocation, Blacksburg to Christiansburg, Virginia. Project Engineer responsible for final design of the project, which included widening and resurfacing of I-81 and four major interchanges., The design interlinks I-81, US 460, US 11 and various service and connector roads. Bobby Jones Expressway, North August, South Carolina. Project Engineer responsible for roadway design of 2-mile segment of the Bobby Jones Expressway beginning in Georgia, south of the Savannah River and continuing north and west to US 1, north of North Augusta, South Carolina, all on new location. The design incorporated a 2,500-foot bridge to cross the Savanna River and its floodway with five additional bridges for grade separations and an interchange with US 1. Participated on feasibility study tam for the Bobby Jones Expressway from US 1 west to I-20. US 13 Bypass, Ahoskie, North Carolina. Project Engineer responsible for preliminary design of the four-lane divided, 11-mile segment of highway from Powellsville to Winston Bypass with four interchanges. Developed interim design with at-grade intersections and ultimate design with interchanges after the project was downscoped due to limited funding. Highlights of the project include the major effort put fort during design to reduce environmental impacts, and being one of the first metric designs in the state. US 78, Aiken to Bamberg, South Carolina. Project Engineer responsible for the development of roadway construction plans for widening and improving the existing rural 2-lane highway to a 4-lane divided highway with portions of new location roadway. Conducted hydrographic field surveys for a 42-mile segment of highway and assisted in the drainage design of the project. Afghanistan Reconstruction Group/USAID Temporary Base Facility, Kabul, Afghanistan. Senior civil engineer for the design and construction of an 8-acre compound providing living quarters, office and warehouse facilities for over 200 personnel including complete on-site water and sewer service. Managed design team efforts including execution of field surveys, geotechnical investigation and coordination with the adjacent properties and facilities. Provided oversight and coordination of site utilities including perimeter roadway, on-site water, sanitary sewer, telecommunications, and fire protection and structure locations. Designed a stormwater management system for the site using infiltration trenches allowing drainage to permeate back into the ground and replenish the groundwater. Project construction completed and facility was open for use in July US Route 1, Lorton Road, Fairfax County, Virginia. Project Manager for the 2.0-mile urban roadway widening design project from two to seven lands. The project includes raised median, curb and gutter, bike trail, signing, signals, lighting, intersection improvements, historic property, hydraulics and stormwater management. Erosion and Sediment Control Plans, Second Creek Wetland Mitigation Bank, North Carolina. Developed erosion and sediment control plans for a design-build wetlands mitigation bank project completed for the North Carolina Department of Transportation - Project Development and Environmental Analysis Branch. John A. Stuart, PE Page 2 of 2 ENGINEERS AND PLANNERS

30 resume Barry E. Lloyd, P.E. Project Manager Education: BS, Civil Engineering Virginia Polytechnic Institute and State University ME, Civil Engineering University of Virginia Professional Registration: Professional Engineer since 1993 (VA) Professional Affiliations: National Society of Professional Engineers American Society of Civil Engineers American Concrete Association Training: Work Zone Safety Erosion and Sediment Control sponsored by DCR Roundabout Design Training Experience Highlights: Route 50 Traffic Calming on a primary arterial. Gilberts Corner One of the first roundabout designs in Virginia. Pocahontas Parkway Large scale design project in Henrico and Chesterfield Counties Pinners Point Interchange Interchange and river and rail crossings Volvo/Lynnhaven Parkway Minor arterial with two signalized intersections Route 58 Rural widening project Mr. Lloyd joined H.W. Lochner, Inc. in 2001, bringing with him 13 years of transportation engineering experience. He is versed in supervising subconsultants, clients, and in-house staff to maintain project schedules and effective communication. Mr. Lloyd s experience in roadway design includes development of plans and engineering studies for highway construction projects ranging from small urban secondary roads to major interchanges. His work has also included hydraulic and hydrologic analyses and designs encompassing watershed studies, open channel flow, storm sewer design, and erosion and sediment control plans. Mr. Lloyd s structural engineering experience includes design of bridge superstructures and substructures including concrete bridge deck, steel girder, and concrete footing. He prepared plan drawings and quantity estimates for several bridge projects. Mr. Lloyd has installed hardware and software to upgrade existing systems, and set up new systems. He has assisted MIS staff in managing file server and network access for the road design engineers. These responsibilities were accomplished concurrently with Project Engineering duties. Select Projects: Volvo/Lynnhaven Parkway, Cities of Chesapeake and Virginia Beach VA. Directed the development of right-of-way acquisition plans and construction plans. Conducted quantity control review of engineering disciplines. Project features included intersection design and signalization, multi-modal transportation design under current ADA guidelines, and coordination with municipal stormwater management plans. US Route 50 Traffic Calming, Loudoun and Fauquier Counties, VA. Senior Project Engineer for TEA 21 Federal Demonstration funding concept and design project for 27 miles of US 50 through rural Virginia. The focuses of the demonstration funds are to enhance safety on a two-lane rural arterial through the introduction of engineering and landscape architecture designed to reduce or preclude aggressive driving. These elements are being designed in concert with the numerous scenic views and historic resources located along the corridor. All aspects of context sensitive design and urban traffic calming measures are being utilized along the project. Route 58, Lee County, VA. Approximately four miles of rural highway, the project involved construction of two lanes of roadway parallel to two existing lanes. The major considerations of this project were median crossovers, the karst topography of the site, and the private entrance grades. Responsibilities included developing preliminary and final alignment, grade and cross sections for the project. All other design features of the plan and production of the Barry E. Lloyd ENGINEERS AND PLANNERS

31 resume Barry E. Lloyd, P.E. Project Manager final plan set and coordinating the work of the drainage subconsultant and surveyors were additional responsibilities of this project. Pocahontas Parkway, Henrico and Chesterfield Counties, VA. Approximately 3.5 miles of six and four lane interstate including a high level interchange with existing I-95 and a trumpet type interchange with proposed Laburnum Avenue. Responsibilities included completing alignment and grade studies in order to minimize environmental impacts to the surrounding area, supervising the implementation of toll plazas, and developing preliminary and final plans using design and terrain modeling software. The project design involved railroad and river crossings and avoidance of wetlands and underground and overhead utilities. Route 164 (Pinners Point Interchange), Portsmouth, VA. A three directional urban freeway with both bridge and tunnel approaches. The project site is located in a highly commercial area. Construction impacts to businesses and a nearby historic district had to be minimized or eliminated in all phases of the design. Responsibilities included performing the basic roadway design and coordinating the drainage design of the project, developing temporary detours, Maintenance of Traffic plans, and tie-in grades to businesses and secondary roads, and reviewing the stormwater management plans and erosion and sediment control plans for the project. Old Buckingham Road over Falling Creek, Chesterfield County, VA. Supervised staff in development of stream model for bridge project. Arranged for fieldwork expedition and gathered site data. Contacted property owners for access permission. Coordinated with FEMA technical contractor to obtain existing analysis data. Lee Chapel Road, Fairfax County, Virginia. Widening project that involved the conversion from an open ditch system to storm sewer. The project entailed analysis of existing stormwater management basins and analysis of storm sewer adjacent site to determine whether proposed system could tie to it. Mr. Lloyd carried out the drainage needs described for the project and performed coordination with the Project Manager with the VDOT NOVA District. Hopkins Road, Chesterfield County, VA. Performed hydrologic analysis, storm sewer design and ditch design. Developed erosion and sediment control plan. Barry E. Lloyd ENGINEERS AND PLANNERS

32 resume Kenneth Wilkinson Senior Planning and Environmental Specialist Education: B.S. Biology, 1975 Old Dominion University Training: The Environmental Training Center FHWA/NHI 1989 The Impacts of Highway Systems on Water Quality Ecology and Highway Development Practical Conflict Management: Skills to Resolve Highway/Wetland Issues Project Development and Environmental Documentation Awards: Commissioners Award for Excellence VDOT Experience Highlights: 30 years experience with VDOT s Environmental Division, coordinating the environmental approvals of transportation projects With over 30 years of experience in the Environmental Division of the Virginia Department of Transportation, Ken has worked on numerous transportation projects from initial feasibility studies to the location of major transportation corridors. Ken s expertise is in the development of transportation planning studies and environmental documents for transportation projects that comply with the National Environmental Policy Act (NEPA). His experience ranges from Categorical Exclusions to Final Environmental Impact Statements, including Reevaluations and Supplemental EIS s, on projects from minor roadway improvements to major corridor studies with bridges and tunnels. Serving as the Team Leader and Project Manager for numerous NEPA studies, he has also been a part of the development of Section 4(f) Evaluations, Section 6(f) compliance with the Land and Water Conservation Fund Act, compliance with Section 106 of the National Historic Preservation Act, Biological Assessments for Section 7 of the Endangered Species Act, permits to comply with Section 404 of the Clean Water Act, and compliance with numerous Presidential Executive Orders. Along with this experience, Ken has played a major role in the coordination of many projects with numerous federal, state and local agencies, state and local political leaderships, and coordination and outreach to the general public. At Lochner, Ken is applying his knowledge and experience in the production of environmental evaluations of transportation projects. He provides QA/QC for documentation, oversight for project management and scheduling, mentoring of staff, and guidance on environmental laws, regulations, policy, and advisories. His thorough knowledge of the NEPA process and permitting requirements is instrumental in advancing projects through the planning phase to implementation. Select Projects: Southeastern Parkway and Greenbelt, Cities of Chesapeake and Virginia Beach. VDOT Project Manager for the development of a location study of a transportation corridor on new location connecting the Cities of Chesapeake and Virginia Beach. This complex and controversial study required extensive coordination with environmental agencies, local governments and political leaders, and the public. The planning, preliminary engineering, and environmental components of the study were documented in the Draft Environmental Impact Statement. Tri-County Parkway, Fairfax, Loudoun, Prince William Counties. As VDOT s Project Manager for a new north south facility connecting major east - west corridors, this study dealt with significant impacts to local and regional parks, complex transportation planning issues, and required extensive public involvement and Kenneth Wilkinson Page 1 of 2 ENGINEERS AND PLANNERS

33 resume Kenneth Wilkinson Senior Planning and Environmental Specialist outreach. The transportation planning, preliminary highway engineering and complete environmental analysis was summarized in the approved Draft EIS. Outer Connector, Spotsylvania, Stafford Counties. The environmental manager for this major study which connected two counties across a major river and thru significant Civil War battlefields. A Draft EIS was originally developed and then supported with a Supplemental Draft EIS to detail additional information on historic and recreational resources. Additional Project Highlights: Project Manager for preparation of Environmental Impact Statement: Woodrow Wilson Bridge City of Alexandria Rt. 29 Bypass City of Charlottesville, Albermarle Capital Beltway Fairfax County County I-66 Widening Fairfax County Hampton Roads Third Crossing Cities of Hampton, Newport News, Norfolk, Portsmouth Project Manager for preparation of Environmental Assessment: Route 1 Improvements Fairfax, Prince William Volvo Rd./Lynnhaven Parkway Improvements Counties Cities of Chesapeake and Virginia Beach Route 340 Improvements Page, Warren Counties Fairfax County Parkway Fairfax County Laskin Road Improvements City of Virginia Springfield Interchange Improvements Fairfax Beach County Princess Anne Rd./Ferrell Parkway Improvements Claremeont Avenue Interchange/I-95 City of City of Virginia Beach Alexandria Indian River Rd./Elbow Rd. Improvements City of Virginia Beach Environmental Manager for preparation of Feasibility Studies: Southeaster Suffolk Bypass City of Suffolk Hampton Blvd. Improvements City of Norfolk Pleasant Grove Parkway City of Chesapeake Rt. 104 Dominion Blvd. City of Chesapeake City Line Rd. Cities of Chesapeake and Virginia TransAmerica Corridor Statewide Beach Environmental Review and Coordination: I-73 Roanoke, Franklin, Henry Counties Eastern Roanoke Circumferential Roanoke County Rt. 37 Frederick County I-66/Rt. 28 Fairfax County Team Leader, Editor and Author: Rt. 1 Jefferson Davis Highway Arlington County Draft and Final EIS Rt. 460 Grundy Bypass Buchanan, Dickenson Counties Draft and Final EIS I-664 Bridge/Tunnel Crossing of Hampton Roads Cities of Newport News and Suffolk Draft and Final Supplement to the I-664 FEIS Rt. 234, Manassas Bypass Prince William County Northeast Quadrant Outer Connector, Major Investment Study Stafford County Corridor H West Virginia Settlers Landing Rd. City of Hampton Environmental Assessment Rt. 199 Corridor Study Biological Assessment of Small Whorled Pogiona Kenneth Wilkinson Page 2 of 2 ENGINEERS AND PLANNERS

34 DAVID J. MAHONEY, PE P ROJECT A SSIGNMENT Design Manager Y EARS OF E XPERIENCE 23 years Y EARS WITH F IRM 20 years E DUCATION Bachelor of Science, Civil Engineering, South Dakota State University, 1984 R EGISTRATION Professional Engineer: MD (#24691); DE; VA RESPONSIBILITIES AND QUALIFICATIONS Mr. Mahoney has over 20 years experience in transportation engineering; for the past 14 years he has worked on design-build projects. He is responsible for a wide range of tasks including roadway horizontal and vertical alignment, maintenance of traffic, cost estimating, utility relocation coordination, and overall project management. He has been involved in providing comprehensive design services, construction documents, coordinating utility relocation, establishing construction limits, and preparing preliminary and final design. Mr. Mahoney has extensive experience as a Senior Transportation Engineer and Project Manager with a broad range of experience in the planning and design of major transportation improvement projects throughout the Metropolitan Washington area. He has been continuously involved in performing transportation planning and engineering services, including one of his most recent project, the Sam Eig Interchange (370). His areas of responsibility include preliminary development of alternatives and concepts; preliminary and final design of highways, interchanges, and transit facilities; development of maintenance and protection of traffic plans; constructibility reviews; developing cost estimates; and coordinating traffic engineering analyses. Recent projects include: PROJECT EXPERIENCE Pentagon Secure Bypass ARLINGTON, VA Principal-In-Charge. Provided engineering services for $30 million design-build highway, infrastructure project, and security enhancement project, including 3,500 feet of major highway relocation, three bridges, utility design, parking lot design and other elements. The design-build relocation of Route 110 from under the Pentagon s ceremonial River Terrace and improvements to the site and road access network was initiated to address security issues. Disciplines involved include highway design, drainage design, stormwater management design, landscape and irrigation design, architecture, structural design, pavement design, parking layout design, lighting design, electrical design, surveying, mapping, geotechnical investigation, utilities investigation and utilities relocation design. Winner: Civil Engineering Project of the Year, 2005 Design-Build Insitute of America, Washington Chapter Virginia Department of Transportation Route 28 PPTA VARIOUS LOCATIONS, VA. Project Manager. Route 28 is a major north-south travel corridor in Northern Virginia. In the mid 1980 s, Dewberry prepared the planning and environmental studies and served as the Engineer of Record for the initial widening and interchange improvement of this road. Eventually, Phase II of the project would add an additional ten interchanges and completely convert the corridor to freeway standards. In 1995, the Commonwealth of Virginia enacted, and the Virginia Department of Transportation (VDOT) administered, the Public Private Transportation Act (PPTA), which was used as a means to advance Phase II of the project. Dewberry partnered with Clark Construction Group and Shirley Contracting, a team of experienced design/builders, on the feasibility, design and construction requirements.

