This transcript is from the Apple Valley Planning Commission meeting held on January 15, 2025. Based on the context provided and the dialogue within the meeting, I have identified the speakers, including city staff, commission members, and applicants. [0:00] [Music] [Applause] [Music] [0:53] **Planning Commission Chair:** Good evening. I call the January 15, 2025, Apple Valley Planning Commission meeting to order. First item of business is the approval of the agenda. Any changes from staff? [1:02] **Tim Benetti (Community Development Director):** Madam Chair, members of commission, good evening. We have no changes for you tonight. [1:07] **Planning Commission Chair:** Thank you. Any changes from the Commissioners? [1:10] **Commissioner Schindler:** Move approval. [1:12] **Commissioner Scanland:** Second. [1:14] **Planning Commission Chair:** That was moved by Commissioner Schindler and seconded by Commissioner Scanland. All in favor say aye. (Group: Aye). Opposed nay. Motion carries. The next item of business is the approval of the consent agenda. Consent agenda items are considered routine and will be enacted with a single motion without discussion unless a commissioner or a citizen requests to have any item separately considered. It will then be moved to the land use action items for consideration. Can I get a motion? [1:33] **Commissioner Scanland:** So moved. [1:34] **Commissioner Sandahl:** Second. [1:35] **Planning Commission Chair:** I’m sorry, moved by Commissioner Scanland, was it second by Commissioner Sandahl? Thank you. All in favor say aye. (Group: Aye). Opposed nay. Motion carries. That brings us to public hearings, and we have two tonight. I see that Mr. Benetti is going to be filling in for Alex Sharp. So our first public hearing tonight is McDonald's at Orchard Place. [2:25] **Tim Benetti:** Thank you, Madam Chair, members of commission. Sorry Alex is not able to be here tonight. He fell ill, so he's recovering hopefully at home. The "big guy" has to step in and take over. Hopefully not tell on you. Yeah, thank you. This is a request from McDonald's requesting a new facility at what they're referring to as McDonald's at Orchard Place. There's four parts of this application—there is actually five. There's a zoning of outlot from Sandy Gravel to RB Retail Business, also a new subdivision, a conditional use permit which is necessary for any Class Two restaurant with a drive-thru in an RB Zone. [3:11] **Planning Commission Chair:** I don't mean to interrupt you, but I think I have to open the hearing first, right? [3:15] **Tim Benetti:** Happy to. This is why I leave it to the experts. [3:18] **Planning Commission Chair:** We will now open the public hearing for agenda item number 4A. The Affidavit of Publication for the notice of public hearing is available for inspection in the planning department. Everyone wishing to speak at the public hearing should be sure to fill out the attendance roster, include your name and your address so that accurate records can be maintained. We will begin the procedure with a brief presentation by City staff, followed by a presentation by the petitioner of the hearing. Upon the conclusion of the presentation, City staff will be asked to comment on the proposal's conformance with pertinent regulations and policies. After that, comments will be taken from the general public. [3:53] **Tim Benetti:** Sorry. That's okay. Thank you, Madam Chair. That's a great introduction. Again, just requested tonight: the rezoning from Sandy Gravel to RB retail; a subdivision for a preliminary plat of the 2.5-acre lot into two—a 1.5 and a 1-acre lot approximately; a conditional use permit as noted for a Class Two restaurant; a setback variance of 800 feet which would allow for the Class Two restaurant to be within 1,000 feet of a residential use, which we're going to get into very quickly here. Also finally, a site plan building permit authorization for an approximate 3,800-foot McDonald's restaurant, and that would be for just Lot 2, Block 1 only. So tonight you're going to open a hearing, which you've done, receive comments, close the hearing, and usually the policy is to not take action on the item here tonight. However, I'm going to follow up with that at the end of our presentation. Your site location here is located right at the corner of 155th and Pilot Knob, the northwest corner, just south of the new HealthPartners Clinic and just to the east of the new Schaen Vet Clinic, and just to the north of the Lunds & Byerlys store to the south there. The guiding for the site is MBC—that's Mixed Business Campus. This was established by our 2040 Comp Plan, and there's no changes on that right now. It is currently SG Sand and Gravel, which is subject to that rezoning application in your package. If you've ever driven by this site, it's a pretty unremarkable site at this point. It's fairly level, fairly graded out to nothing, sitting there vacant next to the Schaen Vet and HealthPartners to the north. Our site plan tonight is—it will be slightly modified. Right now what you're seeing up on the screen is one entry point coming in off the north of Schaen Vet. It's a two-way access point, primarily funnels the traffic to the south of the site for the drive-thru service lines. As you probably have recognized, McDonald's has gone pretty much to a drive-thru or order-and-carry-out service. So there's very limited need for indoor seating at this point, but the two-lane traffic will be separated here and this is basically the escape lane around the site. So McDonald's, shown in the red or the orange, parking on the north side there. It might be a little hard to see here, but this original plan showed a what what we refer to as a "switchback design," sort of a Z-shaped design for a walkway coming off of Pilot Knob coming up in around a retaining wall to a new crosswalk. Here, we've decided that that's probably not an effective way. We don't think a lot of people are going to use that. So we're working with the design team from McDonald's to look at a possible walkway system over here. And if you look over—maybe I can pull up—you'll note that what Schaen did here was they did a serpentine-style walkway coming off at 155th here, and we feel that they might be able to do something similar here, not really necessarily serpentine, but we are going to work with them and it is part of our recommendations in our City Engineer's memo that we'll work with them on this. They also are going to move this stop bar, not here but approximately here, with a couple of these parking spots to be taken out to accommodate for any deliveries into the facility here, and also a walkway connection to the north for the future development to the north here. So I'll take a break if you need me to, or I can keep going, or I can file back to this if we need to. Utility plan: very basic—water, sewer, gas will be made available. Again, nothing from Pilot Knob or 155th; it's all coming in from the current systems that are feeding into the Schaen Vet Clinic to the north. Our landscape plan is somewhat hardy; it's got some great varieties here. It's been verified by our natural resources staff and also our planning staff that this does meet the requirements at this time. However, there might have been an error in determining the 2.5% value for the landscaping—they may have included some of the sod or ground cover. We need to verify that. We also note that if our walkway comes in over here, there might be some adjustments for that landscaping. So not a lot of major changes, but we still feel they can meet all those requirements as part of a building permit submittal. Getting back into the setback variance: as some of you may be aware, if you've been on the Planning Commission long enough, we have a requirement that a Class Two restaurant, drive-thru, fast food, whatever you want to call it, has to be at least 1,000 feet from a residential use. Right now we're showing approximately 200 feet to the next-door neighbor across the street, which is the Bowden Residential Senior Care Center, which is zoned residential, and also to the single-family zone about 230 feet from that corner. The setback variance again showing 200 feet. This is a radius image that was provided by the applicants. 227.7 feet is what we're measuring from property line to property line, which is how we measure our systems. The closest point coming off this site, as we measure all setbacks from property line to property line, is 200 feet, but the closest impact you get is to a stormwater pond for that Bowden care center to the east there. Also want to point out this image: there's a very significant berm along Pilot Knob as most of you probably are aware of or seen. Good news/bad news: in this berm, there is a major fiber optic line. And you know, the intent at first was to see if they could remove that or move it, relocate it. That's a very expensive endeavor to do that. So they decided to keep that, which works well because that berm right now will serve as an awesome screening for those neighbors. Right now you're looking sort of at a south-southwest, southeast vantage point. So by leaving that berm alone, it'll help screen the building and also the parking lot. I believe based upon what our planner Alex Sharp said, the parking lot will be about 9 feet below that berm on the other side. So 9 feet is a great screening for any headlights or any visual impacts from across the road. So we're very happy that they're keeping this berm. Whenever you deal with a variance, you know about the "practical difficulties test." And again, I think the applicants did a great job in their narrative responding to these difficulties: the special conditions, the granting will not be contrary to the intent of the chapter, the special conditions or circumstances do not result from actions of the applicant, the granting of variance will not merely serve as a convenience, and is the variance requested to alleviate the practical difficulty. I won't go into much of these, but in your packet report, I think City Planner Sharp addressed these very adequately and eloquently enough to say that you know, the berm will help mitigate that noise and headlights that you want to see on any type of request for variance of this nature. We've also indicated Pilot Knob is a very, very high-traffic roadway, much like Cedar Avenue, and that past variances have been due to traffic. Those past variances were recently just approved for, most recently, for Popeyes along Cedar and also for Chick-fil-A and other uses along Cedar. So we feel that we can apply the same type of exceptions here. The granting of variance will not be contrary to the intent of the chapter. Again, most of those single-family homes were developed across Pilot Knob when the property was an active mine. You know, there's been debate about does a mine really cause a lot of disturbance—depends on who you ask—but we feel that with the impact, the location proximity of the restaurant at its location with the berm as a screen should help alleviate those issues. Again, getting very quickly into the building elevations: you may recall some of you did see this at the sketch plan review. We had some concerns about the look and feel of this building. There was concern about the Hardy plank siding and also some images here that looked a little bit in need of a dress-up. So they came back and did some nice features here. So now they broke up the color scheme, did a different brick color. They did indicate that this brick will match very closely to the HealthPartners just to the north, which is what we encouraged them to do, so we're very happy. He also brought some massing over the windows here, vertical massing all the way up to the ceiling point. Again, this helps accentuate the side of this building that really doesn't have a lot of features to it because, again, this would be the south side in the drive-thru lane that you're going to see from 155th. So we're very happy with those plans. We feel like they did meet your requests at sketch plan review to do a little bit better, and we think they have. For tonight, we're asking you to open the public hearing as you already have, receive comments, and close the public hearing. Normally the policy of the Planning Commission is not to take action; however, if you feel that the packet or the report provides enough information for you to make a decision or recommendation, you're more than welcome to do so and pass that recommendation onto our Council. With that, I'll stand for any questions. [14:48] **Planning Commission Chair:** Nice job, Tim. Thank you. [14:51] **Tim Benetti:** You're welcome. [14:52] **Planning Commission Chair:** I had a question. I just want to know what you meant by the optic line—why they were concerned that they couldn't remove it? What would be the reason for removing it? [15:02] **Tim Benetti:** Oh, the fiber optic? Yeah, if you take it out, then you can drop the berm down. Basically, with the fiber optic line cable being buried right in that berm, it's better if it's left untouched because they're not cheap to move. Their goal at first would have been to remove the berm, but actually the berm works