HomeMy WebLinkAboutCT 97-16A; Archstone-Smith Operating Trust; 2003-1229584; Affordable Housing-Regulatory Agreement & Dec. of Restrictive CovenantsRECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Carlsbad
City Clerk's Office
DOC # 2003-1229584
OCT 06s 2003 4~03 PPI
OFFICIAL RECORDS W DIEGO COlU4TY RECORDER'S OFFICE GREGORY J. SHITHi COUNTY RECORDER FEES: 44.00
Attn. City Clerk
1200 Carlsbad Village Drive
Carlsbad, CA 92008
(Space above for Recorder's Use)
REGULATORY AGREEMENT AND
DECLARATION OF RESTRICTIVE COVENANTS
This Regulatory Agreement and Declaration of Restrictive Covenants (the "Agreement")
is made and entered into as of this
Carlsbad, a municipal corporation (the "City"), and ARCHSTONE-SMITH OPERATING
TRUST, a Maryland real estate investment trust ("Owner").
2nd day of October, 2003, by and between the City of
RECITALS
1. The City and Owner have entered into that certain Affordable Housing Agreement
Imposing Restrictions on Real Property date October 5, 1998, which was recorded on February
15,2002, in the Official Records of San Diego County as Document No. 2002-0135148. The
City and Owner have entered into that certain Addendum No. 1 to Affordable Housing
Agreement dated February 13,2001, which was recorded on March 12,2002, in the Official
Records of San Diego County as Document No. 2002-0206979. The City and Owner has entered
into that certain Addendum No. 2 to Affordable Housing Agreement dated February 13,2002,
which was recorded on March 12,2002, in the Official Records of San Diego County as
Document No. 2002-0206980. The City and Owner have entered into that certain Addendum
No. 3 to Affordable Housing Agreement dated February 5,2003, which was recorded on
February 25,2003, in the Official Records of San Diego County as Document No. 2003-
021 01 86. The Affordable Housing Agreement and subsequent Addendums (collectively, the
"AHA") set forth the affordable housing requirements for the Kelly Ranch Project to be
developed on Planning areas D, G and H of the Kelly Ranch Project, located on the real property
in the City of Carlsbad, County of San Diego, more particularly described in Exhibit A attached
hereto and incorporated herein (the "Property").
2. The Owner intends to develop 45 1 multi-family apartment units within Planning
Areas D, G and H of the Kelly Ranch Project. Of the 45 1 multi-family apartment units, initially,
11 1 multi-family apartment units ("Low Income Units") will ultimately be restricted to and
affordable to low income households. The Low Income Units will be developed to meet the
inclusionary housing requirement of the Kelly Ranch Project.
3. The requirement to provide the affordable housing for Planning Area A, shall be
deferred until such time as building permits are requested for Planning Area A. The building
permits shall not be released for Planning Area A until such time as the required additional
affordable housing units are either occupied by eligible tenants or have been designated as
1
affordable units and are vacant and ready for occupancy by eligible tenants within the
multifamily affordable rental housing project to be constructed and operated by the Owner, or
other party that may at a later date be approved by the City at the request of the Owner. The
affordable housing units shall be constructed with the project to be developed on Planning Areas
D, G and H of the Kelly Ranch Project as indicated with the original affordable housing
agreement.
4. Owner has agreed to observe all the terms and conditions set forth below.
5. Owner holds a fee interest in the Development land, and in all improvements to be
constructed by Owner on such land.
6. In order to ensure that the entire Development will be used and operated in
accordance with these conditions and restrictions, the City and the Owner wish to enter into this
Agreement.
THEREFORE, the City and the Owner hereby agree as follows:
ARTICLE 1
DEFINITIONS
1.1 Definitions
When used in this Agreement, the following terms shall have the respective meanings
assigned to them in this Article 1.
(a) "Agency" shall mean the Carlsbad Redevelopment Agency, Carlsbad, California,
a public body, corporate and politic.
(b) "Agreement" shall mean this Regulatory Agreement and Declaration of
Restrictive Covenants.
(c) "City" shall mean the City of Carlsbad, a municipal corporation.
(d) "Development" shall mean the Property and the four hundred fifty-one (45 1) units
to be constructed on the Property, as well as all landscaping, roads and parking spaces existing
thereon, as the same may from time to time exist.
(e) "Gross Income'' shall mean the total anticipated annual income of all persons in a
household, as calculated in accordance with 25 California Code of Regulations Section 6914 or
pursuant to a successor State housing program that utilizes a reasonably similar method of
calculation of gross income. In the event that no such successor program exists, the City shall
provide the Owner with a reasonably similar method of calculation of gross income as provided
in said Section 6914.
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(0 "HCD" shall mean the California Department of Housing and Community
Development.
(g) ''Low Income Household" shall mean a household whose annual gross income
does not exceed eighty percent (80%) of the Area Median Income, adjusted for household size.
(h) "Low Income Units" shall mean the Units limited to occupancy by Low Income
Households pursuant to Section 2.1 below.
(i) "Market Rate Unit" shall mean the Units limited to occupancy by non-low Income
eligible Households, pursuant to Section 2.1 below.