35 Dewberry served as the Design/Engineer of Record and Clark/Shirley as the Contractor/Builder. Public/Private Solutions, an initial developer of the PPTA legislation, along with several legal minds, were added to the team. Together, the group developed an unsolicited PPTA proposal for the Phase II improvements to Route 28. Toll Road Investors Partnership II (TRIP II) Dulles Greenway FAIRFAX AND LOUDOUN COUNTIES, VA. Project Manager. Project scope included design and construction engineering for this design-build 14-mile toll road extension from Route 28 at Washington Dulles International Airport to the Route 7/15 bypass near Leesburg. The project, performed with Shirley Contracting, included fast-track design and construction of 36 bridges comprising 13 hydraulic structures and 24 grade separations with 8 curved girder bridges and 1 widening. The project included environmentally sensitive development of a highway corridor; protection of Goose Creek, a state scenic river; and innovative wetland mitigation design. Sam Eig (370) Interchange at Washingtonian Center GAITHERSBURG, MD Project Manager. Engineering services were provided for this project to provide grade-separated access to the new Washingtonian Center directly off Sam Eig Highway. Site constraints at this location were very restrictive including close-in existing development and ongoing commercial development. Working within these site constraints, assembled all the available data and developed a design concept for a compressed urban diamond interchange. The project also involved the design of a new connecting roadway to the Washingtonian Center retail and office complex including a 300-foot, two-span bridge crossing Sam Eig Highway. Prince George s County Department of Public Works & Transportation Ammendale Road/Virginia Manor Roads PRINCE GEORGE S COUNTY, MD. Principal-In-Charge. Provided preliminary and final design of the proposed widening from 2-lane two-way to 4-lane divided for a total length of approximately 1.70 miles. Included were 5 intersection improvements and numerous service roads, driveways and entrances. Dewberry provided the preliminary engineering design for the project. Mr. Mahoney was the civil engineer; his responsibilities included: horizontal and vertical alignment, establishing construction limits, defining utility conflicts, estimating preliminary cost, and traffic maintenance. Project included preliminary engineering design services for the upgrade of a two-lane road to a four-lane divided arterial highway. Involved performing necessary hydrologic and hydraulic design to replace a culvert; preparation of a Corps of Engineers Section 404/401 permit package; wetlands identification; WRA waterway permit; and preparation of a stormwater concept plan for mitigating water quantity and water quality impacts. Toll Road Investors Partnership II (TRIP II) Route 7/Route 607 LOUDOUN COUNTY, VA Project Manager. Provided horizontal and vertical alignments, maintenance-of-traffic, signal design, signing and marking, and production of the plan set. The project is for the design of the future single-point urban diamond interchange. In the interim, a proposed 1,600-LF alignment of Loudoun County Parkway and an at-grade intersection with George Washington Boulevard will be designed and constructed. The ultimate interchange will be designed in coordination with the design of the interim alignment to minimize impacts and construction costs. The interchange will be designed to accommodate future widening of VA Route 7. I-66 Corridor Major Investment Study NORTHERN VA. Senior Project Engineer responsible for developing interstate widening alternatives from I-495 west to VA Route 15, which included concurrent and barrier-separated HOV options, as well as extension of rail facilities west of the current terminus at Vienna, to US Route 29 in Centreville, Virginia. Also included alternatives analyses to widen US Route 50 to a six-lane urban arterial from I-495 to US Route 29 and widen US Route 29 to a six-lane urban arterial from Kamp Washington to VA Route 28. Conducted alternative analyses for extending rail along US Route 50 from the Fairfax County Parkway to VA Route 28, along VA Route 28 from I-66 south to the city of Manassas, and along US Route 29 from the Vienna Metro Station to VA Route 28. Also responsible for identifying right-of-way impacts and issues related to interstate highway reconstruction and widening, interchanges and local roadway networks, and bridge construction and /or replacement requirements. Developed cost estimates for all alternatives.

36 William G. Thomas Partner Falls Church Richmond T: (Richmond) T: (Falls Church) F: (Richmond) F: (Falls Church) Details William's practice focuses on administrative practice before all state agencies, legislative practice before the Virginia General Assembly, land use and administrative practice before all Northern Virginia jurisdictions and agencies, and a corporate governance practice. William has written extensively in the condominium field, lectured on the changing electric utility business, and taught courses on Robert's Rules of Order. He has served as a member of the Reed Smith Executive Committee since Additionally, William was named a Super Lawyer within the practice of Administrative Law in the 2006 publication of Virginia Super Lawyers magazine. Experience 1999 Reed Smith 1973 Hazel & Thomas, P.C. (combined with Reed Smith in 1999) Legal Education 1963 LL.B., University of Richmond Served as the Editor of Richmond Law Notes Undergraduate Education 1960 University of Richmond Bar Admissions District of Columbia Virginia Professional Affiliations American Law Institute American College of Real Estate Lawyers Member of the Fourth Circuit Judicial Conference Served as a member of the Board of Directors for Virginia Electric and Power Company from 1987 until 2000 Interests William is the former chairman of the Virginia Democratic Party and is politically active in the Virginia and Washington, D.C. areas. He served by Governor s appointment to the Board of Directors of The Center for Innovative Technology, The Virginia Museum, and a Virginia member of the Washington Metropolitan Airports Authority.

37 H. Benson Dendy, III 411 East Franklin Street Richmond, Virginia (804) EDUCATION Bachelor of Arts 1979 University of Richmond, Richmond, Virginia Graduated Magna cum laude HONORS YMCA of the USA, South, Distinguished Leadership Award, 1988 YMCA Award For Service to Youth Award, 1983 Phi Beta Kappa, University of Richmond, 1979 Pi Sigma Alpha, Political Science Honorary Fraternity, University of Richmond, Phi Beta Sigma, Honorary Freshman Fraternity, University of Richmond, 1975 RELIGIOUS Member, Second Presbyterian Church, Richmond, Virginia Chair, Every Member Canvas Committee, Member, Every Member Canvas Committee, Member, Stewardship Council, EMPLOYMENT President 1989 Present The Vectre Corporation Richmond, Virginia Secretary to the Governor s Cabinet, Richmond, Virginia Special Assistant to the Governor, Richmond, Virginia Secretary of the Commonwealth of Virginia, Richmond, Virginia Special Assistant to the Governor, Richmond, Virginia Legislative Assistant to the Lieutenant Governor, Richmond, Virginia ACTIVITIES Member, Board of Directors, The Advocacy Group, Member, Federal Jamestown 400 th Commemoration Commission, Vice Chairman, Federal Jamestown 400 th Commemoration Commission, Vice Chairman, Jamestown-Yorktown Foundation President, Jamestown-Yorktown Educational Trust, President, Jamestown-Yorktown Foundation, Inc., President, Jamestown -Yorktown Educational Trust, Member, 2007 State Steering Committee and Executive Committee, Vice President, Jamestown-Yorktown Educational Trust, Member, Executive Committee of the Board of Trustees, Jamestown-Yorktown Member, Board of Directors, Carver Promise, Member, Board of Trustees, The Valentine Museum, Member, Board of Directors, Virginia YMCA, Member, Board of Directors, Virginia Silver Star Foundation, Member, American Council of Young Political Leaders Delegation to Singapore, Thailand and South Korea, 1992 Member, American Council of Young Political Leaders Delegation to the

38 ACTIVITIES (continued) Netherlands and Belgium for meetings on Europe 1992, May 28 - June 8, 1989 Co-Chairman, Delegate Selection Committee, Council of Young Political Leaders, Co-Chairman, Council of American Council of Young Political Leaders, Member, Executive Committee, American Council of Young Political Leaders, Member, Board of Directors, American Council of Young Political Leaders, Chair, Event Leadership Committee, American Council of Young Political Leaders, Annual Fund Raising, International Evening, 1988 Member, American Council of Young Political Leaders Delegation to Costa Rica, Nicaragua, and Honduras, December 2-13, 1986 Member Board of Directors, Virginia Cultural Laureate Society, Chair, American Diabetes Association, Virginia Affiliate, Hail to the Chief Steering Committee, 1991, 1992 Member, Board of Directors, Human Rights Foundation, Member, Fifth Century Campaign Steering Committee, Virginia Historical Society, Member, Battle Abbey Council, Virginia Historical Society, Member, Virginia - East Anglia Memorial Committee, 1988 Member, Delegation to Taiwan to observe Kuomintang Party Congress Opening and meet with Governmental and Party officials, July 5-10, 1988 Chair, Corporate Advisory Committee, Youth Government Programs, Virginia YMCA, Member, Board of Directors, Virginia Police Foundation, Member, Board of Directors, Virginia Capital Chapter, American Red Cross, Member, Ad Hoc Committee, Central America Peace and Democracy Watch, organized to promote full implementation of the Central American Peace Plan, Member, Virginia Commission on the Bicentennial of the United States Constitution, Delegate, Atlantic Association of Young Political Leaders 1985 Biennial Assembly, Washington, DC (delegates from all NATO countries) Virginia Executive Institute, Fall, 1984 Chair, Model Executive Government Conference Advisory Committee, Member, Model Executive Government Commission and its predecessor, the Youth Government Day Commission, appointed by the Senate of Virginia Privileges and Elections Committee, Virginia Liaison, Days of Remembrance,

39 ANGELA I. BEZIK 780 Lynnhaven Parkway, Suite 240 Virginia Beach, VA EDUCATION Tidewater Community College Coursework toward a Bachelor's degree in Business Administration Alpha College of Real Estate Coursework in Principles of Real Estate and Licensing American Institute of Banking Coursework in Business Administration PREVIOUS MEMBERSHIPS Tidewater Association of Realtors Virginia Association of Realtors National Association of Realtors Realtor/Lawyer Committee Tidewater Association of Realtors EMPLOYMENT Current Experience The Vectre Corporation Government Affairs Advisor and Director, Hampton Roads Client Services Lobbies on behalf of and represents Vectre s clients at the state, local and federal levels of government with a focus on the Hampton Roads region and leads the Hampton Roads Vectre office. Other Experience Office of State Delegate Legislative Director Supervised and managed legislative and public relations strategies on behalf of the legislator. These responsibilities also gave Bezik extensive interaction with other local, state, and federal representatives, departments and agencies. Her efforts included grassroots initiatives, outreach to community activists, and general political consulting. Rose & Womble Realty Realtor Acted as seller s and buyer s agent. Designed marketing strategy, advised on various market trends, developed advertising, negotiated offers, and assisted in buyer mortgage qualification. United Virginia Bank Branch Operations Specialist Was responsible for customer service transactions and customer accounts. Handled branch collections, oversight of all tellers, transfers of funds to and from the Federal Reserve, teller and branch audits, processing of loan documents, training of new tellers, and opening of new customer accounts. COMMUNITY ACTIVITIES AND OUTREACH Co-founder/Co-chairman and Treasurer of the House Legislative Aides Caucus Chairman of the Legislative Committee: Nimmo Republican Women s Club Member of the Public Relations Committee: Nimmo Republican Women s Club Director and Treasurer of the Virginia Beach Student Leadership Forum Graduate of Leadership Hampton Roads: Class of 2003 Volunteer for Underwater Demolition Team/SEAL Association (UDT/SEAL Association)

40 RICHARD A. BUTALA Vice President / Richmond, Virginia Education B.S., Environmental Resource Management, The Pennsylvania State University, 1986 (Minor Concentration in Wildlife Science) Professional Affiliations American Planning Association Virginia Chapter of the American Planning Association Chesapeake Association of Environmental Professionals Pennsylvania Association of Environmental Professionals (Past President 2000) National Association of Environmental Professionals American Society of Highway Engineers Summary of Experience Currently, Mr. Butala is a Vice President based in McCormick Taylor s Richmond Virginia office. He has worked for McCormick Taylor completing environmental studies for transportation projects for over 18 years. Mr. Butala has been the Project Manager for many large-scale and complex transportation and transit environmental studies and has been the lead investigator and preparer for numerous Categorical Exclusion Evaluations, Environmental Assessments, Environmental Impact Statements, Section 4(f) Evaluations, Corridor Location Studies, Preliminary Alternatives Analyses, Environmental Overviews, Project Needs Studies and Site Assessments. He has also taken the lead in providing management assistance and document review as part of numerous statewide management contract assignments. He has completed technical studies for natural resources, socio-economic resources, energy, air quality and noise, and Section 4(f) resources. Mr. Butala has also planned and presented at numerous public, agency and special purpose meetings, many of which included complex and controversial issues. Detailed Experience I-81 Tier 1 Environmental Impact Statement (EIS), Virginia McCormick Taylor is a subconsultant on a large study team completing the complex environmental studies necessary to complete a Tier 1 EIS for this 325 mile project. Specifically, Mr. Butala is involved in coordination with the prime consultant in preparation of the project scope, cost proposal and overseeing McCormick Taylor s work tasks. Tasks include assisting with the public involvement efforts, including preparation of the mailing lists, project newsletters and organizing comments received through the website. Mr. Butala will also assist in the preparation of the Tier 1 document. Airport Runway/Powell Avenue Project Manager for this complex EA that involved examining transportation improvements to accommodate the extension of the main runway at Erie International Airport. The project was a joint effort between PENNDOT/FHWA and the FAA. The project involved close coordination with the FAA and the Erie Airport Authority along with an extensive public involvement program to solve concerns with emergency medical services, a superfund site which has been converted into an active public golf coarse, wetlands and drainage, noise and many community issues. Pennsylvania High Speed Maglev Project McCormick Taylor s Principal in Charge and lead for Quality Assurance for this 52-mile transit EIS prepared for the Federal Rail Administration. The project involved an extensive alternatives analysis and public involvement program along with the completion of a Draft EIS in 12 months West 38 th Street - Project Manager for this high interest urban transportation improvement project located within the City of Erie. The project involved the investigation of various new alignment alternatives needed to realign two offset intersections. The project is located within Glenwood Park, a Section 4(f) resource, and adjacent to various Section 6(f) resources including the Erie Zoo. The project involved extensive coordination with the U.S. Department of Interior National Park Service, the PA DCNR and the City of Erie. Central Bradford County Traffic Improvement Project - Project Manager for this complex EIS which involved the study of various alternatives for a section of U.S. 6 which travels through the Borough of Towanda and the Towanda Historic District. This project involved an extensive coordination effort with a local citizens advisory committee, along with the preparation of a detailed Section 4(f) Evaluation. U.S. 222 Corridor Environmental Impact Statement (EIS) - Project Manager for this EIS that involved the study of various alternatives for a seven mile new roadway section of U.S. 222 near Allentown. This project involved an extensive public and agency participation effort and the preparation of a Project Needs Report. Industrial Park/Airport Area Environmental Assessment (EA) - Project Manager for this EA prepared for the widening of three connecting onemile roadways adjacent to the ABE Airport. This project also involved extensive coordination with the Federal Aviation Administration and PENNDOT Bureau of Aviation along with the surrounding communities.