for a good purpose and reason. It's a great purpose. [15:27] **Planning Commission Chair:** Does anybody want any more clarification on the sidewalk area or anything? Or did you get that okay? [15:35] **Commissioner Pruitt:** Yes, thanks Chair. Director Benetti, a quick question for you on the future of the 1.1 or 1.01-acre lot. Should we approve the McDonald's, if that were to happen, if there was future interest in an RB designation or retail business in that new lot, are there any concerns with the driver access accommodation or fire access? Has that been considered should a new business go in there? [16:11] **Tim Benetti:** Commissioner Pruitt, members of the commission. At this point, we do have an idea of what's going in there, and it will be a similar drive-thru style facility but not as large as this one. Without getting into a lot of details, it will be a simplified, more of a pickup lane, not really a drive-through lane, but it's small enough that it should accommodate the proposed use. This access point on Schaen was meant to serve either one or two additional uses in this area. So it was large enough that we knew the expectation was that there was going to probably be one, at least maybe two, uses coming in here, and we're proven to be two uses. So we feel that the access point is enough. We never would have allowed any access on Pilot Knob or the County wouldn't, nor would we have allowed any access on 155th. So we feel it should work just fine. [17:09] **Commissioner Pruitt:** Okay, thank you Tim. [17:11] **Tim Benetti:** You're welcome. [17:12] **Commissioner Mahowald:** Thank you, Madam Chair. With respect to the berm, I'm just wondering: is there anything that could or would be done in connection with the landscaping plan, or is that just going to be left as is, as shown and depicted in the picture? [17:43] **Tim Benetti:** Yes, great question Commissioner Mahowald, members of the commission. So if you look at this landscape plan today, there is some landscaping that's going to be placed in on this east side of the site. This black dark line is a retaining wall that was proposed originally for the switchback walkway, but that's going away. I believe they also talked about providing for—I don't—Evan, can you help? What kind of grasses? [18:18] **Evan (Project Representative):** Madam Chair, members, commissioner, Director Benetti. Maybe I could elaborate a little on the berm itself, please. You know, we will encourage and review that updated landscaping plan. McDonald's has been great to work with from the standpoint that we feel like they've been very cooperative and invested in the pedestrian connectivity as much as the City and County are. There is a point of the berm where that becomes County right-of-way. So as we revise that landscaping plan now without the sidewalk and retaining wall, and potentially relocating some of the landscaping shown in the southwest portion of the site along the eastern side of the site, we just will keep in mind that we'll have to stay out of the right-of-way, which is where a fair chunk of that massing of the berm is. So they, I'm sure, will do their best to accommodate and plant that space evenly so it looks good for their site, because I'm sure that that's what they would like too. [19:18] **Commissioner Mahowald:** Okay, thank you. What you said was my question—because it just, when you look at the picture, it looks a little stark. And especially, I mean, I fully agree with the screening aspects of it from headlights and noise and things like that, but also having some sort of aesthetic view from across a very busy street, something to dress it up a little bit would be nice. [20:00] **Commissioner Scanland:** Madam Chair, my question... I'm going to start with Tim Cummings out of this Lund and Hoffman report on starting on page six. You know, we were just talking about the berm and screening which helps with noise, lights, and so forth, and I'm going to refer to the lower paragraph titled "Odor." The first two paragraphs—that is just basically dealing with the minimum requirements by the state, correct? [20:41] **Tim Benetti:** Correct. [20:43] **Commissioner Scanland:** And that's what they're building this McDonald's to? [20:46] **Tim Benetti:** Correct. [20:47] **Commissioner Scanland:** So they're not doing anything over and above to try to mitigate the odor that we talked about during the sketch plan? [20:55] **Tim Benetti:** Yes, Commissioner Scanland. I know that's been in my previous experience working with fast food restaurants—I know that that has been sort of a bane of some local communities, about the overwhelming smell that can produce from these fast food type restaurants. I think the new state code rules and standards on some of these new buildings of this nature—the grease hoods and everything else—I think they do probably a much better job today than they did even five or ten years ago of eliminating those odors before they escape out their vent systems. So I think they're very, very well maintained or controlled. I think there's been some anecdotal comments from some members that, you know, even the current McDonald's restaurant, you can't smell it. And you know, even when you're walking out there on even cold or even hot summer days, you really can't smell those restaurants anymore because I think just because of the new technology that went into the systems inside that prevent all those from escaping the building. So I think when they say it's a minimum, I think those minimums are probably adequate enough, but I think McDonald's does a great job in helping to eliminate those odors coming out. [22:24] **Commissioner Scanland:** My concern is, though, that we do have an ordinance there for a reason—that it's 1,000 feet. And we have direct line-of-sight to both of these residential areas, regardless if it's Pilot Knob and it's busy or not. That’s very true. And since I've been on the commission, we've been very steadfast in maintaining that. You pointed out a couple of instances where we made adjustments to that, but there was an argument there that could support it. I'm struggling right here because, at the end, we're going to be asked why we're going to vote for the variance and what is our justification, and I'm not seeing anything here that McDonald's is doing to mitigate that at all, other than you know, the fact that they're kind of late to the game in terms of the piece of property. If it was further south, we wouldn't have a discussion. But we have residential properties directly across the street from this and the ordinance is there for a reason. So I'm trying to get a hold of that and I'm struggling a bit. And then I'm going in that same paragraph, the last paragraph, last sentence where they talk about mitigating potential odor. I mean, odor is odor from cooking. And then they talk about landscaping to serve as a "natural barrier to air flow in the slow dissipate." I don't see how that applies or how they can make that argument. That's something that they can come forward tonight and talk about when they have their opportunity. [23:58] **Tim Benetti:** Commissioner Scanland and members of commission, I would welcome them to come up and address that for you. Like I said, if this was further south there wouldn't be a discussion, but there is a discussion because of the location to the residential, and I'm not seeing anything that they've done so far to mitigate that. I did ask that question specifically during the sketch plan: is there an option to do something differently to better control it? I don't see anything here. [24:43] **Planning Commission Chair:** So I'm going to interrupt there. If you look at page seven, doesn't it say "as discussed by the Planning Commission during the sketch plan review"? You see that second paragraph? So it looks like they were trying to address it. [25:01] **Commissioner Scanland:** Well, they basically said they weren't going to do anything, and I asked them to come back with an option of some way of mitigating it with the proximity to the residential area, and it appears that that hasn't been done. [25:27] **Planning Commission Chair:** So any other questions? No? Thank you. Are you done? Okay, thank you Tim. Anybody else? I would welcome the applicant. [25:52] **Eli Sanki (Kimley-Horn and Associates):** Planning Commission Chair, good evening. My name is Eli Sanki, Kimley-Horn and Associates, on behalf of McDonald's today. Today I just want to highlight some of the changes we've made since our sketch plan review. Hopefully it's next on the docket here. [26:38] **Tim Benetti:** I sent it to Alex, he was going to load it in. If you don't mind, I think Alex did have scheduled to have included a revised site plan. We don't have it for you because his computer—he locked it before he went off yesterday, so I was unable to get to it. I'm sure it's still sitting in his laptop right now. So if it's important to you or imperative that you want to see that, then we could probably delay the application. I don't have the ability to bring that up and I did not see anything in the file system. [27:18] **Planning Commission Chair:** Would there be a big change to anything? I mean, what would be the... [27:23] **Tim Benetti:** I would have them address that, and if it's significant enough for you to want to see those plans back before you to make a final decision, you have that right to. Or if you're comfortable having them work with us, we are too. We feel that this site is comfortable enough that we could work with them. [27:39] **Planning Commission Chair:** What would everybody like to see? Are you okay with what we got? Everybody continue? [27:44] **Commissioner Schindler:** Absolutely. [27:45] **Eli Sanki:** So as previously discussed, McDonald's has agreed to provide a premium brick product for this location. The commission requested that supplemental articulation along the building and each drive-thru was put in place, and that was horizontally and vertically added. Tim described it very well, so happy to answer any questions that you may have on those architectural elevations. I'll go to that picture, at least I can go to that. There's the original sketch plan and then here we go with kind of those proposed elevations. You can see the horizontal articulation—excuse me, vertical—the horizontal is a little bit harder to see. And then on the side, you did more of the brown stonework going up, right? [29:10] **Eli Sanki:** Correct, just to provide a little bit more separation and standout. And then there's also some elevated darker metal panels above the drive-thru to help induce that articulation as well. Then I'm going to go back, just want to show the aerial version here. Here we go. Just keep it here. So the 200-foot distance shared in the staff report was a reflection of property line to property line, which Tim talked about. The circle shown here is actually from the northeast corner of the building, and we thought it’d be valuable to show that the restaurant and drive-thru are over 315 feet from the nearest residential lot corner. In addition, in reference to the senior living facility with the large storm water basin located on the west side, that section of the property is inaccessible. So the practical setback for the building to that senior living facility is closer to about 420 feet, which far exceeds what was cited as separation. Site plan next, bear with me for a second. The attached plan shows the pedestrian access point that was located off of Pilot Knob, and this was really based on a recommendation from the City but does require a robust retaining wall so that's shown here in black. The height of that wall gets up to about 6 feet in certain locations and tries to buffer that about 10 feet of grade from the road up to the site. While we're willing to bear the significant hardship for this project, the City has reconsidered the proposed access from Pilot Knob. We're excited to hear this; it alleviates a substantial burden to the project. We will defer to the City's recommendation for creating a desirable connection. And then lastly, just want to talk about landscapes. In response to the concerns of headlight glare, ornamental grasses have been densely positioned along that east curve line—a little bit hard to tell here—along with some densely planted evergreen shrubs. These will reach a minimum height of 3 feet and then they can grow up to at least 5 feet tall at full maturity. We feel this will adequately shield headlight glare, and we also want to acknowledge the large topographic difference that I talked about already, with the height of that berm being about 10 feet. Then, along with the relocation of this retaining wall and sidewalk, that should free up about six additional feet and we can work with planning to get some adequate landscaping in the area too and make that more robust if that's needed. I'll turn it over to Megan. Thank you. [32:00] **Megan Rogers (Applicant Representative):** Well, good evening. I'm Megan Rogers. I'm the author of that report that was earlier cited and here to talk a little bit and answer any of the questions that you might have with regards to some of the mitigation strategies