41 EDUCATION: PROFILES ANDREA WARFIELD Project Principal Mansfield University, Bachelor of Science in Biology, Bachelor of Science in Education, 1979 VMS EXPERIENCE: In her role with VMS, Ms. Warfield has primary responsibility for the implementation of the company s strategic business plan. She facilitates the technical team in the preparation of operational plans, budgets and risk analysis for the operation and maintenance of infrastructure. Ms. Warfield is responsible for negotiation of contracts and the continuing management of client relations. Ms Warfield has extensive experience with the partnering process and has established successful partnering relationships on numerous projects for VMS Inc. Ms. Warfield has executive responsibilities for the firm including budgetary, hiring of key staff, and facilitating legal reviews of contracts. She manages the business development, government relations and customer service groups. Ms. Warfield ensures that surety and insurance requirements for projects are met. She facilitates the continuing process of internal operational system integration and enhancements for the VMS proprietary maintenance management systems. Ms. Warfield has and continues to serve on numerous committees relating to performance based contracting to include individual state committees and the TRB. PREVIOUS RELEVANT WORK EXPERIENCE: Ms. Andrea Warfield has over 25 years of combined management and operations experience with responsibilities including hiring, training, supervising personnel, policy formulation and implementation; budget development and execution; and company operations. She has managed projects from preplanning through design and construction. Specialized expertise includes government relations, policy and procedure adherence in large infrastructure development projects, and technical writing. Ms. Warfield has facilitated public information meetings for government and private owners for the implementation of transportation and military projects throughout the US. WARFIELD, ANDREA

42 EDUCATION: PROFILES HOWARD KALLMAN, P.E. Engineering Manager Polytechnic Institute of New York, Bachelor of Science, Civil Engineering, 1976 PROFESSIONAL REGISTRATIONS & AFFILIATIONS: Professional Engineer, Virginia, # Professional Engineer, Pennsylvania, # Professional Engineer, New York, # VMS EXPERIENCE: Mr. Kallman serves as Engineering Manager for VMS. In this role he is responsible for all pavement programs, bridge programs, and other engineering issues that affect our asset management projects. This also includes needs evaluation and work planning analysis. He performs cost estimating, work scheduling and change order preparation that enables our projects to direct and focus their efforts toward meeting all contract requirements. Mr. Kallman also assists with emergency response following natural or manmade disasters, such as hurricanes, floods, bridge and structure damage, damage assessment, and design of needed repairs. Mr. Kallman is responsible for the technical accuracy of project proposals. Previously, Mr. Kallman managed the overall asset management program along I-95 in Virginia. This project consists of 101 miles of interstate, from the North Carolina/Virginia state line to the Hanover/Caroline County line. This portion of interstate varies from rural highway to a major urban thoroughfare passing through that state s capital. Mr. Kallman had overall responsibility for the 30- person VMS staff that provide all facets of highway maintenance including; paving, pavement maintenance, bridge maintenance, emergency bridge repairs, incident response, litter control, snow and ice control, drainage maintenance, grass mowing and vegetation control, guardrail maintenance and repair, development of annual and long-term maintenance plans, and all record keeping. Mr. Kallman also was responsible for overall project budget, client satisfaction, quality control and performance standard adherence. Mr. Kallman had served as VMS Bridge/Capital Projects Engineer for four years prior. He was involved in the planning, mobilization and execution of several of VMS asset management programs during this time. His responsibilities included bridge planning, estimating and related maintenance and construction activities under those contracts. Mr. Kallman also performed project bid estimating for several solicited and non-solicited proposals. PREVIOUS RELEVANT WORK EXPERIENCE: Before joining VMS, Mr. Kallman worked as Director of Construction Services for Ammann & Whitney Consulting Engineers. In this role, he supervised inspection staff performing construction inspection of roadway and bridges, maintenance inspection on interstate highways in five states, bridge and highway construction cost estimates, and inspection of bridge and roadway maintenance and rehabilitation contracts. Mr. Kallman has more than 25 years of engineering, maintenance, construction inspection experience related to bridges, highways, and transportation infrastructure reconstruction and rehabilitation. KALLMAN, HOWIE

43 Improving Mobility in the Southeast 460 Corridor TAB 5. ADDITIONAL MATERIALS


45 Isle of Wight County Phillip A. Bradshaw, Chairman, Board of Supervisors P.O. Box 1 Carrsville, VA W. Douglas Caskey, County Administrator P.O. Box 80 Isle of Wight, VA Prince George County Joseph A. Leming, M.D., Chairman, Board of Supervisors 510 Ravenscroft Drive Petersburg, VA Brenda Garton, County Administrator P.O. Box 68 Prince George, VA Southampton County Dallas O. Jones, Chairman, Board of Supervisors 7427 Southampton Parkway Drewryville, VA Michael W. Johnson, County Administrator P.O. Box 400 Courtland, VA Surry County Reginald O. Harrison, Chairman, Board of Supervisors P.O. Box 65 Surry, VA Tyrone W. Franklin, County Administrator P.O. Box 65 Surry, VA Sussex County William J. Collins, Jr., Chairman, Board of Supervisors Old Forty Road Waverly, VA Mary E. Jones, County Administrator P.O. Box 1397 Sussex, VA City of Suffolk Linda T. Johnson, Mayor P.O. Box 1858 Suffolk, VA James G. Vacalis, Acting City Manager P.O. Box 1858 Suffolk, VA Town of Ivor Keith Joyner, Mayor P.O. Box 335 Ivor, VA Merle Monahan, Town Clerk P.O. Box 335 Ivor, VA Town of Wakefield Winston Britt, Mayor P.O. Box 550 Wakefield, VA Anne F. Monahan, Town Clerk P.O. Box 550 Wakefield, VA Jurisdictions

46 Town of Waverly Susan P. Irving, Mayor P.O. Box 318 Waverly, VA Kathleen M. Mayes, Town Clerk P.O. Box 318 Waverly, VA Town of Windsor Marvin A. Crocker, Jr., Mayor P.O. Box 307 Windsor, VA Kurt A. Falkenstein, Manager P.O. Box 307 Windsor, VA Hampton Roads Metropolitan Planning Organization Jeanne Zeidler, Chair The Regional Building 723 Woodlake Drive Chesapeake, VA Hampton Roads Planning District Commission Arthur L. Collins, Executive Director/Secretary The Regional Building 723 Woodlake Drive Chesapeake, VA Crater Planning District Commission Dennis K. Morris, Executive Director 1964 Wakefield St PO Box 1808 Petersburg, VA Tri-Cities Metropolitan Planning Organization March Altman, Chair 1964 Wakefield St PO Box 1808 Petersburg, VA Hampton Roads Transit The Honorable Charles F. Brown, Chair 3400 Victoria Blvd Hampton, VA Jurisdictions - 2 -


48 AMÉRICO VESPUCIO SUR Urban Toll Way Santiago de Chile metropolitan area (Chile) Client: Ministry of Public Works (Ministerio de Fomento del Estado Español) Contact: Mrs. Nicole Navarro Estay, Chile s Ministry of Public Works, Inspector of Chile s Ministry of Public Works, 59 Morande Street, Santiago de Chile (Chile) , Start of the concession agreement: October 2001; Start of construction: October 2001 End of construction: December 5, 2005; End of concession agreement: December 5, 2040 Cost: $628,000,000 Itinere Infraestructuras S.A. was responsible for the development of the entire project, acting as a project manager in all of its phases. Therefore, Itinere staff accomplished various responsibilities throughout the life-cycle of the project, such as: initial development, design management, construction management, financing, risk management through design and construction phases, development and installation of QA/QC and environmental programs, management and control of material and human resources, etc. Itinere is currently responsible for the operations and maintenance of the toll road, including toll collecting activities and holds 50% of the share capital of the infrastructure. Sacyr S.A. was responsible for the construction of the infrastructure, including risk management development and installation of QA/QC and environmental programs, etc. Project Description: Américo Vespucio Sur is a 15 mile, six lane, this urban toll way is a part of the Santiago de Chile s beltway, between Route 78 and Avenida de Grecia. The toll road is comprised of 29 pedestrian footbridges, 42 at-gradecrossings, and a two lane service road on each side of the infrastructure. Tolls are collected through a free flow system that allows the classification and collection without the need of vehicles to stop at a toll plaza. The infrastructure is equipped with 15 toll collection gantries distributed along the toll way.

49 Santiago de Chile. Sección Valparaíso / Viña del Mar RUTAS DEL PACÍFICO Client: Chile s Ministry of Public Works Contact: Mrs. Nicole Navarro Estay, Inspector of Chile s Ministry of Public Works for the Americo Vespucio Sur urban toll way concession. Chile s Ministry of Public Works, 59 Morande Street, Santiago de Chile (Chile) Start of the concession agreement: August 1998; Start of construction works: August 1998 End of construction works: December the 2002; End of concession agreement: (Variable: ITC = 11,938 U.F.) Expected Cost $400,000,000 Project Description: The concession is situated in the middle of Chile, between the Metropolitan Area and the V region, where is allocated the mayor percentage of the Chilean population and the main part of this is urban. The project was conceived to improve the communication and services that the increasing population requires. The work comprised the upgrade, maintenance and operation of the 109 kilometers of the Ruta 68 witch connect the Santiago with Viña del Mar and Valparaiso. The works also include the construction, maintenance and operation of the twenty kilometers that connect Viña del Mar with Quilpué, Villa Alemana and Peñablanca. Sacyr S.A. was responsible for the construction of the infrastructure including risk management development and installation of QA/QC and environmental programs, etc. Itinere Infraestructuras S. A. has been involved in all the phases of the development of this project. It has been an integral Project Management that includes the follow items: Risk management, financing, development and implantation of the environmental plans, quality management, cost control and follow of the construction plan, design management, and construction management. Currently Itinere Infraestructuras S. A. is responsible for the operations and maintenance of the toll road. Risk criteria of the BID and FSA was applied during this phase. Furthermore, Moody s has awarded to the project the BBB classification.

50 AUTOPISTA DEL ATLÁNTICO AP-9 (AUDASA) Galicia, Spain between Ferrol (Atlantic coast) and Tuy (frontier between Spain and Portugal) Client: Ministry of Public Works (Ministerio de Fomento del Estado Español) Contact: Mr. Javier Uriarte Pombo, Spain s Ministry of Public Works, Head of maintenance of the Asturias roads, Plaza de España, 3, 1st floor, Oviedo (Spain), Concession for the development, design, financing, construction, operation and maintenance of the kilometers of highway that link of the north and the south the coast of Galicia (Spain). AUDASA Autopista del Atántico, CESA. Itinere Infraestructuras, S.A., acquired AUDASA and took the control of the operations of this highway and became a new phase of the development of this project where Itinere has been involved in all the aspects of the Project Management of the AUDASA highway. Including the design, financing, construction, upgrading, operation and maintenance. Project Description: The works include 104 bridges, 4 tunnels and more than 400 grades crossing. We could stand out the construction of the Rande bridge that was reward in 1979 with the European Metallic Construction of the year. The project has two maintenance areas, six service areas and twenty two toll gates.

51 AUTOPISTAS DE NAVARRA AP-15 (AUDENASA) Autonomic Community of Navarra Spain. Between Irurzun and Tudela Client: Ministry of Public Works (Ministerio de Fomento del Estado Español) Contact: Mr. Miguel Ángel Iriso Lerga, Government of Navarra, Delegate of the Government of Navarra, Paseo Sarasate, 3 5º Izda Pamplona (Spain) , Itinere Infraestructuras, S.A., acquired AUDENASA and took the control of the operations of this highway and became a new phase of the development of this project where Itinere has been involved in all the aspects of the Project Management of the AUDENASA highway. Included the design, financing, construction, upgrading, operation and maintenance. Project Description: Concession for the development, design, financing, construction, upgrading, operation and maintenance of the kilometers of highway that link of the highway AP-15 in Navarra (Spain). AUDENASA Autopistas de Navarra The Navarra Highway is one of the most important connections between Spain and France and it has been growing to become the main road for the vehicular movements linking the South of France and Central Spain. The works include 40 bridges and more than 130 grades crossing. The project has two maintenance areas, three service areas and sixty toll gates distributed in four toll areas.

52 Woodrow Wilson Bridge Foundation Project Design/Bid/Build Woodrow Wilson Bridge over the Potomac River I-95/I495 Client: Maryland State Highway Administration Contact: Mr. Paul Gudelski, MSHA Project Manager, (301) Ext. 229 Cost: $126,000, Project included large diameter pile foundations in the Potomac River, concrete, prestressed concrete pile installation, construction of a bulkhead. Project Description: Clark was the general contractor/joint venture partner for this $126 million bridge foundation project for the new Woodrow Wilson Bridge being constructed over the Potomac River in the Washington, D.C. area. The project includes steel pipe piling from 48 to 72 diameter, 24 diameter prestressed concrete piling, and poured in place concrete pile caps for the new bridge foundations. The project also included bulkhead improvements to facilitate delivery of materials from the water.

53 Largo, Maryland WMATA Largo/Morgan Stations Client: Washington Metropolitan Area Transit Authority Contact: Mr. Colin A. Myers, WMATA Project Manager, (202) Cost: $95,900, Two station facilities at Morgan Boulevard and Largo Town Center. Required over 40,000 cubic yards of excavation, the installation of support of excavation at the interfaces with the adjacent contracts as well as placement of over 120,000 cubic yards of borrow fills to level the site for over 600 parking spaces. Loose soil required the installation of over 100 displacement piles to provide the necessary support for the safe operation of the trains. Project Description: The scope of work for this design-build project features: two station facilities at Morgan Boulevard and Largo Town Center; new-look station platform and mezzanine canopies; wider platforms (30 feet compared to the existing 28 feet on current platforms); escalator stair-pairs; elevators from the platform to the mezzanine; design and construction of kiss-and-ride and bus bays at both stations; child care facility at the Morgan Boulevard Station; surface parking for 600 park-and-ride vehicles at Morgan Boulevard; and two parking structures at the Largo Station that can accommodate 2,100 vehicles. One of the challenging site conditions faced during design of the station was the area's very poor soil quality; the team responded to this obstacle by incorporating ground improvements into its design, and by value engineering the design of track slabs, thus reducing the needed thickness of the slabs. The team's recommendations resulted in a considerable cost savings. The Largo Station site required significant re-grading of the site was necessary to achieve the 17-foot offset required for the upper and lower station entrances. All of the new structures at this site required deep foundation systems. The track work and platforms were founded on 6-foot drilled shafts. In addition, the team had to contend with high groundwater conditions throughout construction. The Morgan station site was heavily wooded at the start of construction. The station was located in a cut and required over 40,000 cubic yards of excavation, the installation of significant support of excavation at the interfaces with the adjacent contracts as well as placement of over 120,000 cubic yards of borrow fills to level the site for over 600 parking spaces.