that we're employing on this site. So kicking it off with odor: I think your analysis, Commissioner Scanland, is accurate, but I think it's a little bit more nuanced than that and I'll tell you why that is. So in our letter, we talk about how odor is regulated in the state of Minnesota. Typically air emissions are regulated by the MPCA; there are standards that are associated with it so that they can be testable, but the MPCA elected to essentially let go of its authority in that space and to have the Minnesota Department of Health that regulates restaurants and restaurant odors take over that from a licensing perspective. So the state has adopted some pretty restrictive guidelines with regards to how sites can be established and what are the minimums that must be in place to mitigate noise, smells, all of those things that are associated with a licensing for a restaurant like this in the state of Minnesota. So of course our project complies with all of those. But beyond that, McDonald's has a lot of experience with its own brand and with this use. For that reason, we utilize and are installing within this facility low-emissions grillers and fryers that are intended to mitigate those particular concerns that you addressed at the concept plan—the sketch plan review. And then furthermore, there are site design elements that are designed to address those concerns as well. Primarily it's through the integration of a significant ventilation system that pushes any of those odors that would not be trapped by the grease traps, the interceptors, the hoods, the vents that are already installed internally within the building. For those that are not otherwise trapped, it is pushed directly upwards. And that matters for a number of reasons. So this is a former mining site, right? And in the mining context, oftentimes we talk about how dust and particles travel across and out of the mine and potentially impact surrounding property owners. The same thing is true with odor. So directing odor upwards and then integrating site design and grade changes are ways that help dust particles—because we can visualize those—help those disperse in ways that do not have impacts on surrounding property owners. The same thing is true with odor. And so in addition to the integration of the system within McDonald's itself, we have a strategically designed ventilation system that we believe sufficiently mitigates potential risk to adjacent homeowners and some of those concerns around odor that you might have. So that's my pitch to you all on odor. I think the other thing that's really important to note here this evening is the location of this, and staff did an excellent job of talking about that. The six lanes that separate this property from the residential properties make a difference in terms of how this feels. As a permitted use, similarly within this district itself you have many retail uses that may have noise or light generations. Things like laundromats are a permitted use; things like auto body shops are also a permitted use within the district. And we think that this neatly fits into the City's overall plan for the district in consistency with the approved zoning itself. Running through also—and I probably can talk a lot about how noise travels, how sound, how odors travel—but the best thing I can point you all to are the sites that are already functioning within your City that are either closer to residential or a similar distance from residential. Commissioner Scanland addressed those sites that were non-conforming that were transformed—that's the Popeyes site. But Chick-fil-A was a new site, and that was approved by the City and has not had impact on the surrounding residential. Another example is Culver's. Culver's is about 112 feet from a multi-family residential building, and that has not proven to be a significant impact. Our standards are, of course, absolutely the same bar as those functioning sites today. And so with that in mind, we are absolutely here to answer any questions. We have Robert from McDonald's who can answer operational questions if you have them, and I am happy to answer any land use questions. Oh, I have one more land use fact for you and that is traffic. Traffic is one of the questions that I think has been asked about this site. Interesting data point: from the entrance of the residential site—on both the senior living facility as well as the single-family homes—over 1,600 feet in terms of driving distance from this site to where you would access McDonald's. So when we think about how traffic impacts a neighborhood, how it effectively flows and doesn't create turning problems for residents, there's a lot of distance in terms of how this site actually works. And that's, of course, because of the adjacency to Pilot Knob and the fact that there's only a single entrance for this particular facility that's off of 155th. So you're not having multiple entrance points, you're not creating stacking considerations. So for those reasons, we believe that this is appropriately suited for this area of the City, that it's consistent with your 2040 plan, consistent with the underlying zoning districts that are contemplated for this site, and we stand ready to answer any questions that you may have. [38:28] **Planning Commission Chair:** Thank you, Megan. That was a good explanation. I keep thinking of Rosemount on 42; they have a lot of fast foods right there and there's houses right across from there too. [38:40] **Megan Rogers:** And just immediately south of here there's Freddy's, that's 115 feet from residential. So there are many. Again, those sites that have been established since the standards put into place by MDH have been adopted are adjacent to residential properties and even sometimes share the same side of the road as those residential properties and have not had those impacts. For those reasons, we believe that the concerns that you have raised have been sufficiently addressed so they'll meet the policy goals of the underlying ordinance. [39:10] **Commissioner Scanland:** Madam Chair, is it for Megan? [39:12] **Planning Commission Chair:** Yes. [39:13] **Commissioner Scanland:** Okay, for Megan. This site alone has made it I think very easy for you to be able to mitigate, whether it's the noise concern, lighting concern, the berm was there, the berm’s not going anywhere. And in terms of discussion on landscaping, you're well under the landscaping minimum, so that would have been regardless—that would be taken care of. But it still comes back that we have an ordinance that needs to be 1,000 feet away from residential areas. There's a reason why Apple Valley has been consistently looked at as a desired place to live—because we have stringent, very good standards. And it’s come back to show in those ratings. As I mentioned, you have a situation here where you have a restaurant that has direct line-of-sight to both of these residential areas, which I don't think apply to the other references that you've made. And like I said, we've very sparsely provided variances to other restaurants. I don't believe, correct me if I'm wrong, that other than what the state standard is, what the McDonald's standard is over and above that to try to mitigate that to justify a variance... I haven't seen that. [40:41] **Megan Rogers:** So what I would suggest to you is that the McDonald's standard is over and above the state standard and was specifically looked at for this building to think about collaboratively with staff and with our design team to make adjustments to the site to address those concerns. We think we've created a higher level of efficiency in terms of our placement of operating systems and, again, those three levels of control: number one, the state standards; number two, the types of systems that we install within our operations; and then also the directionality of the ventilation systems on the site. A ventilation system on the site could very well, at different price points, be directed across the roadway and may very well be in other McDonald's and is done so in other McDonald's. This site is particularly geared to address that particular concern with the directionality of how it's ventilating the site. So that's what I would say is the significant change between the concept plan and today. [41:43] **Commissioner Scanland:** Okay, thank you Megan. I had a follow-up question for Tim then. [41:48] **Planning Commission Chair:** Anybody else have a question for Megan? No? Thank you, Megan. [41:56] **Megan Rogers:** All right, thank you very much. [42:04] **Commissioner Scanland:** Tim, I guess this is a hard question. If we're not going to maintain the—or be willing to let the 1,000 feet go to the wayside—is this... do we need to set this aside then, go back and look at what the ordinance says and the distance on the ordinance? Is it that we're going to pick and choose because McDonald's supposedly does their ventilation system one way versus somebody else? They both get treated in the same manner. [42:43] **Tim Benetti:** Commissioner Scanland, Madam Chair, members of commission. I don't know if I'm hearing the question right, but if you're questioning whether or not we need to reevaluate the 1,000-foot separation from residential, it's a great question. Sometimes when you ask for a variance from a certain code section, in my experience as a planner, when you ask for a variance time and time again, it's usually an indicator or indication to change your code. Some cities have reacted to that in a positive manner by saying, "Yeah, let's re-examine this." We're about to do this on a conditional use permit requirement for allowing for alcohol sales inside of a retail store or retail business. We felt that that's—dare I say—folly, we don't need to worry about that because we have liquor licenses or requirements that can address that properly. Conditional use permit—we don't need it for that here. Again, we could always examine whether or not the 1,000 feet is relevant or pertinent in today's standards because we have heard from our building officials and also from the applicant that these systems at these restaurants are putting in—I mean, they're very expensive for a reason because they have to be, and they want to be, because they want to make sure that they provide a safe environment for their workers but also they're not a disturbance to the people around them. I think what you see today is nothing compared to what it was even five, ten years ago. So I think it's a good question that we could probably look at or address if we had to. [44:37] **Commissioner Scanland:** You know, I'm not quite going to question what the McDonald's is doing in terms of that they're going over and above; if that's what they're saying they're doing, then that's what they're doing. But we still have to treat them no different than if it was an independent restaurant going in that didn't have that type of secondary step within their system. They both get treated the same way within the ordinance. Basically what we're being asked, I think, is to step that aside and treat McDonald's differently than we would do anybody else that would be up here. [45:06] **Tim Benetti:** I wouldn't point out McDonald's individually. I think we've given indication or we've given allowances for other Class Two type restaurants. Not just for McDonald's but others. They're simply asking for a variance to do what others have done. If I imagine when the 1,000-foot standard was put in place probably years ago, because I think our ordinance has some history to it, it was probably purposefully to protect neighborhoods because some of those restaurants back in the day probably weren't good neighbors. It probably put out some smells that you probably just didn't want to have emanating through your windows. Be that as it may, things change, technology changes, and we can look at those. I don't think we're doing anything different than what we've done for other Class Two type restaurants, McDonald's or otherwise. But you can still weigh this variance on this application alone. There is no precedent-setting application on a variance; you should always weigh the variance that's before you tonight on its own merits. [46:17] **Commissioner Scanland:** I agree. [46:18] **Tim Benetti:** If you feel your support of that, you can vote the way you want to. If you're opposed to it, you should absolutely indicate that your opposition is because you want to maintain the code. The code is current, we do have a 1,000-foot standard, you can stick to that. [46:33] **Commissioner Scanland:** Well, it's not like we're asking for 100 feet. You're asking for considerably... 800 feet is considerable on the grand scheme of variances of what the ordinance is being asked to be vacated or set aside. [46:51] **Tim Benetti:** Yep, I agree. [46:53] **Commissioner Scanland:** That's my stumbling block. I mean, I don't have an objection to the work that McDonald's done and I appreciate from a design perspective the added work they did working with you and the overall design of it and everything. I don't have an issue with it. It's just this one component that I'm struggling with. [47:20] **Tim Benetti:** No, I appreciate it. [47:24] **Planning Commission Chair:** I'm just going to say, in my opinion, again just from working next to McDonald's for 30 years—never smelled it. Never in 30 years, and it was a lot closer than 200 feet. Just my opinion. And the other thing is the six lanes there—I think sometimes you're going to get more whiff of exhaust than you are of anything else. But the whole thing about this is, is there another area in this spot that they can move over to or anything? I mean, is this the only area they can go to? [48:02] **Tim Benetti:** Madam Chair, members of commission. Sure, I mean could they have selected another site? Absolutely. You know, the developer that they're working with has rights to some of the other way on the other side of English. So sure, they could have moved. This wasn't... I think this was just an ideal site for them obviously for the corner location, and I'm sure they're paying a premium price for that. You get what you pay for. But yeah, there's always their choice, their right to ask for the site and that's what they're doing or presenting before you tonight—just the right to develop here. [48:38] **Planning Commission Chair:** Thank you. [48:42] **Commissioner Pruitt:** Yes, thanks Chair. Director Benetti, one thing: if we get down to discussing the actions, the list of four actions in the staff report—there were five on the initial slide that you presented. I tried to make notes real quick and catch up to if they were the same or not. I was hoping for some clarity. [49:03] **Tim Benetti:** Great catch, Commissioner Pruitt. And it should be noted that as part of the conditional use permit resolution on the backside, I think it's the last one in your packet before the staff memos, the variance was folded into that conditional use permit process. I believe that was a recommendation from our City Attorney. [49:33] **Sharon Hills (City Attorney):** Madam Chair, if I may. I know in the packet there's a draft resolution, but that would go to Council. If you want to just focus on what the action items are on the agenda or in the report. You should have a separate action or separate motion for the conditional use and a separate one for the variance. [49:57] **Planning Commission Chair:** Okay. Well, this is an open hearing. Is there anybody in the audience or in the crowd that would like to come up and discuss? You do please announce your name and address. Looks like there isn't. So do I get a motion? [50:41] **Tim Benetti:** Madam Chair, I don't know if I heard it, but before making a motion you should close the public hearing. We haven't done one of those in a while. [50:50] **Planning Commission Chair:** You have not. It would have hit me sooner or later. If there are no further comments, I will close the public hearing. It is the policy of the Planning Commission not to act on an item on the same night as its public hearing. The Planning Commission will weigh all comments and information received tonight in its deliberations at future meetings. This item will continue to appear on future Planning Commission agendas until a recommendation on the petition can be forwarded to City Council. Now I will take a motion. [51:24] **Commissioner Sandahl:** Madam Chair, I recommend approval of a zoning map amendment rezoning of Outlot A, Orchard Place Fourth Edition from SG Sand and Gravel to RB Retail Business. [51:38] **Commissioner Mahowald:** Second. [51:40] **Planning Commission Chair:** I believe you say—oh, I thought we had to do them separately? Each item on the agenda is a separate action, separate motion. Got it. That was a motion made by Commissioner Sandahl and I think Commissioner Mahowald second it. All those in favor say aye. (Group: Aye). Opposed nay? [52:12] **Commissioner Scanland:** Nay. [52:14] **Planning Commission Chair:** Motion carries. [52:16] **Commissioner Sandahl:** Madam Chair, I recommend approval of a subdivision by preliminary plat of a 2.52-acre lot into a 1.51 lot and a 1.01-acre lot subject to conditions in the draft resolution. [52:28] **Commissioner Mahowald:** Second. [52:30] **Planning Commission Chair:** Motion made by Commissioner Sandahl, seconded by Commissioner Mahowald. All in favor say aye. (Group: Aye). Opposed nay? [52:38] **Commissioner Scanland:** Nay. [52:39] **Planning Commission Chair:** Motion carries. [52:41] **Commissioner Sandahl:** Madam Chair, I recommend approval of a conditional use permit for a Class Two restaurant with a drive-through on Lot 2, Block 1, McDonald's Orchard Place subject to conditions in the draft resolution. [52:54] **Commissioner Schindler:** Second. [52:56] **Planning Commission Chair:** That was motion made by Commissioner Sandahl and second by Commissioner Schindler. All in favor say aye. (Group: Aye). Opposed nay? [53:03] **Commissioner Scanland:** Nay. [53:05] **Planning Commission Chair:** Motion carries. [53:08] **Commissioner Sandahl:** Madam Chair, I recommend approval of an 800-foot setback variance for a Class Two restaurant with a drive-thru on Lot 2, Block 1, McDonald's Orchard Place subject to conditions in the draft resolution. [53:23] **Commissioner Halas:** Second. [53:25] **Planning Commission Chair:** Motion by Commissioner Sandahl, second by Commissioner Halas. All in favor say aye. (Group: Aye). Opposed nay? [53:32] **Commissioner Scanland:** Nay. [53:34] **Planning Commission Chair:** Motion carries. [53:36] **Commissioner Sandahl:** And Madam Chair, I recommend approval of site plan building permit authorization for a 3,859 square foot McDonald's restaurant on Lot 2, Block 1, McDonald's Orchard Place. [53:50] **Commissioner Schindler:** Second. [53:51] **Planning Commission Chair:** Motion made by Commissioner Sandahl, second by Commissioner Schindler. All in favor say aye. (Group: Aye). Opposed nay? [54:01] **Commissioner Scanland:** Nay. [54:03] **Planning Commission Chair:** Motion carries. Thank you. That brings us to the next public hearing. Why do I say "open hearing"? This one is Rockport, and Tim's going to have this one too, it looks like. So we now will open the public hearing for agenda item number 4B. The Affidavit of Publication for the notice of public hearing is available for inspection in the planning department. Everyone wishing to speak at this public hearing should be sure to fill out the attendance roster, include your name and your address so that the accurate records can be maintained. We will begin the procedure with a brief presentation by City staff, followed by a presentation by the petitioner of the hearing. Upon the conclusion of the presentation, City staff will be asked to comment on their proposal's conformance with pertinent regulations and policies. After that, comments will be taken from the general public. Tim. [55:01] **Tim Benetti:** Thank you, Madam Chair, members of the commission. Before you tonight is a request from Rockport LLC for a Comprehensive Plan Amendment for most of their property on what they refer to as the "gravel pit" or the AVR pit. The applicant's request, as noted in the packet, was to revise the guidance stating that commercial retail uses are preferred to be located along County Road 42. We also are removing a reference from the Comp Plan guide Figure 4.2—which we're going to highlight here in a few seconds—for the Mixed Use Business Campus on Rockport's property west of the future Johnny Cake Ridge Road. Also, add a land use "Industrial" category or land use area to Area C in the conceptual land use diagram of the same Figure 4.2, and this would be on Rockport property east of future Johnny Cake Ridge Road. Highlighted here in the hatched area is basically the current perimeter or extent of the AVR Inc. Sand and Gravel mining area. What you're seeing here, this line here would be the future extension of Johnny Cake Ridge Road. So when we refer to the east side versus west side, it's basically west of Johnny Cake, east of Johnny Cake future. So Johnny Cake has not been developed yet, but anticipated to be happening in the near future. Most of the site on the east side has been reclaimed or mined out. It's now being used for stockpiling. If you happen to visit the site or look over in this area here, you'll note that this is where currently McNamara is the leaseholder or mining company from AVR Rockport where they are currently mining this area out, and that area is still ongoing. So at this point, there's no plans for development here, but there will be something on this site which we'll get into very quickly. Currently the site is zoned Sand and Gravel. So all this area is Sand and Gravel except for this RB site, Retail Business. Some of you may have been on the commission a few years ago when Menards, before they went into their site across the road—this was originally going to be one of their sites. That site fell through but the zoning stayed in place. This also, this greened-out area, is an institutional zone for the current substation that you probably drive by thousands of times and don't really notice it until it's pointed out to you. No changes on there as well. The Comprehensive Plan currently guides this area as an MBC, and that's Mixed Business Campus. The current guiding on site, as the report indicated, this area was intended to be a high-quality setting for general office, corporate office, research and development, light manufacturing, and office showroom. The City also had a strong desire to attract health facilities. For those of you who probably don't want to remember this, but a few years ago we had a global pandemic that really put a damper on the office environment in the corporate office world, and we started seeing a traumatic pivot, turnaround, 180—whatever you want to call it. Offices were shutting down, they're starting to close up, folks were more inclined to start working from home. So the office environment or the office industry really suffered and it's still suffering. So the hope back then when we prepared our plan about eight years ago was to have a great office, manufacturing, light manufacturing, or better yet, some type of healthcare management system here. That's probably not panning out very effectively. And the developer can speak more to that, and also the realtor that they've hired or their local real estate professional. Be that as it may, whenever you have a Comprehensive Plan in place, it's not absolute. You can always pivot and you can always address a growing demand or a growing need or request a change on that plan. So again, you don't have to wait every 10 years when we update our plans; you can always ask for an amendment the day after we adopt a plan, and this is what they're doing today. So what you're seeing here is also in the purple area—if it's hard to see—but the purple area is that Mixed Business Campus. We're keeping the commercial zone—commercial land use, excuse me—where that current retail business is located here. The HD is high-density residential and also LD low-density. So the plan was to have this more of the campus, the retail, high-density housing with some limited low-density housing also here, which is consistent with what's happening to the south here. So again, a little premature to talk about this area, but more focused on this area in the next few meetings coming up. Revised the guidance stating that commercial retail uses are preferred to be located—in our current MBC we say that such use should generally be located along County Road 42. This is our suggestion which is highlighted here. Again, we're just asking that we don't want to lose focus on our preference that we keep the retail or the other uses instead of industrial along the Highway 42 corridor. We're going to get into that very quickly here. This Figure 4.2 that was addressed in your packet—this has been affectionately referred to as the "Blob Plan." It's really not an affectionate term or disaffectionate term, it's just what we refer to it with our applicant and their consultants. It's a "Blob Plan" that shows the different layers or "blobs" in and around this area. And again, if you follow my cursor, we're primarily focused on this area here. This is where that MBC was created on, and you'll note the different colors. So the blue area, this is more for an interior light industry, industrial office-type campus setting. The C was more of a retail H as well, a mix of retail. The A and the B up here, retail and again office, medical uses as well. We also had a conceptual land use diagram with this map that showed what we'd like to see as a percentage of those—sort of a breakout of uses. So you're looking at office, hotel, medical, commercial retail, office warehouse. It looks more confusing than it really should be, but it's just a guide that we wanted to have in our Comp Plan to provide for a backdrop for any development that came through once we knew that this site was going to become available for development. The intent was... it was addressed numerous times in our 2040 plan, as some of you may have noticed or been part of, that this was a key part of our last remaining open spot for development in this area. So we have a lot of stake in this and we want to make sure we do it right, and we want to help the landowners