54 Dulles, Virginia East Automatic People Mover Tunnels & Stations Client: Metropolitan Washington Airport Authority c/o Parsons Management Company Contact: Mr. Rick Munser, WMAA Project Manager, (703) Cost: $231,600, Clark is the lead venture in a joint venture to complete the project. Clark is selfperforming concrete and support of excavation for cut and cover tunnels (3,000 LF) and two stations for airport light-rail system. Project Description: Project includes cut and cover tunnels, light-rail system stations, NATM (880 LF0 tunels, and twin bore TBM tunnels (4,200 LF). The working, being performed at a major airport, includes excavation and construction adjacent to operational concourses and tunneling under taxiways. Continuous, close coordination with airport and airline operations is required. MOT must meet the requirements for aircraft and airport vehicular traffic. Stringent environmental requirements are in effect for water treatment to remove hydrocarbons, chemicals, and sediment. An extensive utility relocation and protection program is necessary, including jet fuel, power and critical airport communications. Numerous interim schedule milestones are involved to support future phases. All milestones to date have been met.

55 Route 28 Corridor Improvements Public-Private Transportation Act Fairfax and Loudoun Counties, Virginia Client: Virginia Department of Transportation Contact: Ms. Susan Shaw, P.E., VDOT Project Manager, (703) Cost: $250,600, Shirley Contracting Company and The Clark Construction Group are co-managers and developers of Northern Virginia s first PPTA project, the Route 28 Corridor Improvements. The project entails design-building 6 grade separated interchanges to replace existing atgrade intersection on heavily traveled Route 28. The $200 million project was started in September In addition to design and construction, the team is responsible for acquiring all required right-of-way for the project and all utility relocations necessary for construction. Services also included design, permitting, right-of-way acquisition, and public outreach. The project is slated to be completed in early 2007.

56 Springfield, Fairfax County, Virginia Springfield Interchange Phases, II, III, & IV Client: Virginia Department of Transportation Contact: Mr. John DePasquale, VDOT Project Manager, (703) Cost: $253,000, Project was a traditional design, bid, build. Shirley was responsible for excavation, grading, paving, utility construction, micro-tunneling, MSE wall construction, Sound barrier walls, bridges, paving, traffic control system improvements and traffic control. Project Description: Shirley Contracting Company successfully completed Phases II/III & Iv of the Springfield Interchange known as The Mixing Bowl. These high profile projects in the Herat of Northern Virginia s busiest sections of interstate totales approximately $116 and $137 million dollars repectively. In addition, Phase II/III finished 9 months ahead of Schedule and Phase Iv finished 4 months ahead of Schedule. The projects included construction 20 new bridges, over 60 MSE retaining walls, extensive sound barriers, excavation and garding, significant changes to existing traffic management syatems, repaving large portions of the interstate and extensive traffic contol to maintain traffic in the corrido while construction was taking place.

57 Dulles, Virginia Dulles Greenway Design/Build Improvements. Design/Build project Client: Toll Road Investors Partnership II, LP Contact: Mr. E. Tom Sines, Project Manager, (703) Cost: $65,000, Shirley was selected to provide design and construction of all project improvements as the design/build contractor for upgrading of the Dulles Greenway in Loudoun County, Virginia. The project involves adding a third lane to the east and west bound lanes of the toll road as well as widening existing bridges, including the bridge over Goose Creek. Also included is an expansion of the main toll plaza. All work is being performed while maintaining traffic on the toll road and on an accelerated schedule with an anticipated completion of January 2008.

58 Pentagon, Arlington County, Virginia Pentagon Secure Access Lane Design/Build Project Client: Pentagon Renovation Program Contact: Mr. Greg Henion, Project Manager, (703) Cost: $10,000, Project Description: The project objective was to provide a secure access lane (SAL) to the Pentagon's Remote Delivery Facility Federal officials identified the project as the top priority rated security project in the United States. The $10 million project involves modification of the Route 27/244 Interchange to create a secure/dedicated access lane and incorporate blast protection. The SAL was created to increase truck queuing capacity, while inhibiting unauthorized or accidental public access. The Pentagon's close proximity to Interstate 395, Route 27, and Route 110 created the need for an alternative design that would not only increase security, but also increase or maintain the level of service for the thousands of commuters that use these routes daily and grant easy and secure access for deliveries to the Pentagon. Earth Tech was a member of the Shirley Contracting Company team on this fast track design-build project.

59 US Route 9 Edison Bridge Rehabilitation Project Over the Raritan River between Sayreville and Woodbridge, NJ. Client: New Jersey Department of Transportation Contact: Mr. David Lambert, NJDOT Project Manager, (609) Cost: $120,000, The Louis Berger Group Inc. (Berger) was responsible for configuring the bridge to accommodate both the northbound and southbound traffic and to allow complete closure of the Edison Bridge for rehabilitation. The new bridge was constructed with a lower profile over the Raritan River to improve stopping sight distance and traffic safety. To support the New Jersey Department of Transportation s (NJDOT) Categorical Exclusion Documentation, Berger also conducted a hazardous waste screening and cultural resource investigation. As part of the initial work for this trilogy project, Berger performed preliminary design and evaluation of various schemes to improve traffic operations on the highway segments, ramps and intersecting streets. Project Description: In the past 60 years, the Edison Bridge had never undergone any major reconstruction, but with its deteriorated structural condition contributing to poor traffic operations, safety problems, and bottlenecks along the Route 9 corridor, NJDOT called for a complete superstructure replacement and substructure rehabilitation. To address these concerns, NJDOT retained Berger to prepare designs and construction documents for the structural rehabilitation of the bridge. As part of the three-phase project, designs were also created for the construction of a new Southbound Bridge, adjacent to the existing Edison Bridge. For the new bridge, Berger prepared the preliminary design and contract documents to support a design/build procurement. Final design will be carried out for the rehabilitation of the existing bridge and the improvements of the approach roadways, including the elimination of an existing traffic circle (Victory Circle). The project is being implemented under three separate contracts (trilogy projects). Contract No. 1 - New bridge over the Raritan River Contract No. 2 - Victory Circle elimination Contract No. 3 - Rehabilitation of the existing Edison Bridge

60 I-515 Corridor Study, Preliminary Design and EIS Southwestern region of the Las Vegas Valley, Clark County, Nevada, from I-15 in the City of Las Vegas to Foothills Drive in the City of Henderson, a distance of 20 miles. Client: Nevada Department of Transportation Contact: Mr. Scott Rawlins, Nevada Department of Transportation Project Manager, (775) Cost: $6,700, In the first phase of the project Berger prepared the Corridor Study identifying the purpose and need for the proposed project. The Corridor Study was followed by the preparation of environmental documentation consistent with the National Environmental Policy Act (NEPA), including technical studies for Hazardous Waste, Cultural Resources, Air Quality, Noise, Natural and Biological Resources, and Socioeconomics. Berger is currently preparing the Draft EIS and Section 4(f) Statement for this project. The primary planning challenge has been the potential displacement of hundreds of residential units and several community facilities. The project requires coordination with multiple agencies and extensive public participation. The proposed improvements which comprise the proposed project include: Widening of I-515 from six to 10 lanes from I-15 to I-215; Adding auxiliary lanes between interchanges from I-15 to Horizon Drive; Separate express and local lanes on southbound I-515 from I-15 to Eastern Avenue; Operational improvements from I-15 to Foothills Drive; Reconstruction of ramps and interchanges to accommodate additional freeway lanes and improve operations; Realignment and grade separation of Bonanza Road at Las Vegas Boulevard; A new interchange at F Street; A new interchange at Pecos Road; A new interchange at Sahara Avenue; A freeway management system for I-515; and Reconstruction and extension of the pedestrian and bicycle path system along I-515. Project Description: For the Nevada Department of Transportation, Berger has been responsible for the preparation of a Corridor Study, conceptual and preliminary design plans, technical studies, and the Environmental Impact Statement (EIS) for the $1 billion widening of Interstate 515 (I-515) through Clark County and the Cities of Las Vegas and Henderson.

61 Interchange 6-8A Widening Preliminary Engineering and Environmental Investigations The 23-mile widening of the NJ Turnpike stretches from the vicinity of Interchange 6 to Interchange 8A. The project spans over 10 communities and passes through three counties within the State of New Jersey. Client: New Jersey Turnpike Authority Contact: Mr. Richard Raczynski, New Jersey Turnpike Authority, (732) Cost: $1,200,000, The Louis Berger Group Inc. (Berger) was responsible for the preparation of photo mosaics and topographic survey of the entire project corridor. Berger was also responsible for the locating and assessing potential environmental constraints including wetlands, hazardous waste, land use, soil suitability/geology, cultural resources, streams/rivers, as well as air and noise constraints. Berger also prepared an Environmental Impact Statement for submission to the NJDEP in accordance with the guidelines of NJ Executive Order No. 215 (E.O.215), prepared conceptual engineering for the five interchanges and three service areas within the widening limits to determine the initially preferred alternative, and designed and implemented a Community Outreach program to solicit input from the community leaders throughout the design process. Project Description: The New Jersey Turnpike Authority (NJTA) selected Berger to provide preliminary engineering and environmental investigations for the 23 mile widening of the New Jersey Turnpike from the vicinity of Interchange 6 to Interchange 8A. The New Jersey Turnpike serves as the major north-south connection for New York City with the cities of Philadelphia, Baltimore and Washington, D.C. The Turnpike currently carries more than 247 million vehicles per year, and is expected to increase to 405 million vehicles by the year 2021.

62 US Route 58, Danville Bypass, Preliminary & Final Design Pittsylvania County, Lynchburg District, VA Client: Virginia Department of Transportation Contact: Mr. Stewart Willis, VDOT Project Manager, (804) Cost: $90,000, In 1989, the Virginia General Assembly made a commitment to improving U.S. Route 58 by establishing the U.S. Route 58 Corridor Development Program. This program was established for the creation and enhancement of an adequate, modern, safe and efficient highway system connecting the most southwestern and southeastern portions of the Commonwealth. The Virginia Department of Transportation selected Berger's Richmond, Virginia office to prepare preliminary engineering, right-of-way and construction plans for the construction of the 11.9 kilometer section known as the Danville Bypass in Pittsylvania County. This project provides for a southern bypass of the city of Danville and includes the design of a limited access four lane divided principal arterial roadway, a diamond interchange with Route 1260, a partial cloverleaf interchange with existing Route 58, and redesign of the existing interchange of Route 265 and 29. The typical section consisted of four 3.6 m lanes, 3.6 m right shoulders and an 18.2 m depressed median. Twelve bridges are included in the project: a major river crossing of the Dan River (380 m length), 6 bridges over local roads, 3 highway bridges over Route 58 and a railroad bridge over the new Bypass. The project also required relocation of 800 m of Norfolk Southern Railroad track, the design of two truck weight stations, a 3,400 m frontage road and the relocation of numerous local roads. Berger is also responsible for complete signing and overhead signing, pavement markings, maintenance of traffic, traffic analysis, hydraulic design, stormwater management design and Public Participation. Coordination of the design with the North Carolina Department of Transportation was required for the section of the project located in North Carolina. This project was completed and opened to traffic on May 7, 2004 and has been selected by the ACEC of Virginia as the 2005 Engineering Excellence Awards - Grand Award Winner for Transportation.

63 Delaware Turnpike Traffic, Toll and Revenue Studies Location Description New Castle and Kent Counties, Delaware As the traffic engineers for the Delaware Turnpike for the past 40 years, URS has provided continual services for the Department of Transportation in preparation for numerous bond issues during this period. Services included traffic and revenue forecasts for the Turnpike, as well as estimates of motor fuel consumption, motor vehicle registration fees and motor vehicle document fees. Services also included the preparation of reports for the respective Official Statements; and meetings with the Department staff, bond counsel and underwriters, and the bond rating agencies. Studies have included revenue estimates for Turnpike budgeting and insurance purposes, toll rate studies, traffic surveys to obtain origin-destination data in the Delaware Turnpike and US 13 corridors, studies to determine the need for expansion and widening, and traffic and revenue estimates for the proposed North-South Extension to Dover and US 301 in Maryland. In addition, URS conducted studies, as requested, (1) for the certification of all the past Turnpike toll increases, (2) of truck movements in the Newark area, (3) for potential one-way tolls at the Turnpike's Newark plaza, and (4) the widening of the Turnpike s Newark toll plaza. The truck and one-way toll studies recognized the ability of motorists to circumvent the toll plaza via alternative routes. The toll plaza widening included the impact of E-Zpass and the benefits attributed thereto in terms of increased toll lane throuhout. Reference Year Completed Construction Cost Delaware Department of Transportation Office of Financial Management and Budget Blue Hen Corporate Center, Suite 5N Route 113/Ray Road Dover, Delaware Mr. Gary Fullman (302) Ongoing $470,000 (Fee) (183-14/1/05)

64 Massachusetts Turnpike On-Call Services (1992-To Date) Location Description Boston, Massachusetts URS is traffic engineer for the Massachusetts Turnpike Authority as provided for in the Authority's Trust Agreement. In this role, URS prepares reports for bond issues (including a recent $1.7 billion financing) and provides ongoing traffic engineering, planning and traffic and revenue analysis services. For these studies, URS has prepared an inventory of existing conditions and has developed a database summarizing historical traffic and revenue trends on the Authority's three facilities: the Initial Massachusetts Turnpike, the Boston Extension of the Turnpike and the Callahan/Sumner and Ted Williams Tunnels. As Traffic Engineer, URS is responsible for:! Evaluating traffic patterns and statistics! Developing traffic and toll provisions! Assisting the Authority with an analysis of the impacts on Authority facilities of the construction of the Central Artery and Third Harbor Tunnel in (CA/THT) in Boston! Developing traffic system management alternatives! Evaluating impacts related to compliance with the Clean Air Act Studies performed to date:! Study of High-Occupancy Vehicle (HOV) Queue Bypass Lane: URS utilized Toll Plaza Simulation and Animation System (TPASS) for calibrating and forecasting a queuing model for a queue bypass/hov lane analysis for the Boston Extension. Data from video taping of the queue formation, as well as statistics from toll counts were used for the calibration of the queue model by direction and time of day for existing conditions. The calibrated model was then used with future traffic volumes and the existing toll plaza configuration to demonstrate and analyze no-build conditions and resultant queues. The model was next used with reconfiguration of the toll plaza for Electronic Toll Collection (ETC), and the resultant queue formations were estimated. These projections then were used for estimation of the required length of the queue bypass lane and the most efficient layout of the toll plazas.! Toll Booth Relocation Study: As part of the "Memorandum of Understanding" between the Massachusetts Executive Office of Transportation and Construction and the Conservation Law Foundation, under the CA/THT mitigation measures, the Authority has studied the ( /9/04)