do it right as well. Under our adopted land use plan, again, you're looking at the A... this is a little closeup, I should have gone to this first. So you have office, hotel, medical, retail, and it just continues to go on right down the line. At this point, we looked at the mix of uses in the MBC includes the following: these are the percentages that were prescribed in our 2040 plan—that this plan should provide for at least 55 to 65% office, 10 to 20% light industrial or manufacturing, 10% office warehouse, and 5% commercial and retail uses. Right now, again, as plans develop or as current situations present themselves, these percentages are probably not realistic anymore. So the applicant has suggested and is asking that we simply just remove all those percentage requirements and simply revert back to the MBC. So the MBC would basically become all this purple, which still provides for light industrial, mix of commercial, mix of retail, and also we're maintaining the housing elements on that west side here. So there's no changes in those areas as well. However, when we get to other parts of this land use plan or this amendment, this Mixed Business Campus is mentioned, it's highlighted here in many text versions of our Comp Plan. So there's a lot of work that has to be done if we accept this land use amendment request by the developer or by the applicant. We have to go in there and change a lot that addresses, like, the percentages here under the "Economic Development Potential." We have to change all this area over here. So there's a lot of work that needs to go into this plan. Economic Development again, a number of areas where that Mixed Business Campus is noted, so we have to make a lot of changes here as well. Also highlighted here—and again I won't bore you with all the details—but there's a lot of information here that still has to be addressed as part of this request. Our current Comp Plan, we still show this area as purple. I'm just going to call it a light purple or light lavender, and this is a Mixed Business Campus. Our current 2040 plan, same thing, it just shows it as the Mixed Business Campus here. Here's a highlighted or zoomed-in effect to that. Again, we would revert back to this, essentially eliminate this map 4.2 and go straight to this, which would provide for an allowance for that mix of light industrial and retail commercial uses in this area depending on what the developer brings forward. Again, we're still asking that any retail or the smaller commercial uses be provided for along that Highway 42 corridor or that viewshed area up here. We'd hate to see a big light industrial or industrial-type building up there; we just don't think it would fit. We'd prefer to see that more as an internal use, which you're going to see later on. Right now, focus on the land use is what we're asking for tonight. And again, it's a policy of the Planning Commission to not take action the evening of the hearing. If the commission concurs, staff recommends the following action: you've opened the public hearing, receive all your public testimony, and close the hearing. If you feel necessary, you can also table that hearing to the next meeting. We are proposing to bring this back either at the February 5th or the February 19th regular meeting. At this point, I kind of went through this a little bit fast. I'm curious if you have any questions. I can go back to any materials or slides. The applicant's attorney is also here, and also their real estate professional, to answer any type of questions as to reasons why they're doing this, their need, or their justifications. Eventually, you're going to see something that follows this request in the next few weeks. There's a separate application that's under review that I want to make sure... for tonight's purposes, focus on just the land use request, the Comp Plan amendment request. The other item that you may have heard about that has been basically let out of the bag, we want to make sure we do not talk about that at this point because that would be too premature. There's public hearings set for that at the next meeting. With that, I'll stand for any questions. [1:09:00] **Planning Commission Chair:** Thank you, Tim. Commissioner Scanland. [1:09:02] **Commissioner Scanland:** Madam Chair. Tim, so there's two things we're looking at: the idea of more retail focused on 42, and then doing away with all the percentages but leaving the designations in a... in a quick "to the cut" matter? [1:09:33] **Tim Benetti:** Yes. It's getting rid of this "Blob Plan" 4.2 map. The developer—the applicant owner—feels like it's not workable, it's not tenable for them, and they would prefer to just go back to the straight MBC, Mixed Business Campus designation. Give them the right, the flexibility to float in anything that works for them. In the development world, usually you put your land up for sale, a developer comes to you, it's either allowed or not allowed, and they just want to be able to have the ability to say, "Yes, you're allowed. Here's how we can fit you in here. Can we carve off a 10-acre, a 50-acre—whatever acre parcel they need for their development?" And then they can work with us and we could help them with their zoning or any type of land use applications that come with it. [1:10:24] **Commissioner Scanland:** So is there an advantage... like we've done these in the past where we've just waited until we have a project proposal and then bring in and make the changes at that time, versus possibly coming in, make this change, then have a secondary change later on? [1:10:48] **Tim Benetti:** Correct. Right now there is a request for a rezoning that's going to come forward to you. Right now, that zoning would require—this land use would have to be amended to make that rezoning a possibility. Tonight, we'd like you to just absorb what what you've learned from or gleaned from the report. Take your comments from both the developer's representatives and the comments from the public. There's a few of them out there that have been noted in your packet. Take careful consideration of all those. Eventually what we'd like to do is bring this back to you and have a final recommendation based upon what your thoughts or feelings are. And you're going to see a progression of applications coming your way that will make sense at the next meeting, probably on the February 5th where we have scheduled another public hearing on a separate matter that reflects on this. [1:11:46] **Commissioner Scanland:** Thank you, Tim. [1:11:47] **Tim Benetti:** You're welcome. [1:11:48] **Commissioner Schindler:** Madam Chair, Tim... excuse me. I realize it's a lot of changes that are going to have to be done. When you look at that conceptual land use diagram, all these areas that we're talking about pretty much have any use they'd want to use? [1:12:12] **Tim Benetti:** I mean, so this area on the east side—I'm going to call it east side again—so that's a light industrial use, so that would fit. They're also asking for this Area C to be changed to a light industrial; that was a part of their original request. However, if we just simply revert back—if we just simply pull the Figure 4.2 map "Blob Plan" off the books, revert back to MBC, this basically gives the ability to do the mix of uses. Hence the reason "Mixed Business Campus"—it's a mix of light industrial, you can still do office, you can still do some limited retail commercial uses in there as well. So we want to give them, or they're asking for, the flexibility to basically develop this in any form or fashion in a Mixed Business Campus setting, because that's what they set this up for and that's what we encouraged them to provide. Now hindsight being 20/20, I think the original goal was we would have loved to have seen like a nice medical campus or a nice medical technology or a chip manufacturer or something similar. Also some ancillary commercial retail uses as well. We still feel they can do that, and this just gives them a broader brush to paint their land with and respond to developers that come to them and say, "I'd like to have this, I'd like to buy X amount from you, will this fit?" [1:14:10] **Commissioner Schindler:** Well, that's exactly how this was designed and that's why all those different uses are allowed. [1:14:15] **Tim Benetti:** Correct. So this Mixed Business Campus land use was created specifically for a mixed business campus. What we did on top of it was we provided for this "Blob Plan." And this plan was not just throwing random colors up on a map; it was meant to provide for a way for our engineers to specifically make sure that we could provide for all the services in this area. So basically what you're seeing here, this whole area has been modeled to accommodate those different areas or those different uses that we were expecting to go in there. If you take away all those—because each use has a different impact on the systems that our engineers love to model and love to number-crunch until the cows come home. Eventually what happens is they come up with a table or formula that says, "Yes, we can accommodate this kind of development for this amount of water that we know we can produce, or how much sewage or transportation needs, whatever." So you take that away, it kind of opens the door for: okay, now what? What if they did all industrial? What would that do? So now we have to go back and remodel that area and find out, can they still do all industrial? We hope they don't. And it's not a hope; it's just we prefer that we still remain a Mixed Business Campus and we'd like to hold them to that. So we would love to be able to work with them still as we have, and still enable them to develop this area as a mixed business but not necessarily have to follow this concept plan, which they indicated that they really weren't keen to in the beginning and I don't think they ever really wanted this part of the plan. But it was adopted as part of the Comp Plan, so this would have to come out if they want to change or go back to just the MBC. [1:16:30] **Commissioner Schindler:** I mean, I guess I kind of agree with Commissioner Scanland in the fact that all the uses are allowed in all these different areas. And if they come back—I mean, this happens all the time—we decided this area works better for this, well then how do you accommodate the rest of the site? You make the... I mean, that's how it's designed. [1:17:08] **Tim Benetti:** Correct. [1:17:09] **Commissioner Schindler:** So I just don't know what the reason would be to go through all that updating work. [1:17:15] **Planning Commission Chair:** Well, I'm sure the reason for the updating is just because the owners probably are not getting any bites from retail and stuff like that. I mean, with the change of COVID, I mean everything changed. I can understand their reasoning for wanting to do it as long as, like you said, they didn't do all industrial. But I guess I don't have a problem with changing it just for that reason. I mean, we want to see it developed; we don't want to see it sitting there for years and years with no occupancy. [1:17:47] **Tim Benetti:** True. And we do know that area to the—I'll say west of Johnny Cake—we do know, as I indicated, it's still actively being mined, and I've heard a number of years are left to mine that site—and I don't want to speak on behalf of Rockport. So you're probably not going to... we're not too worried about that area at this point. Right now, the east side, we're getting to the point where you're going to—as I said—see something, and taking this plan out, changing that area allowing for just the various uses, it would accommodate what they're proposing later on down the road. And later on, if and when that site on the west side starts to develop, we'd still love to see this develop like this. In fact, I'm confident, if I'm still around or walking upright, I hope that this does still develop in this form or pattern. I think this is a great plan, this works, and I think it would be great to have that retail, that interior light industrial or office-type use surrounded by the retail commercial elements on that north and that west side. Also the housing opportunities: that brown spot up on that west corner here, love to see that turned into a smaller apartment facility, and also look at this area here for possibly light, low-density or maybe even a medium-density residential, a townhome-style development as a good buffer between those single families that were in our neighborhood to the south and everything to the north of that. That's where planners' minds kind of wander. [1:19:35] **Commissioner Scanland:** Madam Chair, I guess a couple additional comments just for it. You know, when we did the Comp Plan, one of the things that's always been discussed and was hopeful and the desire for this property is the idea of bringing more jobs to Apple Valley versus, as it is currently, people are leaving more than they're staying for jobs. And that was the big hope, and I still desire to see that—that we don't get... that doesn't get lost in the discussion of what's going to be proposed down the road here for this. The second thing: on 42, we're going to have limited entry/exit access along there with the County? [1:20:30] **Tim Benetti:** Yes. What you're seeing here is what I'll point to these real quick: you're seeing these arrows that come in, and some of these were for either right-in/right-outs or 3/4 access points. This would obviously be Johnny Cake Ridge here, which would have been a full access, signalized here. Also to 153rd tie-in here, roundabout. So all these roadway systems were intended to provide for sort of a breakup of the area. You're probably going to see a different scenario on this side, but those access points on 42 are probably not going to be allowed or needed up here based upon what you're going to be seeing in the future. Not to say that it's a foregone conclusion that that's going to get approved, but right now these access points were identified as a potential and the County, I believe, agreed to those in concept. However, it is a County roadway system—they can give it and they can take it. And today we had a planning commission meeting and they were, I think, thrilled to know that they were not having any access points on 42 up there. And I imagine they would probably feel the same way on the west side, but again that's farther down the road. If there's a need or use that would like to have that, there might be a possibility for them to accommodate that later down. I would imagine it would be similar to what we just were looking at tonight with the McDonald's on the fact that you don't have direct access from 42 and the fact that you turn on a central street or roadway and then gain access to those various businesses that would be designated along there. [1:22:30] **Tim Benetti:** Yes. Obviously, the selection of those access points—safety is going to be the paramount rule of the day. And if the County says, "I don't care what your map says, you're not getting it," it's going to be "you're not getting it." [1:22:42] **Commissioner Scanland:** Thanks again, appreciate it Tim. [1:22:44] **Commissioner Schindler:** Madam Chair, Tim, one more time. So if we make this change and it just becomes Mixed Business Campus, what are the underlying rules behind how it has to be developed? [1:23:05] **Tim Benetti:** It would still be allowed for light industrial office, light... I think I said light industrial, hotels, office, commercial retail. So that mixture is still available; it's just it's more wide-open for them to develop it with those varying or various uses or land uses as they deem fit. [1:23:31] **Commissioner Schindler:** So in theory, they could come back and say we're just going to do the whole thing residential? [1:23:36] **Tim Benetti:** Not residential, no. [1:23:37] **Commissioner Schindler:** Or they could pick one use and say the whole thing's going to be that use? [1:23:42] **Tim Benetti:** Yeah, if they came in and said we want to do everything light industrial, they could do that under that MBC. [1:23:48] **Commissioner Schindler:** All right. Well, I don't... I mean, that doesn't seem to be any benefit to the City. [1:23:55] **Tim Benetti:** Yeah, but I don't know if that would happen. But the odds... [1:24:18] **Commissioner Pruitt:** Yeah, thanks Chair. Tim, so there's a reference in the staff report of a market study. Obviously there's a request to eliminate the percentages, but it's pretty easy to read that the office percentages of 55 to 65% are going down. Did the City receive any information on what those percentages might be? Did the study provide, "Hey, it's going to be 90% industrial," or was it just to dismiss the percentages that were included prior to this request? [1:24:58] **Tim Benetti:** Commissioner Pruitt, members of the commission. I could probably let the developer respond more eloquently, but I haven't read that market report for a while. It was a study that was commissioned by the developer, presented to staff early in my tenure about two years ago. Basically, it indicated or demonstrated that this plan really doesn't work for the current situation, the current economic situations—especially the office environment. They felt that their consultant felt that they should go back and just reevaluate the land uses that are being planned for this area and probably downgrade the need for offices in this area. It was probably going to be an unmet challenge for the developer or the owners of a site to bring in a large-scale campus, especially after seeing Thompson Reuters, Blue Cross Blue Shield, and down the road... all these local office users were just shutting down or eliminating their office needs. So that's kind of what the study provided—was an indicator that, "Hey, we'd like to do a little bit more than just heavy office use. We'd like to provide for other opportunities across the board and still keep in mind Mixed Business Campus as the underlying land use." Fill it in with uses that are being brought to them as, "Hey, we'd like to develop it with this." So the study was good information, but it helped... sometimes you take that information for what it's worth and you can accept it or basically not accept it. It's just what we felt working with the applicant over the course of my two years of being here—that this is something that they're requesting. Is it reasonable? That remains to be seen. I will tell you this: when it comes to weighing land use applications, the Comp Plan amendment or changing the land use in your Comp Plan, you have the highest discretion. Meaning you can either choose to accept it or don't; you don't have to give reasons why. Your Comp Plan has set the tone for the next 20 years, but we update or reevaluate every 10 years, and we're about to—believe it or not—in about two years, we're going to be working on our Comp Plan again. And we're going to go through that whole exercise again. We can, at that time, re-examine this area because this is probably still going to be a very hot area that we want to make sure that we can examine, look at the economic forces, and find out: are we on track or are they on track? Is it still going to be successful? Can we provide areas for job creation? That's important, we all agree on that. And you know, some of the uses that you're seeing being developed, they're really not big job creators, but do they still bring a hearty tax base to the community? Sure they do. So you have to balance all that out and we're more than welcome to look at that in a few years. But for now, the application before you tonight is just to say: take this out, take this away, and just let us go back to MBC. [1:28:54] **Commissioner Halas:** Tim, tell me if I'm wrong, but what you're asking for is that giving the opportunity for them to find people and bring them to us and for these land opportunities, and then we take a look at it and review and say that this does fit what we're looking for for the City and what we're looking to do in the future. But this opens the door, as you were saying, as things are changing—gives them other opportunities to grab other people that are looking for something a little bit different than what we've done in the past? [1:29:47] **Tim Benetti:** Correct. And we've also taken solicitations from Greater MSP and DEED has asked cities to consider a new development—they always have a funky project name with these because they want to keep the privacy of it. But sometimes they'll send us that information: "Hey City, do you have 50 acres that could be used for this chip manufacturer or a bottling plant or something?" And when you have land this available, yeah, we might. Or if a new hotel group, or heavens, if we got a great medical office manufacturing facility that really wanted to be here, this would be ideal for them and we would steer them over to Rockport and say, "Let's work with these people and get them in here." So yeah, not only for them but for us, because their success is our success and we're here to help them. We don't want this to falter or sit vacant for the next 15-20 years, as I'm sure they don't either. But at this point, we're trying to do a little pivoting here and you can blame economic forces on that. But this is also a special request made by the developer or the owners to give consideration to their needs right now because they do have someone that is willing to take over a large section of this land for a specific use. [1:31:19] **Commissioner Halas:** I just look at certain concepts and I'll revert to, just for an example, the Southdale deal. It was a mall for many years; now if you look at what they've got going there, they've got a grocery store in them and they've got people that are looking to live right there, they've got a Lifetime Fitness built within there, they've got rental office space within there. Things change. It gives them more opportunities to change those land uses. And this is something that might be five years or ten years down the line before it happens, but it gives them opportunity to actually bring people to our attention. [1:32:04] **Tim Benetti:** It does, it potentially does. [1:32:06] **Commissioner Sandahl:** Madam Chair, Tim, if we were to approve this, we would have less right to say "no" to a certain type of development because we would have to stick with our percentages? But we also are able to have a variance or something from those percentages—is that true or not true? Like, where are our hands tied on either side of this? Does that make sense? [1:32:51] **Sharon Hills (City Attorney):** Madam Chair, so let me put in "Cliff Notes" what the request is. There's three, so the primary one is the Figure 4.2 that's in the Comp Guide. It is part of the Comp Guide. 4.2 says these are the uses that are allowed, but this is where they are to go, and the uses that are allowed, these are the percentages. Their primary request is to delete—remove—Figure 4.2 out of the Comp Guide. So what effectively that means is that all the uses that are listed on that chart will still be in the Mixed Business, but they can go anywhere and they could have just one use. It's called "Mixed Business," but that doesn't mean there's going to be a mix of business; they... so if they have an industrial user, it can go. And if we take out Figure 4.2 and also there is text in there taking out the percentages, then there's no longer percentages. So it kind of goes to the former statement I just said. That's the gist of their request. [1:34:25] **Commissioner Sandahl:** Would it be possible to do half-blobs? Well, not today. The application is the application. Okay. [1:34:36] **Commissioner Scanland:** Madam Chair, to Commissioner Schindler's comment that we get rid of the percentages and we could come back and one of those that are listed there... they could come back and say we're going to do 100% or 95% under this one area. Can we kind of, as a compromise or a way of looking at it, instead of just taking away the percentages, put something in there to minimize, to protect against going 95% one area and not run into a situation like that? Because I understand they've been coming back every time with a project and the difficulty in trying to find somebody to build within the guidance of what we have here. So I'm sensitive to that and listening to that, but I also have a concern if we just take away the percentages that something comes back to us and it's going to be just one thing or a majority of one of those areas. [1:35:57] **Sharon Hills (City Attorney):** Madam Chair, so the application is before you; it is their application for an amendment, it's not the City's. So you must act on the application. It's not for the commission then to make its revisions to theirs. If the applicant wants to amend their amendment request, they can certainly do that. But... [1:36:20] **Commissioner Scanland:** Well, thank you. I appreciate the clarification. That helps. Thank you. [1:36:31] **Commissioner Schindler:** One more question. Up to this point, how many companies or people have been turned away because of the way that this is written? Has the City said, "Nope, that won't work because of the way that this is set up"? [1:36:44] **Tim Benetti:** Commissioner Schindler, members of commission. I don't know if I can properly address that because usually they're dealing directly with the developer or their real estate professional. Do we get inquiries? I think we've had a few—marijuana dispensaries or marijuana facilities that have asked about what about this area. We said "no" because it doesn't meet our cannabis ordinance requirements. So there's been a few of those, but I can't really put a number on it. If the developer wants to share that or the consultants want to share that, you're more than free to ask. But typically whenever a group comes forward, they usually don't just cold-call you and say, "Hey, where can I go?" They usually do their homework and they're working with a commercial broker or their own consultants and they're searching for sites like these. Once they find a site, then they start their path towards working through the planner, the engineers, and everything else. But typically, there isn't a hard-fast number that I can provide for you tonight. It does happen, and sometimes you're able to help them, sometimes you're not. And