65 Massachusetts Turnpike On-Call Services (1992-To Date) (page 2) relocation of the Sumner Tunnel toll booths. URS analyzed the feasibility of relocating these toll booths and the impacts of this relocation on traffic on roadways to Logan Airport, Route 1A, East Boston and the Boston side of the tunnel in the North End.! Comparative Analysis of Proposed Ramp Locations: URS prepared a comparative analysis of two off-ramp concepts for downtown Boston as related to traffic using the Turnpike via the CA/THT Project. Work included analysis of the CA/THT project impacts on area streets and intersections, as well as the impacts to the Boston Extension mainline, specifically between the South Bay Interchange and the Arlington Street onramp area.! Traffic and Revenue Studies: URS has prepared preliminary estimates of the impacts of the Central Artery/Third Harbor Tunnel on traffic and toll revenues at the Sumner-Callahan Tunnels. These forecasts, based on studies prepared by others, included the effects during construction, including the loss of traffic due to construction at the approaches to the Sumner-Callahan Tunnels and the partial completion and opening to commercial vehicles of the Third Harbor Tunnel. These forecasts also included the impacts after final completion of the entire project.! Estimate Demand for Park-&-Ride Facilities: To estimate the demand for additional park-&-ride lots along the Turnpike, URS conducted a mailback postcard survey of Turnpike users, interviewed commuters using the Turnpike's two existing park-&-ride lots and conducted two focus groups on the subject. Site inspections of potential lot locations were made throughout the Turnpike corridor. Demographic data on population and employment in Turnpike area communities were compiled for use in the demand analysis. URS met with the staffs of the regional planning commissions in the vicinity of the Turnpike in order to incorporate the findings of their transportation modeling efforts into the analysis. URS also met with local and state car and vanpool operators and other agencies regarding park-&-ride lot coordination. The final output of the study was a determination of the required size and location of required park-&-ride lots to encourage greater HOV use of the Turnpike. Reference Year Completed Construction Cost Massachusetts Turnpike Authority State Transportation Building, 10 Park Plaza Boston, Massachusetts Eric Waaramaa, Budget Director (617) On-going $4,200,000 (Fee) ( /9/04)

66 Florida=s Turnpike Traffic Engineering Consultant Location Description Florida URS has been the Traffic Engineering Consultant for Florida=s Turnpike continuously since During the last five years URS has served as a general planning consultant with special responsibilities for toll studies and bond related activities. Highlights of products are listed by in seven areas:! Toll Studies: Annual and Quarterly Reports to bondholders; Traffic and Earnings Reports for bond sale; toll rate and toll rate discount studies; toll plans, traffic and revenue estimates, and operating and maintenance expense estimates for expansion projects; financial analyses in support of the finance plan, cash forecast and work program; and, presentations to bond rating agencies.! Travel Demand Modeling: development and regular maintenance of Turnpike travel demand models (SERPM, TBRPM, Orlando Model, Statewide Planning and numerous smaller models); traffic forecasts for design of projects; traffic forecasts for revenue projections; and, land use and transportation planning models.! Projects: activities in support of Turnpike project development activities, such as design traffic, preliminary and final feasibility tests, public hearings, and responses to questions and comments. Specific recent projects include the Seminole Expressway Projects 1 and 2, the Veterans Expressway, the Southern Connector Extension, the Polk Parkway, the Suncoast Parkway Projects 1 and 2, the Northern Extension of Florida=s Turnpike, and several new and improved interchanges.! Traffic Engineering: traffic data collection; analysis of traffic data from the Office of Toll Operations and the Central Office; patron surveys; service plaza patron surveys; traffic impact studies; review and prepare TIJRs and TIMRs; review of applications for Developments of Regional Impact; and a wide variety of level of service analysis.! Transportation Planning: coordination with local governments (MPOs and RPCs); coordination with other Department Districts; access management and right of way protection; Corridor Designation Reports; review of comprehensive plans and amendments; master planning; and, strategic planning.! Geographic Information Systems: development and documentation of the Turnpike GIS; data acquisition and verification; preparation of the Turnpike Map Catalog; aerial photographs of the Turnpike; coordination with other GIS units; Turnpike map production, e.g., the Work Program maps and NEFT mediation map; and development of end-user applications for the Turnpike GIS. (183-20/9/040)

67 Florida s Turnpike Traffic Engineering Consultant (page 2)! Future of Florida=s Turnpike: a strategic planning study of the Turnpike beyond the year 2000, that included analysis of operational policies, financial opportunities, potential projects, toll rates and collection methods, and innovative technology; specific products included a quality final report, companion video, computer presentation material, focus group meetings, patron surveys and a two-day conference with invited guests called the Future Forum. Reference Mr. James L. Ely, Executive Director and Chief Executive Officer Florida Department of Transportation, Turnpike District Milepost 263, Building 5315 Turkey Lake Plaza Ocoee, FL (407) , Ext Completion Date Ongoing since September 1992 Contract Fee $17,602,908 (183-20/9/040)

68 TBTA Toll Facilities Traffic and Revenue Consultant and Review of Structural Condition Location Description Triborough Bridge and Tunnel Authority New York, New York URS prepares reports on "Projection of Traffic, Toll Revenues, Expenses and Review of Physical Condition" in connection with the Authority's bond issues offering amounting to more than $4.4 billion. The reports include 10-year projections of traffic and revenue for each of the Authority's nine crossings. Factors included in the analysis are: historic and projected demographic and economic trends in the Greater New York metropolitan region; fuel supply, demand and price; roadway construction on competing and feeder routes throughout the area served by the facilities, and the traffic-carrying capacity of the crossings. The studies also include analyses of impacts of toll increases on traffic and revenues, and the accompanying impacts of electronic toll collection (E-ZPass). In addition to the estimation of revenues and expenses, the firm reviews the physical condition of the Authority's seven bridges and two tunnels to insure that the facilities are well maintained and that sufficient funds are available to carry out the continuing maintenance required to preserve their high level of serviceability. Reference MTA Bridges and Tunnels New York, New York Year Completed Third Five-Year Contract to be Completed: 2006 Fees $1,000,000 ( /1/06)

69 Client: Herb Morgan FD/MK Corporatino (804) Services Provided: *Roadway Design *Geotechnical Engineering *Right-of-Way Plans *Lighting *Signage POCAHONTAS PARKWAY I-895/ AIRPORT CONNECTOR DESIGN-BUILD PROJECT, HENRICO COUNTY, VA WSA is leading the design on this project as part of a privatization team that developed a new access to the Richmond International Airport for the Virginia Department of Transportation. The new highway connects the Airport to the Pocahontas Parkway (I-895). The Pocahontas Parkway is the first construction project implemented under Virginia Public-Private Transportation Act of 1995 (PPTA). WSA provided toll revenue studies in connection with that project. The scope of this project is to construct a four-lane divided facility w/ asphalt curb on new location from Route 895 (Pocahontas Parkway) to Airport Road at Richmond International Airport. The total length of this four-lane facility is 1.5 miles. These roadway improvements are being designed and constructed by FD/MK Corporation under VDOT s PPTA program. The PPTA program is a design-build process that saves time and money. The schedule is reduced by procuring design and construction services together, rather than separately. The budget costs also benefit from this reduction in schedule. The current estimated construction cost is approximately $36 million. WSA was hired by FD/MK to join their design team and complete the design and construction drawings for the Airport Connector Road. This project included adding an interchange to a major roadway (Rt. 895) connecting at grade with a local street (Seven Hills Blvd.) thorough an existing industrial development, crossing over a major CSX Railroad line and finally connecting with the Charles City Rd./Airport Dr. intersection. Public coordination included residential property owners, business owners, and airport and railroad authorities. Wilbur Smith Associates, Inc. scope of work was as follows: review alternate alignments, perform geotechnical investigations, attend public meetings and/or hearings, provide surveys, prepare an environmental assessment, and prepare Right of Way and Stage I Bridge plans for the Airport Connector Road project. The initial scope was to develop this project through the Public Hearing and acceptable right of way plans development. We have just entered into contract for the final construction plans, details, estimates, and the Phase II and III structure plans. The initial scope was completed successfully on time and under budget

70 JAMESTOWN CORRIDOR IMPROVEMENTS (VDOT PPTA), JAMES CITY COUNTY, VA Client: Gary Massie Virginia Department of Transportation Jamestown 2007 Corridor Constructors 3900 Cokes Lane Williamsburg, VA (757) Services Provided: *Construction Management *Construction Inspection *Roadway Design *Traffic Engineering *Geotechnical Engineering *Scheduling *QA/QC In October, 2001, Jamestown 2007 Corridor Constructors teamed with Wilbur Smith Associates (WSA) and submitted a proposal to design and build needed transportation improvements in the Williamsburg-Jamestown area in advance of the Jamestown Commemoration. The proposal addressed the Rte. 199 and Rte. 31 corridor located in the communities of James City County and the City of Williamsburg, which is a critical passageway to many tourist attractions and will become even more so for the anticipated anniversary event. The four central roadway design and construction segments of the project include: Segment I Widens Rt. 199 from 2- to 4-lanes from Rt. 60 to the Colonial Parkway Segment II Widens Rt. 199 from 2- to 4-lanes from S. Henry Street to Brookwood Drive Segment III Improves turn lanes at the Jamestown Road/ Rt. 199 intersection Segment IV Relocates Rt. 359 access to the Jamestown Settlement and Jamestown Island Wilbur Smith Associates responsibilities include: roadway design, geotechnical engineering, signals/signs/maintenance of traffic design, construction inspection, project scheduling and QA/QC services and provision and management of right of way and utility services with subcontractors

71 NATCHEZ TRACE PARKWAY DESIGN-BUILD PROJECT NATCHEZ, MISSISSIPPI Client: Hill Bros. Const. & Engineering Hwy. 15 North Faulkner, MS For: National Park Service Federal Hwy Administration Eastern Federal Lands Highway Division Ridge Top Circle Sterling, VA Start of Project: October 2002 Completion Date: December 2004 WSA Project Manager: Tom Tran, P.E. Key Staff: Arun Saha, P.E. Arvind Patel, P.E. Hugh Ronald, P.E. Warut Tantiwong, E.I.T Linda Owen Project Highlights: *Fast-track Design Build Project *4.3 miles of roadway *Seven bridges *Post-Grouted Drilled Shafts *CIP Post-Tensioned Box The team of Wilbur Smith Associates (WSA) and Hill Brothers, Inc. was selected by Eastern Federal Lands (EFL) to design and build the final 4.3-mile segment of the Natchez Trace Parkway in Adams County, Mississippi. The project was kept to an aggressive design and build schedule, with only 7 months separating the notice to proceed (NTP) from the begin construction date and only 13 months provided to complete construction. The project involved the design of the final segment of a two lane highway, the terminus interchange, and the improvement and realignment of existing cross streets. It included the design of 7 bridges. One bridge is 1720-feet long crossing Catherine Creek and Melvin Bayou. The foundation of this bridge is subjected to 30 feet of scour, requiring the use of six-foot diameter post grouted drilled shafts. The upper 50 feet of soil is loess, an uncommon wind-blown silt with unique characteristics, one of which is its tendency to form vertical faces when cut or eroded. Two of the bridges are post-tensioned cast-in-place concrete box girders. One of the concrete box bridges is a single span arch. The other is a cantilevered arch. The design of both bridges took into account the existing surrounding to produce an aesthetically pleasing and balanced design. The cantilevered arch is built on a stabilized fill to avoid the high cost of conventional false work. Three of the bridges are cast-in-place voided flat slabs. The use of the voids in the flat slab is to reduce material cost and reduce superstructure weight. One of the bridges is a single span 72 bulb-tee bridge over a heavily migrating creek. To protect the end bents from future migration of the creek, gabion walls and other countermeasures were installed at and near the bridge. Context Sensitive Design of the roadway and structures was a critical element for the Parkway. First assuring that the Trace respected the natural environment and secondly achieving a design consistent with the previously completed roadway, motorists and visitors will experience an unobstructed view of the Natchez Trace in its natural environment

72 SOUTHERN CONNECTOR GREENVILLE, SOUTH CAROLINA Client: South Carolina Department of Transportation Start of Project: February 1998 Completion Date: March 2001 WSA Key Staff: Douglas F. Graczyk Jeffrey A. Gwin Alan L. King Michael T. McGuire Michael S. Snyder Richard S. Taylor The lack of adequate funding sources often delays major projects for many years. In order to advance construction of the much needed Greenville Southern Connector, the South Carolina Department of Transportation sought innovative ways to finance this major freeway and accelerate its implementation through a public private partnership. Recognizing that innovation and teamwork were the keys to success of this project, Wilbur Smith Associates was instrumental in assembling the public/private partnership team that developed this 17 mile freeway project. The project extends from its western terminus at the existing I-85/I-185 interchange west of Greenville to the existing interchange of I-385/US 276, south of Mauldin By utilizing innovative financing and executing the project under an accelerated schedule using a fast track design/build project delivery process, the project team was able to actually opened the new expressway to traffic approximately nine months ahead of schedule. This was accomplished through extraordinary performance by the entire project management, design and construction team which completed the 17 miles of interstate with 7 interchanges and 44 bridges in just 36 months. WSA was a key member of the project management team throughout all phases of project development and implementation. In addition to its overall management responsibilities, WSA services included the preparation of the investment grade traffic and revenue study to obtain tax-exempt revenue bond financing, engineering design and construction engineering and inspection services for the section of the Connector between the Reedy River and the I-385 interchange (approximately half of the roadway mileage), as well as construction engineering services for all of the 44 bridges of the entire project. In addition, WSA also provided design services for the facility s electronic toll collection system. Following completion of the project, the South Carolina General Assembly and the South Carolina Department of Transportation named the new 1,326-foot long bridge located at the I-385/US 276 interchange the Robert A. Bud Hubbard Memorial Bridge in honor and recognition of WSA s former Chairman, President and CEO who died suddenly in March of 1999, for his instrumental role in the planning and development of the Greenville Southern Connector project /

73 Coalfields Expressway Wise, Dickenson & Buchanan Counties, VA Location Study and Environmental Impact Statement project experience The Project: Environmental Impact Statement for a 60 mile highway on new alignment. Client: Virginia Department of Transportation Description: The Coalfields Expressway is a proposed four lane limited access facility on new alignment, that would extend approximately 60 miles from Pound, Virginia, to the West Virginia state line near Slate. The proposed roadway is located in the Appalachian Mountains, in an area with an economy heavily dependent on coal mining. As a result of previous mining activities, much of the local natural environment has been disturbed. Breaks Interstate Park, near the proposed Coalfields Expressway A series of project alternatives were investigated and evaluated, including the no-build alternative, the upgrading of existing facilities alternative, the mass transit alternative, the transportation systems management alternative, and the build alternative. Within the build alternative, several alignment and corridor alternates were developed. The major products of this study included Draft and Final Environmental Impact Statements (EIS). Other project deliverables included technical reports on air quality, noise, aquatic resources, threatened and endangered species, cultural resources, and hazardous materials. The project presented a unique challenge with respect to development of the Purpose and Need. Lochner used its expertise in NEPA s implementing regulations and guidance to craft a Purpose and Need based largely on regional economic development needs and legislative directives. Bull Creek Following approval of the FEIS, design modifications were proposed for a portion of the project roadway, and Lochner was asked to prepare a reevalutation of the FEIS, incorporating these design changes. During the reevaluation process, Lochner was instrumental in helping develop the compensatory mitigation plan for both stream and wetland impacts. Given the prior environmental damage in the area, finding streams where compensation could occur was extremely difficult, and Lochner had to come up with innovative methods of providing the necessary compensation. CONSULTING ENGINEERS AND PLANNERS