sometimes the site works, sometimes it doesn't. Usually, it's the zoning that you're looking at or they're looking at—can your zoning allow for this? And the zoning can't right now, there is no zoning; it's Sand and Gravel. So part of an application coming forward at next month's meeting will be for a brand new Mixed Use Business Campus zoning. [1:38:32] **Commissioner Schindler:** No more questions. [1:38:34] **Planning Commission Chair:** Let's have the applicant come up. Thank you, Tim, for all your answers. [1:38:48] **Matt Duffy (Rockport Representative):** Good evening, Madam Commissioner and Commissioners. My name is Matt Duffy, representing Rockport. Rockport is owned by the Fisher family. The Fisher family has been down here for decades. I think this commission, the City Council, City staff all knows who the Fisher family are. They're reputable people, they do good work in this city. They've done really good work in the city, they've done a lot of things for the city, and the city's done a lot of things for them. I think they're appreciative very much so about the things the city does for them. The Orchard Place development was a little bit of a controversial development, at least from our perspective, with the pushback received initially about it. But I think it's turned into quite a robust development from our perspective. So I think the idea that this property is very important to them—to develop it well, develop it right, develop the way it should be developed. I think it's important for you all to have that input in the things that we're trying to do and things that Rockport's trying to do. So I think going forward, we're all in lockstep. I think we're all looking at this the same way. I think we're all looking at this as a sort of a legacy opportunity to really develop something cool, useful, and kind of an amenity of the City. I think that's really the endgame here. We're all coming at it from a different angle, from different sides of that obviously. You have your job to do to make sure that it matches what the commission and what the City expects it to look like. But I think so far, you know, the proof is in the pudding in what they have done. I think they've done a very good job—obviously somewhat biased in that opinion—but I think they've done a good job of developing a tract of land. I think some of the questions here tonight... they're very good questions, certainly questions that need to be asked and we appreciate that. I think I can go on and answer a couple of the questions. First of all, I think one of the things that's been talked about is this idea that we would come in with one single use for the whole property. Well, first of all, that probably isn't going to be the case. I would say it's probably 95 to 99% certain that it wouldn't be one single user that would come down and take down the whole property and do it one single use—that's very unlikely. Second of all, the City already has a mechanism in place to prevent that from happening; it's called the AUAR process. The AUAR would have to be updated. Right now, the AUAR contemplates this Mixed Business Campus idea. So if one single user came in—say an industrial user for example, because those generally are more intense, more harder on a surrounding area—the impacts that result from an AUAR are that we would have to measure that. So the AUAR process would kick in, we'd be likely having to do an AUAR update, we'd likely have to come before all of you again and explain why we went to one single use for a Mixed Business Campus and try to articulate a good reason why that was the case when it's not likely to happen. So there is that safeguard in place right now. The AUAR is what it is—it says this is a Mixed Business Campus, that's what it's going to be. Another component of the Mixed Use Business Campus—I think was maybe not talked about real in-depth, although thank you Director Benetti for handing us off in such a well-rounded fashion—there is a Mixed Use Business Campus ordinance draft that's been bouncing through various reiterations through the City staff and things that will ultimately govern the uses on this property. Rockport has been active in its review of it and discussions with the City staff about how they think it should look, but it has uses that are associated with that. Part of what we're asking for tonight is to align what Rockport views—and again I'll go into that in a little bit more detail as the study was mentioned a little earlier—but it aligns itself a little bit more with the market forces that we're seeing. Our requested revisions align themselves with the feedback that we've received from developers and through the process of marketing this property. So those uses, those ideas that have come through the revision process and the draft ordinance, are coming at us from industry experts—it's people that are outside this market, outside Apple Valley, outside of this region, Southern or Northern Dakota County, excuse me. And so we've taken that information and we've applied it to sort of what we're trying to do. Like I said, I think the goal from everybody in this room is to develop this property in a way that's meaningful and a good amenity for the City itself. So that's what we're up to. And what's driving that is some input. Russ McGinty is here; he's the broker who handles all these phone calls from all of the people who could in theory be interested in this property, and he's on the front lines, so to speak, about what this is and what this looks like. One of the questions was asked whether there's been any users that have walked away from this property. There are. There have been some very large users. A biotech user walked away from this property, a large warehousing and distribution company walked away from this property. These were large companies that would have employed probably what, 100 or more, 150 more people? Each a high-paying, head-of-household job, very high-end sorts of managerial positions, sales jobs and things. So that's been part of what's going on. It's not necessarily driving everything that we're bringing up here, but that's certainly part of the consideration and that's part of what we've brought to bear at the City with those requests to the Comprehensive Guide Plan. I believe one of the other questions—forgive me, can't read my own handwriting—the "jobs question," I believe that was Commissioner Scanlan's question. The roadways from this map... I will tell you, based on our conversations with Dakota County, they have I think two accesses only off of 42. Maybe Engineer, does that sound... does that mesh with your recollection? I don't want to oversell or undersell. I think it's two, right? [1:45:00] **Brandon Anderson (City Engineer):** Correct. Dakota County weighs in on the access spacing, Johnny Cake being the primary, and I believe, you know, this plan shown before you as well—before my time—but that's a general access spacing to be expected. [1:45:15] **Matt Duffy:** So I think there's two from my recollection, so this map is out of date for that reason. And some of the feedback we've gotten from some retail users is because there's no right-in/right-out right off of 42, the limitations for their retail use is they prefer to be back in off of 42 so that people can come in and circulate back through and go back out, rather than come in and it’s complicated. I don't pretend to understand how it works because that's not my role, but that's what we've been told. So that's one of the reasons why the preference argument has been... you know, if we get somebody that comes in and says, "Yeah, we'd love to, but we can't really back up there, we got to move back." There's some consideration, some significant grade changes there, there's a greenway pathway that's going through there, it's going under 42 right there. So there's a lot of constraints because of the site, the way it is. That's the reason why we've asked for that, because that's some of the questions: is the City open to that? Maybe is the answer we give. Part of it is they're concerned about "pursuit costs," which is what the developers talk about, because it's some area that they can control. They can't control cost of construction materials, they can't control labor very well, but they do what they can. So that's what we're trying to do—help control pursuit costs to the extent we can. I think one of the other things, and maybe I should have started with this, is this Figure 4.2 has sort of a unique history in the City. This was rendered based on a conversation that Rockport was having with a large national real estate developer. It was a concept plan; we were just looking at to see what it would look like. We were doing some calculations with the City on what this would all look like alongside there, but this was never intended to be a development plan. This was developed by Rockport. This developer ultimately, at the end of the day, based on the numbers that were projected to them, they walked away from it. They said, "We can't do this, it's not going to work for us, we're done." So they walked away from it. When the City added this to their Comp Guide Plan, Rockport was not... well, they didn't want it as part of the Comp Guide Plan, to put it mildly. So when it became part of the Comp Guide Plan, we've always been concerned about its use for this purpose. We don't mind the Mixed Use Business Campus—in fact, we're actively working with the City on the draft ordinance for that—but this was never going to necessarily be a workable plan from our standpoint. You know, the percentages were always a problem for us because if somebody comes in with something that we didn't think about, now we got to come in and get a Comprehensive Guide Plan amendment. And if it becomes part of the ordinance—which it was part of the draft ordinance that we saw—this figure is part of the draft ordinance and we'd have to ask for an amendment to the text of your ordinance as well, which is problematic from a pursuit-cost standpoint for us. So part of it is just trying to align expectations and align what we're hearing on the front lines with your ordinance, understanding the City has multiple layers of approval that they go through. They go through the concept sketch plan review, they do platting, they do conditions for that if it's a conditional use. So we understand that there's all these areas where the City gets involved. And obviously if the use that comes in is something that's not congruent with the current AUAR, we have to do an AUAR update too. So there's all these layers that kind of figure in behind all this. Even if this isn't there, it's not part of your Comp Guide Plan, it's not part of your ordinance, there are backstop mechanisms in place in your current ordinance structure and your current planning structure that backstop these concerns you have. I understand your concerns, and I do land use all over the Twin Cities. Your concerns are exactly the concerns that all of the Planning Commissions, all the City Councils have. And they should be the concerns—it's great, it's part of the process, it’s how it works. So we're all in favor of that. As far as the market study question that was asked, Rockport commissioned a study by a firm called Maxfield Research. They're a very reputable local firm, this is what they do—they do market research, absorption research to figure out what uses are going to be absorbed in what time frame, whether we're going to get premium dollars or less than premium. And Russ uses that information when he markets the property. So yeah, there is a motivation for Rockport to do this market study. It's designed because we want to market this property; we want to develop this property to its highest and best use. That's the goal—to be an amenity for the City. So the market study itself was an important aspect of it. I will read you just some of the summary from the Maxfield Research study—and this has been shared with City staff as well. Maxfield concluded: "the City's proposed percentage allocations—which is what we're talking about here and what's in your guide plan—do not coincide with current and/or projected market conditions for office, industrial, commercial use in Apple Valley or the surrounding Northern Dakota County area." This is their conclusion. I can provide the study if people want to read it; I'm happy to provide it, there's nothing secret about it. The next line they say: "Based on current and projected future market conditions, the proposed allocations contained in the Mixed Use Business ordinance—because again this figure was part of the draft ordinance that we were reviewing for office and industrial uses—which are derived directly from the Comprehensive Guide Plan, are not realistic over the next 10 years at Rockport's property even in the broader market study area, which is Northern Dakota County." Finally, Maxfield concluded: "The Mixed Use Business Campus ordinance percentage uses, again which are derived from your Comp Guide Plan, will have a negative development impact on Rockport's property including reducing market interest in the property and decreasing potential development on the property." I apologize, I should