74 Southeastern Parkway & Greenbelt Chesapeake, Virginia Beach, VA Location Study and Environmental Impact Statement project experience The Project: Environmental Impact Statement (EIS) and Toll Feasibility Study for the Southeastern Parkway and Greenbelt Client: Virginia Department of Transportation Description: The Southeastern Parkway and Greenbelt is proposed to be a multi-lane, divided, controlled-access highway on new alignment. It would extend over 21 miles east and northeast from the Oak Grove Connector (I-464) at Battlefield Blvd. in the City of Chesapeake to the Virginia Beach Expressway (I-264) in Virginia Beach. Candidate Build Alternatives around Stumpy Lake The project is located in the Hampton Roads metropolitan area (one of the fastest developing areas of the state), adjacent to Oceana Naval Air Station, the North Landing River Natural Area Preserve, Stumpy Lake, and Gum Swamp. Several NEPA environmental studies have been completed for the project since it was initially proposed in 1987, but no Record of Decision has been issued. Environmental agency concerns, local government political changes, and complex wetland and natural habitat mitigation requirements have all contributed to the difficulty and controversy associated with siting a highway through this area. This project has required coordination with not only state and federal resource agencies, but also with two cities, and the U.S. Navy. Lochner has prepared the Draft EIS (DEIS), which compared a range of alternatives including no-build, transportation system management strategies, mass transit, improvements to existing facilities, and new alignment. The Final EIS will study the preferred alternative in greater detail and will provide a detailed mitigation plan. The five build alternatives are composed of eleven separate corridor segments, each 300 wide. In addition to preparing the DEIS, Lochner led four other consulting firms in the preparation of supporting technical reports and memoranda addressing traffic, natural resources (wetland delineations and compensation, HEP, water quality), air quality, Stumpy Lake, a local church, a local road noise and cultural resources issues. A Toll Feasibility Study is also being prepared to assess the impacts associated with a toll facility, including potential physical impacts where, toll booths would be considered on the mainline and at the interchange systems. Impacts related to the difference in traffic volumes on a tolled facility versus a non-tolled facility and the noise impacts of each are also being addressed. Lochner also facilitated study team and the federal agency partnering process, and played a major role in the public involvement process. CONSULTING ENGINEERS AND PLANNERS

75 US 50 Loudoun and Fauquier, Virginia Traffic Calming Study; Context Sensitive Solutions project experience The Project: Traffic calming measures along US 50. Client: Virginia Department of Transportation Description: This project has involved developing context-sensitive designs for approximately 20 miles of rural highway along Route 50 in Loudoun and Fauquier Counties, beginning west of Paris and going eastward to Lenah. As you travel west along US 50, the landscape changes dramatically from the intense residential and commercial developments of the Washington metropolitan area to the rural and agricultural settings of Loudoun and Fauquier Counties. Within this rural setting, there are three historic communities along Route 50 Aldie, Middleburg, and Upperville. These communities, in concert with VDOT, hired Lochner to perform a study to determine effective traffic calming measures that would maintain the rural atmosphere and historic character of US 50. This study involved evaluation of many traffic calming measures, including changing the visual perception of the roadway. An example of this measure is to plant a tree canopy and hide safety guardrails with landscaping. This would result in the roadway appearing more visually constrained thus slowing traffic while fulfilling safety Traffic calming measures were undertaken in order to maintain the rural setting and historic character of US 50 and dissuade cut-through commuter traffic. requirements. Additional study measures included more traditional physical improvements such as traffic circles, roundabouts, raised pedestrian crossings, and chicanes. In addition to the traffic calming features of the project, context sensitive design concepts are being incorporated into the design plans to maintain the historic character of the area. Some of the traffic calming measures studied include changing the visual perception of the roadway. Route 50 CONSULTING ENGINEERS AND PLANNERS

76 Volvo/Lynnhaven Parkway Chesapeake/Virginia Beach, Virginia Location Study and Final Design project experience The Project: Turn key services for improvements to Volvo/Lynnhaven Parkways in the cities of Chesapeake and Virginia Beach, respectively. Client: Virginia Department of Transportation Description: The project involved performing traffic analyses, noise studies, and environmental analyses; preparing NEPA documents and noise barrier and acoustic designs; and providing preliminary engineering and complete right-ofway and roadway construction documents for widening Volvo and Lynnhaven Parkways from 2 to 4 lanes. This project was developed to improve and connect the Current conditions. discontinuous Volvo and Lynnhaven Parkways in the cities of Chesapeake and Virginia Beach, respectively. The western project terminus is Kempsville Road (Route 190) in the City of Chesapeake and the eastern terminus is at the existing intersection of Lynnhaven Parkway at Indian River Road (Route 605) in Virginia Beach. The total project length is approximately four miles. Turnkey services were provided including traffic forecasting and analysis, preliminary engineering, and environmental impact assessment and NEPA documentation. The products of this study include: technical reports in the areas of Traffic, Preliminary Engineering, Air Quality, Noise & Acoustic Studies, Noise Barrier Design, and Cultural Resources; Draft and Final Environmental Assessments including Section 4(f) and Section 106 statements; and conducting the Public Information Program. Project challenges included tying into 43 cross streets, providing adequate sight distance and right of way for 27 noise walls, and providing a safe fourlane typical section in 80-foot proffered right-ofway while taking no protected parkland, requiring no residential relocations, and allowing room for feasible noise walls. Rendering of proposed improvements & noise wall CONSULTING ENGINEERS AND PLANNERS

77 Mon/Fayette Expressway and Southern Beltway Under Systemwide Open-End Management Contract Fayette, Washington & Allegheny Counties Under this contract, McCormick Taylor's team of highly qualified environmental, engineering and public involvement professionals provides all the necessary professional services to guide and assist the PA Turnpike Commission (PTC) and its consultants in conducting preliminary design, environmental analyses, public involvement and agency coordination in the development of seven major transportation projects. The contract has involved tracking and monitoring the four Mon/Fayette Expressway and three Southern Beltway Projects through the complex analysis, documentation and decisionmaking process required under the National Environmental Policy Act (NEPA) and its implementing regulations. Two of the four Mon/Fayette Projects were fast tracked, receiving Records of Decision in under two years. project summary Client: Pennsylvania Turnpike Commission Contact: Frank Kempf Jr, P.E Construction Cost: $4 billion Management Consultation Public Outreach As part of this contract, our team has: provided guidance for development of logical termini that allowed the projects to proceed independently; monitored and tracked hundreds of items at weekly status meetings; developed and monitored detailed schedules for each project; reviewed all environmental documents including technical reports, as well as, the Environmental Impact Statements (EIS) and Section 4(f) Evaluations; prepared briefing papers, agendas and minutes of high level meetings with top management and elected officials; helped to resolve public controversy; assisted in the development and completion of Congestion Management Studies and Major Investment Studies; and prepared Administrative Record files. Mon/Fayette Transportation Projects All four of the Mon/Fayette Projects have received Records of Decision. The I-68 to Uniontown and I-70 to PA Route 51 Projects are constructed and open to traffic. The Uniontown to Brownsville and PA Route 51 to I-376 Projects are currently in Final Design. McCormick Taylor is working closely with the PTC to provide management assistance and public outreach services, including running a public Project Office, during final design of the PA Route 51 to I-376 Project. Southern Beltway Projects The PA 60 to U.S. 22 Project has received a Record of Decision and is currently under construction. The remaining two Southern Beltway Projects are still in the environmental decision-making process. The DEIS for the U.S. 22 to I-79 Project was circulated in December Comments are being addressed and the FEIS is being prepared. The DEIS for the I-79 to Mon/Fayette Project has been drafted and is expected to be made available for review and comment in late McCormick Taylor is working closely with the PTC, PennDOT and FHWA to facilitate the environmental decision-making for these projects.

78 Mon/Fayette Transportation Projects Educational Outreach Program Real World Connections Real World Connections is an educational package designed by McCormick Taylor public involvement specialists that captures the importance of the Pennsylvania Turnpike and its impacts on our past and future way of travel in a fun and informative manner. The program was designed to put students, teachers and the general public in the driver's seat to get to know the Pennsylvania Turnpike Commission (PTC), explore the history of America's First Superhighway and to discover how the PTC plans, studies, designs and builds highways. The package provides educators with an interactive CD-Rom, lesson plans, a VHS containing the history of the PA Turnpike, a Pennsylvania Turnpike history book and the opportunity for classroom visits by any member of the project team. The CD-Rom (which provides the majority of the information) was broken into three sections. The CD-Rom also includes a "help" section which assists the user in navigating through the CD-Rom, a "resource" section that includes links to other transportation related websites, a glossary, list of acronyms and a photo library. In order to assist the project team with evaluating the program, the "exit" section of the CD-Rom has a short survey to assist in measuring the effectiveness of the CD-Rom. project summary Client: Pennsylvania Turnpike Commission Contact: Tom Fox Construction Cost: $4 billion Public Outreach Services Throughout the CD, the program was graphically enhanced to present technical information in a more user-friendly fashion, including vibrant colors, color-coded sections to assist the user with navigation throughout the CD, sound effects to work in conjunction with the graphics and user interaction with various sections of the CD- Rom, such as the timeline in the Chronology of America's First Superhighway section. In support of the goals outlined in the PTC's Strategic Plan, the mission of the Mon/Fayette Educational Outreach Program is to raise student and public awareness of the PTC and the Mon/Fayette Transportation Projects. To meet its goal of awareness and understanding, the PTC has presented and provided the program tools to numerous school districts, local colleges, and other community organizations. The Mon/Fayette Educational Outreach Program was undertaken as part of a multi-million dollar PTC transportation project - the Mon/Fayette Expressway. The development of the program began in Spring 2001 and was completed in the Summer of The program began the implementation phase and evaluation phase in the Summer of The development team is now expanding the implementation of the program to the Girl Scouts of America and to private and Catholic schools in the project area. Mon/Fayette Educational Outreach Program has received several awards: PPA s Planning Award for Public Education (2004); International Association of Business Communicators Golden Triangle Honor Award (2003); and Public Relations Society of America s Renaissance Award for New Media (2003).

79 Florida Turnpike Highway Asset Management Florida s Turnpike Mainline (MP to MP 309.0) Seminole Expressway (17.6 Miles) Beeline Expressway (8.4 Miles) East West Expressway (1.7 Miles) Southern Connector Extension (6.2 Miles) Western Belt way (10 Miles) Client: Florida Department of Transportation, Florida s Turnpike Enterprise Contact : Paul Wai, Project Manager, Florida s Turnpike Enterprise, (407) Cost: $35,900, VMS, Inc. is responsible for fence-to-fence assets comprised of Roadway Maintenance Services including Asphalt and Base Repair: road surface, paved shoulders, edge widening and turnouts; Roadside Maintenance Activities including Unpaved Shoulder and Slope Repair; Traffic Services Maintenance Activities including Pavement Markings, Symbols and Raised Markers (RPMs), Guardrail, Attenuators, Signs (including the various facility signs), Delineators and Lighting; Drainage Maintenance Activities including Drainage Repair, Roadside and Outfall Ditches, Curb Inlets, Catch Basins and Miscellaneous Drains; Vegetation and Aesthetics activities include Turf Management, Tree Trimming and Removal, Graffiti Removal and Litter Removal. Project Description: Routine maintenance activities associated with Roadway, Structures, Drainage, Roadside, Vegetation and Aesthetics, Traffic Services, Incident Management and Roadway components associated with the toll plazas. These roadways and additional off systems consist of approximately 140 centerline miles.

80 Miami-Dade Expressway (MDX) Operations and Maintenance Management Program for MDX Roadways and Facilities Miami-Dade, Florida Client: Miami-Dade Expressway Authority (MDX) Contact : Alfred Lurigados, P.E., Project Manager, MDX, (305) Cost: $9,200, VMS is operating and maintaining more than 170 lane miles of expressways and the associated facilities in the Greater Miami area on S.R. 836, 874, 878, 112 and 924 under an asset management contract with the Miami-Dade Expressway Authority (MDX). The contract includes fence-to-fence routine and preventive maintenance of roadway assets, including landscaping, as well as maintenance and repair of toll facilities and the administrative building. VMS is also responsible for bridge inspection and incident/emergency response including hurricanes. Project Description: Provide an operations and maintenance management program for the MDX Expressway System comprised of State Road (SR) 112, SR 836, SR 874, SR 878 and SR 924 in Miami-Dade County (the "MDX System"), its related toll facilities and the MDX Headquarters Administration Headquarters located at 3790 N. W. 21U Street, Miami, Florida.

81 Orlando-Orange County Expressway Authority (OOCEA) Orlando & Orange County Florida Client: Orlando-Orange County Expressway Authority (OOCEA) Contact : Rod Stroupe, OOCEA, (407) Cost: $10,300, Key work items include maintenance of toll facilities, bridges, pavement, roadside, drainage, traffic services, vegetation and aesthetics and emergency response services. Project Description: VMS provides routine and periodic preventive maintenance services for the OOCEA on its S.R. 429 outside Orlando, a 12.7-mile toll road. In January 2003, OOCEA expanded the VMS contract by the addition of the 429 s Part C section.

82 Anton Anderson Memorial Tunnel Whittier, Alaska Client: Alaska Department of Transportation and Public Facilities (AKDOT&PF) Contact : Gordon Burton, AKDOT&PF, (907) Cost: $16,600, The services performed for the AKDOT&PF include toll collection and administration, bidirectional train/ vehicle passage control, computer controlled system and vehicle management and all maintenance operations for railway/roadway systems, to include maintaining, programming, calibrating, repair and installation of SCADA communication loops to include fiber optics, PLC s, digital and analog telephony and HVAC environmental control systems. Additional responsibilities include repair of industrial mechanical and electrical equipment to include diesel powered stationary and mobile heavy equipment, all site fire fighting apparatus, emergency power, electrical distribution and tunnel ventilation equipment. Project Description: Operation and maintenance of the 2.6-mile Anton Anderson Memorial Tunnel, a combination train and vehicle tunnel near Anchorage, Alaska. Services performed include toll collection and administration, train/vehicle passage control, CCTV monitoring, computer control system monitoring and all maintenance operations for railway/roadway systems, including snow removal at tunnel entrances. Initial emergency fire/rescue and EMT responses are also performed.













95 (Free translation from the original in Spanish. In the event of a discrepancy, the Spanish version prevails) AUDITORS REPORT ON CONSOLIDATED ANNUAL FINANCIAL STATEMENTS To the Shareholders of ITINERE INFRAESTRUCTURAS, S.A. 1. We have audited the consolidated annual financial statements of ITINERE INFRAESTRUCTURAS, S.A. and its subsidiaries, which consist of the consolidated balance sheet at December 31, 2004, the consolidated statement of income and the consolidated notes thereto for the year then ended, the preparation of which is the responsibility of the parent Company s Directors. Our responsibility is to express an opinion on the aforementioned consolidated annual financial statements taken as a whole, based upon work performed in accordance with auditing standards generally accepted in Spain, which require the examination, through the performance of selective tests, of the evidence supporting the consolidated annual financial statements, and the evaluation of their presentation, of the accounting principles applied, and of the estimates made. Our work did not include the audit of the 2004 annual financial statements of several subsidiaries whose assets and results represent 3,775 and -5 million euros, respectively, of the related consolidated figures at December 31, The annual financial statements of these companies were audited by other auditors and, therefore, our opinion expressed in this auditors report on the consolidated annual financial statements of ITINERE INFRAESTRUCTURAS, S.A. and its subsidiaries is based solely, as related to the interest in these subsidiaries, on the auditors reports of other auditors. A detail of these companies and their respective auditors is offered in Note In accordance with commercial law, the directors of the parent Company present, for purposes of comparison against each one of the line-items of the consolidated balance sheet and statement of income, apart from the fiscal year 2004 figures, those relating to the previous fiscal year. Our opinion refers exclusively to the fiscal year 2004 consolidated annual financial statements. On March 15, 2004, we issued our auditors report on the fiscal year 2003 consolidated annual financial statements, in which we expressed an unqualified opinion. 3. In our opinion, based on our audit and on auditors reports of the other auditors, the accompanying 2004 consolidated annual financial statements give a true and fair view, in all material respects, of the consolidated net equity and financial position of ITINERE INFRAESTRUCTURAS, S.A. and its subsidiaries at December 31, 2004 and the results of its operations for the year then ended, and contain the required information necessary for their adequate interpretation and understanding, in conformity with Spanish generally accepted accounting principles, which maintain uniformity with those applied in the previous fiscal year.

96 4. The accompanying consolidated management report for the year ending December 31, 2004 contains such explanations as the directors consider appropriate concerning the situation of ITINERE INFRAESTRUCTURAS, S.A. and its subsidiaries, the evolution of its business and other matters, and is not an integral part of the consolidated annual financial statements. We have checked that the accounting information included in the report mentioned above agrees with the consolidated annual financial statements for the year ending December 31, Our work as auditors is limited to verifying the consolidated management report in accordance with the scope mentioned in this paragraph, and does not include the review of information other than that obtained from the accounting records of ITINERE INFRAESTRUCTURAS, S.A. and its subsidiaries. March 9, 2005

97 Annual Report CONSOLIDATED BALANCE SHEETS AT 31 DECEMBER 2003 AND 2004 Thousands of Euros ASSETS Fiscal Year 2004 Fiscal Year 2003 FIXED ASSETS Start-up costs (Note 5) Intangible fixed assets (Note 6) Research and development expenses Concessions, patents, trademarks and similar Transfer fees Computer software Rights to leased assets Depreciation and Amortization Tangible fixed assets (Note 7) Land and buildings Technical installations and machinery Other installations, equipment and furniture Investment in motorways and other toll roads Investment in motorways and other toll roads under construction Advances and tangible assets in progress Other fixed assets Depreciation and Amortization Financial investments (Note 8) Companies carried by the equity method Loans to companies carried by the equity method Loans to group companies Long-term securities portfolio Other loans Long-term deposits and guarantees 5,178,643 4,170,919 1, , ,440 1,223 4,662,890 4,107,232 18,863 6,925 18,005 14,107 6,101 5,279 4,695,959 4,155,090 87,142 46, ,949 5,254 4, , , ,819 62,628 83,952 39,510 1, ,738 22, , GOODWILL IN CONSOLIDATION (Note 9) From companies carried by the equity method DEFERRED CHARGES (Note 11) Expenses for formalization of debts Deferred interest expense on motorway financing CURRENT ASSETS Inventories Accounts receivable Customers for sales and services Group companies, receivable (Note 23) Companies carried by the equity method, receivable (Note 23) Miscellaneous, receivable (Note 12) Personnel Tax Accounts, receivable (Note 13) Provisions Short-term financial investments (Note 14) Short-term securities portfolio Other Loans Short-term deposits and guarantees Cash and Banks Accruals and prepayments TOTAL ASSETS , ,980 61,200 41, , , , ,474 2,888 2,039 97,205 66,894 12,959 14,620 23,170 18, ,342 13, ,292 21,473 1,839 1,036 54,072 66,356 53,900 66, ,617 46,930 1,497 2,255 5,866,017 4,803,115 The accompanying Notes 1 to 35 to the Financial Statements form an integral part of the 2004 consolidated annual financial statements.

98 Consolidated Annual Financial Report 23 Thousands of Euros LIABILITIES Fiscal Year 2004 Fiscal Year 2003 SHAREHOLDERS EQUITY (Note 15) Subscribed capital Paid-in surplus Losses from previous years Reserves at companies consolidated by global or proportional integration Reserves at companied carried by the equity method Translation differences Controlling company income or loss Consolidated income or loss Income or loss attributed to minority interests 637, , , , ,536-8, , ,671 2,038 1, , ,365 12,997 42,388 40,507 56,998 27,510 14,610 MINORITY INTERESTS (Note 16) LOSSES IN CONSOLIDATION From companies consolidated by global or proportional integration DEFERRED INCOME (Note 17) Capital grants Other deferred income PROVISIONS FOR CONTINGENCIES AND EXPENSES (Note 18) Provision for tax Other provisions Reversion fund LONG-TERM ACCOUNTS PAYABLE Bond issues and other marketable securities (Note 19) Non-convertible bonds Other debts represented by marketable securities Due to banks (Note 20) Due to group and affiliate companies (Note 23) Due to companies carried by the equity method Other accounts payable Other Long-term debts (Note 21) Long-term guarantees and deposits Capital calls pending (Note 23) SHORT-TERM ACCOUNTS PAYABLE Bond issues and other marketable securities (Note 19) Non-convertible bonds Other debts represented by marketable securities Interest on bonds and other securities Due to banks (Note 20) Loans and other debt Interest Accounts payable to group and affiliate companies, short-term Trade accounts Advances received for orders Accounts payable for purchases or services Notes payable Other non-trade accounts payable Tax accounts payable (Note 13) Notes payable Other accounts payable Remuneration pending payment Short-term guarantees and deposits TOTAL SHAREHOLDERS EQUITY AND LIABILITIES 4,803, , ,486 1,115-1, ,523 80, ,409 77,759 35,114 2, , , , ,695 3,471,999 2,621,198 1,219, ,938 1,219, , ,869 1,643,572 1,509, , , , , ,030 2,127 1,716 10, , , , , , ,000 3,563 2, , , , ,141 5,644 11,713 56, ,423 15,097 34, ,795 32,793 2,191 2,107 58,761 81,685 19,939 44, ,108 37,734 34, , ,866,017 4,803,115 The accompanying Notes 1 to 35 to the Financial Statements form an integral part of the 2004 consolidated annual financial statements.

99 Annual Report CONSOLIDATED STATEMENTS OF INCOME AS AT 31 DECEMBER 2004 AND 2003 Thousands of Euros EXPENSES Fiscal Year 2004 Fiscal Year 2003 Provisions Personnel expenses Wages, salaries and similar Employee welfare charges Allocation for depreciation of fixed assets Variation in operating provisions Other operating expenses Outside services Taxes Other current management expenses Reversion fund provision (Note 18.c) 1,338 50,235 36,838 17,713 28,855 13,941 7,983 3,772 42,449 24, ,499 40,209 50,118 20,069 4,953 1,701 6,764 1,478 39,664 16,961 TOTAL OPERATING EXPENSES OPERATING INCOME Interest and similar expenses (Note 26) Interest expenses Group companies (Note 26) Application deferred interest expense motorway financing (Note 11) Losses in translation TOTAL INTEREST EXPENSES FINANCIAL INCOME Share in losses of companies carried by the equity method (Note 8.a) Amortization of goodwill in consolidation ORDINARY REVENUE Variation in provision for intangible and tangible asset and portfolio Losses from intangible and tangible asset and portfolio Losses on disposals of stakes in companies carried by the equity method (Note 9) Extraordinary expenses (Note 27) Expenses and losses from previous years (Note 28) TOTAL EXTRAORDINARY EXPENSES FINANCIAL INCOME CONSOLIDATED INCOME BEFORE TAX Corporate Income Tax (Note 22) Corporate Income Tax from previous years (Notes 22 and 28) INCOME FOR THE YEAR Income attributed to minorities (Note 16) INCOME FOR THE YEAR ATTRIBUTED TO CONTROLLING COMPANY 182, , ,701 74, ,844 47,252 7,368 2,305 49, , ,872 89, , ,449 69, , , , ,066 2,851 60,515 72,802 17,496 15,804 2,512-40,507 56,998 27,510 14,610 12,997 42,388 The accompanying Notes 1 to 35 to the Financial Statements s an integral part of the 2004 consolidated annual financial statements.

100 Consolidated Annual Financial Report 25 Thousands of Euros INCOME Fiscal Year 2004 Fiscal Year 2003 Net revenues (Note 24) Work performed by company on fixed assets 322, ,943 21,624 46,314 Other operating revenues 3,364 1,919 TOTAL OPERATING REVENUES OPERATING LOSSES Revenues from other marketable securities and loans of fixed assets Other interest and similar revenues Gains in translation Net interest expense attributed to investment (Note 7) TOTAL FINANCIAL REVENUES FINANCIAL LOSS Share in income from companies carried by the equity method 347, , , ,285 4,343 4,117 79,724 3,681-11,380 84, ,492 4, ORDINARY LOSSES Income from the disposal of intangible and tangible assets and portfolio Capital grants transferred to results for the year Extraordinary revenues (Note 29) Revenues and income from previous years (Note 30) , ,019 2,354 4, TOTAL EXTRAORDINARY REVENUES EXTRAORDINARY LOSSES 11,397 2, The accompanying Notes 1 to 35 to the Financial Statements form an integral part of the 2004 consolidated annual financial statements.



103 Consolidated Annual Financial Statements Consolidated Balance Sheets as of 31 December Annual Report Thousands of euros ASSETS Note Business year 2005 Business year 2004 NON-CURRENT ASSETS Intangible assets Contracting projects Tangible assets Non-current financial assets Goodwill in consolidation Deferred tax CURRENT ASSETS Inventories Accounts receivable Other current financial assets Cash and cash equivalents Other current assets ,162,786 36,423 4,194,103 36, ,043 13, , ,409 3, , ,586 3,566 4,555, ,751,014 31, , , ,607 2,888 97,205 4,636 64,053 1,825 TOTAL ASSETS 5,354,195 4,726,433 Notes 1 to 30 of the accompanying Notes to the Financial Statements and Annex 1 form an integral part of the consolidated financial statements for 2005.

104 Consolidated Annual Financial Statements and 2004 Thousands of euros NET WORTH AND LIABILITIES Note Business year 2005 Business year 2004 NET WORTH CONTROLLING COMPANY NET WORTH Share capital Additional paid-in capital Controlling company reserves Reserve for IFRS adjustments Translation differences Controlling company losses and gains MINORITY SHAREHOLDERS' NET WORTH NON-CURRENT LIABILITIES Deferred revenues Long-term accounts payable Issuance of bonds and other marketable securities Due to banks Financial instruments at fair value Due to group companies and associates Other acounts payable Shareholders' debt Deferred tax , , , ,536 14, ,427 14,511 47,983 77,594 4,566, ,065 3,938,325 1,260,341 2,067,204 64, ,418 74, , , , , ,536 8,988 88,634 20,422 56, ,199 3,794, ,334 3,207,427 1,181,541 1,620,957 51, ,984 44,162 10, , Annual Report CURRENT LIABILITIES Issuance of bonds and other marketable securities Due to banks Due to group companies and associates Due to equity-accounted companies Trade accounts payable Other non-trade accounts payable 412, , , , , , ,921 56, ,531-19,493 15,097 61,366 59,089 TOTAL NET WORTH AND LIABILITIES 5,354,195 4,726,433 Notes 1 to 30 of the accompanying Notes to the Financial Statements and Annex 1 form an integral part of the consolidated financial statements for 2005.

105 Consolidated Annual Financial Statements Consolidated Statements of Income as of 31 December 28 Thousands of euros STATEMENT OF INCOME Note Business year 2005 Business year 2004 Net revenues Work on fixed assets performed by the company Other operating revenues Capital grants transferred to income for the year Other revenues TOTAL OPERATING REVENUES ,955 12,415 5,167 20,610 1, , ,787 21, ,840 9, ,957 Annual Report Procurements Personnel expenses Wages, salaries and similar expenses Social charges Allocations to fixed asset depreciation and amortization Variation in operating provisions Other operating expenses External services Levies Other current management expenses Other losses TOTAL OPERATING EXPENSES 16,557 1,338 42,231 36,696 33,160 28,713 9,071 7, , , ,286 61,866 36,566 50,118 8,182 4,953 10,538 6,795 1,367 6, , ,250 OPERATING INCOME 141, ,707 Revenues from capital holdings Revenues from other marketable securities and loans of fixed assets Other interest and similar revenues Net financial expenses attributed to investment Foreign exchange gains TOTAL FINANCIAL REVENUES 1-2,784 2,297 22,047 1, ,378 3,681 25,055 4,117 76,265 11,380 Financial expenses and similar costs Variation in provisions for financial investments Variation in provisions for tangible and intangible assets and portfolio TOTAL FINANCIAL EXPENSES 248, , , , ,920 Notes 1 to 30 of the accompanying Notes to the Financial Statements and Annex 1 form an integral part of the consolidated financial statements for 2005.

106 Consolidated Annual Financial Statements 2005 and 2004 Thousands of euros STATEMENT OF INCOME Note Business year 2005 Business year 2004 FINANCIAL RESULT 8 172, , Result from equity-accounted companies Result from asset disposals 14,504 9, CONSOLIDATED INCOME/LOSS BEFORE TAX 44,468 45,905 Corporate income tax CONSOLIDATED INCOME/LOSS FOR THE YEAR Income/Loss attributed to minorities INCOME/LOSS ATTRIBUTED TO THE CONTROLLING COMPANY Basic earnings per share (euros) Diluted earnings per share (euros) 21 10,483 5,094 33,985 40,811 13,998 16,058 47,983 56, Annual Report Notes 1 to 30 of the accompanying Notes to the Financial Statements and Annex 1 form an integral part of the consolidated financial statements for 2005.