have had my glasses with me, but I forgot them. So that's what they've concluded, and this is the third party doing this. The concern that we have, obviously, is that we don't want to be stuck with something we can't market. So that's really goes to the second request that we made: number one, that commercial and retail uses should be moved back, we should have the opportunity to move them back away from 42 in case we get a request, and obviously the City will weigh in on that as we go through the process. The second one is to remove references to the percentages of the Mixed Use Business Campus. And I know there's other pages as well, but those are the ones that we were talking about. The next was remove references to the Mixed Use Business Campus from the property west of Johnny Cake. That property likely will not be developed by the time your new 2030 Comp Guide Plan comes into play based on market absorption of aggregate material and our leases with the McNamara family. As I'm sure most of you know, AVR sold to McNamara last year, and so now they are just a landlord on the property they used to mine. McNamara is the one we have our leases with; them going through at least that period of time. So we expect that that will continue for at least the foreseeable future. So what we're talking about is west of Johnny Cake Ridge Road. And the reason for that is, if there are opportunities that present themselves—because there are areas that right now in theory could be developed if we needed to—we don't anticipate that being it. But if an opportunity presented itself and it was something that was intriguing, we would want the opportunity to do that, which is the reason why we're asking right now. And since we're in here asking obviously for the City to do a heavy lift for us, we're trying to do it as a cohesive "here's what we're asking for" kind of thing, so we're not piecemealing it. We're trying to come in very transparently and say, "Here's what we need." So that's kind of what we're thinking of there as it relates to that. And then finally the third component was adding industrial to Area C, which is in Figure 4.2, which is on the east side of future Johnny Cake Ridge Road to accommodate a use that it sounds like will be coming in the next couple of weeks. I'm not at liberty to discuss that; we're under an NDA. I can say that it's something that Area C needs the industrial land added to that so that it can go forward from there. I feel like I covered a lot of information, and I apologize if I missed something or a question. I'm happy to answer any questions you have. Before we go there, I think we're going to take a five-minute break. I could use a drink of water myself. [1:55:12] [Music] [1:58:43] **Planning Commission Chair:** Questions for Matt? Any Commissioners? [1:59:16] **Commissioner Pruitt:** Yes, if I could please. And it sounds like there's... thank you Chair. If I could please, it sounds like there's maybe more going on to the story here east and west of Johnny Cake. Maybe the NDA precludes you from commenting, but I was curious if you were able to expand on the request for removal of the Comprehensive Guide Plan Figure 4.2 on the west side of Johnny Cake Ridge and not the east side? Why the separation there? [2:00:15] **Matt Duffy:** Again, this is after discussions. In a very high level, if it's easier to remove Figure 4.2 in its entirety from the Comp Guide Plan, that would work fine for Rockport. There was some consideration of that through some conversations that we had with City staff; we decided to break it up from west to east. But the reason for the removal from the west side is just for that reason: part of it is we don't anticipate this property west of Johnny Cake developing in a matter like this. The uses, certainly, but not not the way that this is. We do get inquiries. When this is out there, we get a lot of questions like, "Well, can we do this and this and this?" and the answer is "maybe." But they're not going to... again, if it's a cost-based thing, if they can't get certainty to it, they walk away. We've had two users that just simply walked away because they couldn't get certainty. And it wasn't anything the City was doing or not doing, or anything that we were doing or not doing. It's just that's just how fickle these people are. These developers, these land users, they're just... if they can't get an answer that they like, they just walk. So part of it is that we want to have the flexibility to come back and say, "Yeah, here's the Mixed Use Business Campus ordinance, here's what it says, here are the users that are allowed, here are some considerations you need to consider." Like there's an AUAR right now, you need to update the AUAR—which is occurring for the use that's east of Johnny Cake Ridge Road—then that's what they have to do. They understand that. Again, the idea—and again I don't mean to harp on this—but it’s highly unlikely that one user would come in and take that whole thing down for one use. There's a variety of reasons, mainly because the AUAR, but the other one is we have to contain water, and water’s really expensive to contain. So it would be really, really hard, or it'd have to be a very special offer for us to consider a single use or a single user over there. But the simple answer is, from a marketing standpoint, it's very complicated to have that laying on top of it because our preference is that none of the percentages are there at all. We think based on the market study that we have and the feedback we're getting back, these percentages aren't realistic. So having that as part of this discussion, now they have to come in for a Comp Guide Plan amendment, they have to ask for a zoning change if the Mixed Use Business Campus puts us into the ordinance—there's all these things that start complicating that picture. Mainly on the west side. The east side there is the third request, as I have it: they want an industrial use in Area C. That's what I know. And the AUAR is being updated to review this use. Beyond that, that's about as much as I can go into. [2:03:00] **Commissioner Pruitt:** Thank you. [2:03:02] **Matt Duffy:** Yep. [2:03:05] **Planning Commission Chair:** Any other questions? Guess you did a thorough job. [2:03:10] **Matt Duffy:** Well, I'm open to answer questions. Thank you for your consideration tonight. I really appreciate it, and I know that Liza and Peter both appreciate your time and efforts on their behalf. [2:03:22] **Planning Commission Chair:** Well, I would just echo what you said. I know the Fishers and I know that they wouldn't just put anything or anybody in there. I mean, not only is it a stamp of Apple Valley, but it's also a stamp of the Fishers and they choose very wisely. [2:03:40] **Matt Duffy:** The sale of their business and the sale of this property is a very emotional event for them. It is; this has been the property of their family a long time and they feel very connected to it. [2:04:00] **Russ McGinty (North Central Commercial Real Estate):** Madam Chair, Planning Commission members. My name is Russ McGinty, commercial real estate broker with North Central Commercial Real Estate. I've worked with the Fishers for over 30 years. Couple of things I would just point out: the size of the pit, just to give you some perspective—the blue area up there, a Mall of America would fit in there and you'd still have about 30 acres left. The pit is very large; you could take all of downtown Minneapolis and put it in that colored area and you'd still have land left over. So it's hard to get a perspective for just how large this area is. Matt touched on it, but we're looking for larger users. We'd love to do 10 acres, put a 100,000-square-foot industrial, but you can't afford to do that because that pond up north and the infrastructure to put in is $35-40 million. So you need some larger users. So that's been our focus—is trying to find somebody larger. We mentioned we've lost a couple users; it had to do with the zoning and the time it takes to get that changed. We've been working on this for two and a half years, and those users just won't wait around that long, so they left. Part of why along 42 it makes more sense just to have one user: there's going to be some dramatic grade changes coming off 42 down into where the other development potentially would occur. It's not conducive for smaller users to be up there; the access would be difficult. Two of those access roads up in the pink, we know are already going away, so there just wouldn't be real convenient access. And then lastly, my last comment really is on the reclamation. Part of this area has been reclaimed, and as soon as the property's reclaimed, the taxes have gone up dramatically. That forces the hand of the owners that they need to do something with it, because it gets very costly to hold that property for any length of time. If you have any other questions, otherwise that's it. [2:05:46] **Planning Commission Chair:** Thank you for speaking. Let's not forget this is a public hearing, so is there anybody in the audience that would like to come up to the platform and talk? Please state your name and your address. [2:06:05] **Cindy Deos (Public Speaker):** Hi, my name is Cindy Deos. I'm at 169 Straffy Lane here in Apple Valley. Thank you, Madam Chair. I didn't realize we were going into such depth today, but you know, I've been a resident here for quite a while. I've also heard the "cat running around out of the bag" on potential plans for this area, and I know that there's a lot of pressures to make the best use of the properties that the City has. I just hope that whatever ends up happening in this development, all of the environmental best practices are considered—whether it's water usage or energy consumption—that renewable options are on the table for renewable energy sources, that there are best practices in mind for any kind of heat dissipation, closed-loop type systems to reuse that energy, geothermal to provide energy. All of the best practices, right? Including ground cover—native ground cover is always the best choice. It does the best support for our ecosystems and our water infiltration, which is very important. I spoke in front of the City Council a couple years ago; they were doing something related to their wellhead plans. And I'm not sure if everybody here is aware, but our aquifer—Apple Valley is largely supplied by our groundwater aquifers for our drinking water. This area in particular is kind of in that well area, so a lot of extra special considerations for that area. And if you weren't already aware, just ever since development started way back when, when this area first was settled in and was starting to be developed especially in the '50s, our groundwater is in a state of net decline. So when I did speak to the City Council a couple years ago, at that time there was not a plan to address that. So I just hope again with whatever usage ends up coming in here that these very specific factors are considered for any potential use on this site. So thank you very much. [2:08:44] **Planning Commission Chair:** Sounds good. Thank you for your input. Anyone else? Okay, with that I'm going to close the public hearing. If there are no further comments, I will close this public hearing. It is the policy of the Planning Commission not to act on an item on the same night as the public hearing. The Planning Commission will weigh all comments and information received tonight in its deliberations at future meetings. This item will continue to appear on future Planning Commission agendas until a recommendation on the petition can be forwarded to City Council. [2:09:33] **Tim Benetti:** Thank you, Madam Chair and members of commission. So what we're going to be bringing forward at the next meeting, either February 5th or 19th, is reconsideration of this matter. I would hope that you give careful thought to this, what you've heard tonight. We'll provide any updated information that we can provide, answer some of the questions that were asked tonight. I think Mr. Duffy and Mr. McGinty did a great job. Also, we're going to give very careful consideration to the environmental concerns that have been raised by some of our residents. We're very cognizant, understanding that there's a potential large-scale development coming our way, and we've addressed or we've asked them to make sure that they don't forget about that. We have some ideas and some suggestions, and I think you're going to later around see some of that. So without opening up the bag even further on that one, I'm just going to say: wait for it, it's coming. You're going to have a very, very busy meeting on February 5th, so be prepared for that night. I hope you can all make it. Stay safe and healthy. [2:10:48] **Planning Commission Chair:** Thank you. Is that all of your updates then? You've spoken enough tonight. Can I get a motion to adjourn? [2:10:55] **Commissioner Scanland:** So moved. [2:11:03] **Commissioner Halas:** Second. [2:11:05] **Planning Commission Chair:** That was motion by Commissioner Scanland and seconded by Commissioner Halas. All in favor say aye. (Group: Aye). Meeting has ended. [2:11:46] [Applause] [Music]