107 Consolidated Annual Financial Statements Cash Flow Statement 30 Operating Income Allocation to fixed asset depreciation and amortization Annual Report Variation in operating provisions Dividends received from subsidiaries Interest received Interest paid Other results Corporate income tax Cash Flow from Operations Customers and other accounts receivable Inventories Trade accounts payable Other current assets and liabilities Variation in Net Working Capital Thousands of euros , , , , ,264 11, , , ,483 5, ,180 89,295 13,999 30, ,396 19,898 35, ,316 45, ,780 Net Cash Flow from Operating Activities Investment in tangible and intangible assets Investment in contracting projects Investment in financial assets Disposals of tangible and intangible assets Divestments of contracting projects Divestments of financial assets 79, ,485 44,665 16, , , , , ,362 1, ,678 66,883 Net Cash Flow from Investment Activities 951,680 1,283,666 Long-term financial debt Short-term financial debt Reduction in financial debt Variation in Financial Debt 2,579, , , ,846 2,223, , , ,149 Other Sources of Financing Other Sources of Financing 264,170 1,126, ,170 1,126,988 Net Cash Flows from Financing Activities 876,459 1,456,137 VARIATION IN CASH AND CASH EQUIVALENTS 4,533 49,014 Balance at the beginning of the period Balance at the end of the period 64, ,067 68,586 64,053 Notes 1 to 30 of the accompanying Notes to the Financial Statements and Annex 1 form an integral part of the consolidated financial statements for 2005.

108 Consolidated Annual Financial Statements Statements of Changes in Net Worth Business years 2004 and 2005 Balance at Distribution 2005 Rights Forex Other Other Balance at Thousands of euros 31/12/04 of income income issues effect adjust. additions 31/12/05 Share capital Additional paid-in capital Other reserves Consolidation reserves Translation differences Income/Loss for the year Controlling Company Net Worth Minority Shareholders' Net Worth Net Worth 140, , , ,536 8,988 5, ,238 88,634 51, ,307 6,158 13, ,427 20, , ,511 56,869 56,869 47, , ,096-47,983-39,240 6,106 13, , , , ,435-77, ,295-47,983-46, ,329 13, , Annual Report Balance at Distribution 2004 Rights Forex Other Other Balance at Thousands of euros 01/01/04 of income income issues effect adjust. additions 31/12/04 Share capital Additional paid-in capital Reserva por ajustes NIIF Other reserves Consolidation reserves Translation differences Income/Loss for the year 116, , , ,919 42,388 51, ,869 24, , ,554 20, , , ,536 8,988-88,634 20,422 56,869 Controlling Company Net Worth 4,039-56, , , ,096 Minority Shareholders' Net Worth 411, , , ,199 Net Worth 415,839-56, ,858 2, , ,295


110 PREVENTION POLICIES OF SACYR VALLEHERMOSO GROUP SACYR VALLEHERMOSO GROUP operates in different business areas, such as the construction, services, concessions and real estate sectors, among others, so that the Group is involved in many different types of activities, as a result of its involvement in the said areas. SACYR VALLEHERMOSO GROUP is driven towards the implementation of a series of measures required to avoid risks that could appear during the development of the said activities, which includes the elimination of risks that could be avoided and the establishment of prevention and protection measures needed to protect the safety and health of its workers. Therefore, the said objective is vital in all activities carried out by the company, from the planning stage to the final execution. During the work planning activities, we must optimise the levels of safety, in addition to analysing the method to carry out the tasks as efficiently and swiftly as possible. Safety must come hand in hand with all activities and it must be understood as an intrinsic characteristic of all activities, and it is thus included in the definition and procedures required to carry out the said tasks. Therefore, SACYR VALLEHERMOSO GROUP has set all its efforts on a series of INTEGRATED SAFETY practices, establishing an Occupational Hazard Prevention policy with the purpose of promoting the improvement of the work conditions and the level of protection, safety and health of its workers. To achieve this objective, we must understand our obligations and responsibilities, as well as the method require to face them, constantly looking for the way to continuously improve preventive actions, taking into account that this can only be achieved by means of the implementation of the adequate training practices, participation of the personnel and notification of all information required, at all levels of the organisation. All in all, SACYR VALLEHERMOSO GROUP guarantees the development of the following actions, channelled through the Company and its Occupational Hazard Prevention Policies: - Establish training practices as one of the main objectives at all levels, as regards Prevention activities, in order to ensure that everyone knows and assumes the Prevention Policies. - Keep an updated and operational file of Prevention Plans for all work centres, in order to achieve the continuous improvement of the Management System implemented. - Analyse potential risk situations and accidents occurred, not assuming them as part of the work but rather through the analysis that will produce the corrective actions that must be known by everyone and put into practice to eliminate or reduce accidents to the minimum, as required to achieve the safest working conditions. - Achieve the integration of collaborating subcontractors and suppliers with the common commitment of the improvement of safety at work. - Keep an updated file of this Manual and associated Procedures. The Management areas of SACYR VALLEHERMOSO GROUP understand that the prevention of occupational hazards is required to achieve the optimum levels of safety at work, and thus it must originate from the team of professionals working in the Company. Therefore, the Group encourages all personnel to understand and integrate the aforesaid directives into their work. Madrid, 1 st of March 2006 Signed: Luis del Rivero Asensio President


112 PREVENTION SERVICE PREVENTIVE ORGANISATION INDEX 1. Purpose of this document. 2. Legal framework. 3. Organisation of Prevention Practices in Sacyr Vallehermoso Group. 3.1 Joint Prevention Service. 3.2 Scope. 3.3 Structure. 3.4 External prevention services. 4. Internal organisation of the Prevention Service. 2 of 14

113 PREVENTION SERVICE PREVENTIVE ORGANISATION 1. PURPOSE. The purpose is to establish the Preventive Organisation practices of Sacyr Vallehermoso Group S.A., as stipulated in Chapter III of Royal Decree 39/1997, of the 17 th of January, in approval of the Regulation of Prevention Services. Likewise, the purpose is to integrate the prevention practices into all hierarchic levels of the company, involving the said levels in the obligation to include Occupational Hazard and Risk Prevention practices in all activities carried out, as well as all decisions adopted, in compliance with Article 1 of the Regulation of Prevention Services. 2. LEGAL FRAMEWORK. The incorporation of Spain to the European Union brought about the need to harmonise a series of prevention policies which had been implemented in Spanish companies until now and which were also being applied by EU member countries. Said policies are characterised by a strong concern on the safety and health of workers. The legal framework of the EU as regards occupational hazard prevention practices is stipulated in Directive 89/391/EC, which is known as framework Directive, of which Act 31/1995, of the 8 th of November, on the Occupational Hazard Prevention (hereinafter L.P.R.L.) is a transposition to the Spanish legal framework. In this sense, the Statement of Legal Reasons of the L.P.R.L. in section number 5 defines the Prevention Services as the vital instrument required for all preventive actions. It defines the obligation to channel said actions through the following activities: o o o o Appointment of a Specific Worker. Assumption of all requirements by the entrepreneur or company. Internal Prevention Service. External Prevention Service. The regulation of the different methods of organisation, operation and control are stipulated in Royal Decree 39/1997, of the 17th of January, in approval of the Regulation of Prevention Services (hereinafter R.S.P.). 3 of 14

114 PREVENTION SERVICE PREVENTIVE ORGANISATION Thus, the current regulations (L.P.R.L. and R.S.P.), among other different obligations of the entrepreneur or company include the general obligations of Protecting the Worker (article 14/L.P.R.L.) and establishing a Prevention Service. As stipulated in article 14 of the R.S.P. the entrepreneur or company must establish an internal prevention service in the following cases: o o o The company has more than 500 workers. The company has between 250 and 500 workers and it is involved in one of the activities mentioned in Annex I. When the Labour Regulation Authorities establish this as a requirement. In addition, art. 21 stipulates the possibility of establishing a Joint Prevention Service in the case of companies within the same sector or business group. The said Joint Prevention Service will be regarded as an Internal Prevention Service of the companies that create it. Sacyr Vallehermoso Group has approximately 6000 workers in all companies of the group and it is included in the first group mentioned above, complying with these requirements and constituting a Joint Prevention Service. Sacyr Vallehermoso Group is the result of a merger between Vallehermoso S.A. and Sacyr Group, S.A., which had already created an Internal Prevention Service in January 1999, which was in turn adapted from the former Safety and Hygiene Department of Sacyr S.A. After the merger, the Internal Prevention Service of Sacyr was adapted and redefined as an organisational model for Sacyr Vallehermoso Group. The procedure for the creation of a Joint Prevention Service is as follows: Definition of the human and material resources required, specifying the specialties that integrate the service, analysing the different activities carried out by the companies of the S y V Group. Creation of protocols or other procedures that establish the activities integrated in the services, establishing objectives, procedures and responsibilities. Definition of the location of the prevention service, taking into account the geographical location of the different work centres and different activities carried out by the companies of S y V Group, in order to guarantee the suitability of the service resources to the existing risks. Definition of the preventive specialty that is not assumed by the Prevention Service, thus promoting its collaboration with an External Prevention Service. 4 of 14

115 PREVENTION SERVICE PREVENTIVE ORGANISATION 3. ORGANISATION OF PREVENTION PRACTICES IN SACYR VALLEHERMOSO GROUP. The preventive activities carried out by Sacyr Vallehermoso group are organised through a series of internal resources and other external resources, in collaboration with an External Prevention Service. Preventive organisation practices are carried out by the following areas: Joint Prevention Service. Support Structure. External Prevention Service. 3.1 Joint Prevention Service. The organisation of an Internal Prevention Service is described in article 15 of the R.S.P.; which explains that the said service must include at least two of the specialisations described in article 34: Medicine in the work environment, Safety at Work, Industrial Hygiene and Ergonomics and Applied Psycho-sociology. In the case of Sacyr Vallehermoso Group, the Joint Prevention Service has been assumed by three of the four disciplines or specialties defined in the R.S.P.: Safety at Work. Industrial Hygiene. Ergonomics and Applied Psycho-sociology. This service has an interdisciplinary character, in coordination with the different activities that compose the said service. The supervisor of the Prevention Service is Juan Pous del a Flor, Quality, Prevention, Environment and R+D+i Manager, whereas Miguel París Rodríguez is the Prevention Service Manager. The specialties assumed by the Prevention Service are carried out by certified personnel who can carry out Top and Intermediate Level functions with an exclusive dedication, as shown on Annex I: Material Resources. Computer equipment is available to each member of the Prevention Service. In addition, digital cameras are also available to assist the inspection and auditing tasks carried out in the work centres. 5 of 14

116 PREVENTION SERVICE PREVENTIVE ORGANISATION Combo equipment is also available as training equipment (TV-Video), in addition to diverse audiovisual educational materials which have been produced and developed by the company or purchased to third parties and obtained from business associations. The following measurement equipment is available: - Luxmeter. - Sound level meter. - Dose-meter. - Gas measurement devices (Explosive capacity, absence of O 2, CO, SH 2, NH 3 ). - CO 2 measurement devices. - Differential tester. - Multimeter. - Anemometer. - Sound level meter. Functions Preventive design of the work posts, identification and assessment of risks, prevention plans and training plans for workers. Proposals to the Management areas for the approval of a series of protocols that establish the objectives, procedures and authority of the Prevention Service. Draft of the memory and annual schedule of the Prevention Service. Control of accidents in the company and investigation of the said accidents. Report on serious accidents. Top level functions: a) Carrying out the risk assessment activities which require: Establishing an assessment strategy that will guarantee the results obtained, as required to obtain the information on the situation assessed, or Interpretation or non-mechanical application of assessment criteria. b) General information and training, at all levels, in each area of specialisation. c) Planning or preventive actions carried out in situations where the control or reduction of risks involves other activities that involve the intervention of other specialised personnel. 3.2 Scope. 6 of 14

117 PREVENTION SERVICE PREVENTIVE ORGANISATION The companies of Sacyr Vallehermoso Group included in the definition of the Internal and Joint Prevention Service of S y V are: S y V Holding Sacyr Construccion Vallehermoso Promoción Testa Patrimonio Itinere Concesiones Valoriza Servicios Cavosa Gesfontesta ENA Sufi Prinur Gescentasta Microtec Scrinser Valoriza Facilities Osega Cafestore 3.3 Support Structure. The support structure is composed by basic level technicians, with a part-time dedication, in each Work Centre. These persons are integrated in the production lines, with a direct impact on the production process. This structure refers to the preventive resources mentioned in Act 54/2003, when adding the art. 32 bis to the Prevention Act. Functions In the prevention area, coordinate the activities carried out in his work centre which involve the production line. Inform Work Centre Supervisors of the work conditions related to the occupational hazard prevention practices implemented in his work centre. Supervise the fulfilment of the prevention regulations, as regards the following: - Safety and Health Plan, Evaluation of Risks and Prevention Planning activities. - Training, information and feedback from workers. - Communication and information related to accidents. - Health supervision. Basic level functions: 7 of 14

118 PREVENTION SERVICE PREVENTIVE ORGANISATION a) Promotion of safe behaviour and the correct use of work and protection equipment, in addition to the promotion of the interest and cooperation of workers in preventive action activities. b) In particular, promotion of basic preventive actions, such as order, cleanliness, marking and general maintenance, including follow-up and control activities. c) Elemental risk assessment and, in specific cases, establishing preventive measures that are compatible with the level of training of workers. d) Collaboration in the assessment and control of general and specific risks of the company, with visits, answering feedback and comments, recording information and any other analogue functions required. e) Act in emergency and first aid scenarios, managing the first interventions. f) Cooperation with prevention services, whenever required. 3.4 Coordinated activities. The following are coordinated with an External Prevention Service, ASEPEYO: Medicine in the work environment (Health supervision). To determine the said Prevention Service, its implementation has been taken into account for the whole national area, since our contracts are distributed throughout the country. The coordination between the Internal and External Prevention Services will be carried out by Isidro Fernández, Job Security Analysis expert and Senior Prevention Technician, in the Ergonomics and Safety specialties, as a member of the team of the Prevention Service of Sacyr Vallehermoso. 4. Internal Organisation of the Prevention Service. Sacyr Vallehermoso Group is organised as a Holding of companies, where Sacyr Vallehermoso is the mother company, at the head of the rest of companies in the business areas where the group operates, including the different companies integrating each area. An organisational chart is included in Annex I to explain the organisation model. 8 of 14

119 PREVENTION SERVICE PREVENTIVE ORGANISATION The Management policies of the Group include the delivery of services to the different Business Areas, taking into account the organisation structure of the Group, taking advantage of the synergies of the Group. Therefore, the group has implemented a structure that is divided in areas for the Prevention Service, in order to guarantee the availability and support of the Prevention Service to the different work centres of the Company. The said structure is defined with an Area Prevention Supervisor, with the corresponding team of workers and technicians, who provide service to the different work centres of Sacyr Vallehermoso Group, regardless of the specific Business Area. Madrid, 1 st of March, 2006 Signed: Jose Manuel Naharro Castrillo HHRR, Quality, Prevention, Environment and R+D+i Manager Sacyr Vallehermoso Group ANNEX I 9 of 14