(j) "Median Income'' shall mean the median gross yearly income adjusted for actual
household size, in the County of San Diego, California, as published from time to time by the
U.S. Department of Housing and Urban Development. In the event that such income
determinations are no longer published, or are not updated for a period of at least eighteen (1 8)
months, the City shall provide the Owner with other income determinations which are reasonably
similar with respect to methods of calculation to those previously published by HCD.
(k) "Owner" shall mean Archstone-Smith Operating Trust, a Maryland real estate
investment trust and their successors in interest to the Development.
(1) "Project" shall mean the Kelly Ranch Project which shall not exceed eight
hundred seventy-seven (877) dwelling units.
(m) "Property" shall mean the real property described in Exhibit A attached hereto
and incorporated herein.
(n) "Rent" shall mean the total of monthly payments by the tenants of a Unit for the
following: use and occupancy of the Unit and land and associated facilities, including parking;
any separately charged fees or service charges assessed by Owner which are required of all
tenants, other than security deposits; an allowance for the cost of an adequate level of service for
utilities paid by the tenant, including garbage collection, sewer, water, electricity, gas and other
heating, cooking and refrigeration fuel, but not telephone service; any other interest, taxes, fees
or charges for use of the land or associated facilities and assessed by a public or private entity
other than the Owner, and paid by the tenant.
(0) "Term" shall mean the period of time beginning on the date of recordation of this
Agreement and ending fifty-five (55) years after a Certificate of Occupancy is issued by the City
for all Units.
(p) "Units1' shall mean one hundred eleven (1 1 1) rental units to be constructed on the
Property by the Owner, which are offered for rent to and which shall be affordable to low income
households.
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ARTICLE 2
AFFORDABILITY COVENANTS
2.1 Occuuancv Requirement. The Low Income Units shall be rented and occupied by
or, if vacant, available for rental and occupancy by Low Income Households.
2.2 Allowable Rent.
(a) The monthly Rent charged the occupants of the Low Income Units shall
not exceed one-twelfth of thirty percent (30%) of eighty percent (80%) of Median Income,
adjusted for household size. The monthly Rent charged the occupants of the Market Rate Units
shall be established by the Owner.
(b) Subject to Section 2.3 below, in calculating the allowable Rent for all
Units, the following assumed household sizes shall be utilized:
Number of Bedrooms Assumed Household Size
studio
One
Two
Three
Four
1
1.5
3
4.5
6
2.3 Increased Income of OccuDving Households. In the event, upon annual
recertification of an occupant household's income, the Owner discovers that a Low Income
Household no longer qualifies as a Low Income Household, but the household income does not
exceed 90% of the Area Median Income, such household's Unit shall continue to be considered a
Low Income Unit, and the Rent shall remain at the allowable rent set forth in Section 2.2 above.
In the event, upon annual recertification of an occupant household's income, the Owner discovers
that a Low Income Household no longer qualifies as a Low Income Household and the
household's income exceeds 90% of the Area Median Income, such household's Unit shall be
considered a Market Rate Unit, and the Rent may be increased to the levels charged to Market
Rate Households, and the Owner shall rent the next available Unit to a Low Income Household
to comply with the requirements of Section 2.1 above. Moreover, a Unit occupied by a Low
Income Household shall be deemed, upon the termination of such Low Income Household's
occupancy, to be continuously occupied by a Low Income Household, as applicable, until
reoccupied, at which time the character of the Unit shall be redetermined.
2.4 Lease Provisions. Owner shall include in leases for all Units provisions which
authorize the Owner to immediately terminate the tenancy of any household one or more of
whose members misrepresented any fact material to the household's qualification as a Low
Income Household. Each lease or rental agreement shall also provide that the household is
subject to annual certification in accordance with Section 3.1 below, and that, if the household's
income increases above the applicable limits for a Low Income Household, such household's
Rent may be subject to increase.
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2.5 Section 8 Certificate Holders. For the Low Income Units, the Owner will accept
as tenants, on the same basis as all other prospective tenants, persons who are recipients of
federal certificates for rent subsidies pursuant to the existing housing program under Section 8 of
the United States Housing Act, or its successor. The Owner shall not apply selection criteria to
Section 8 voucher holders that is more burdensome than criteria applied to all other prospective
tenants, nor shall the Owner apply or permit the application of management policies or lease
provisions with respect to the Development which have the effect of precluding occupancy of
units by such prospective tenants.
2.6 Condominium Conversion. The Owner shall not convert Development units to
condominium or cooperative Ownership or sell condominium or cooperative conversion rights to
the Property during the Term of this Agreement.
ARTICLE 3
INCOME CERTIFICATION AND REPORTING
3.1 Income Certification. The Owner will obtain, complete and maintain on file,
immediately prior to initial occupancy and annually thereafter, income certifications from each
Low Income Household. The Owner shall make a good faith effort to verify that the income
provided by an applicant or occupying household in an income certification is accurate by taking
one or more of the following steps as a part of the verification process: (1) obtain pay stubs for
the four (4) most recent pay period; (2) obtain income tax returns for the two (2) most recent tax
years; (3) conduct a credit agency or similar search; (4) obtain an income verification form from
the applicant's current employer; (5) obtain an income verification form from the Social Security
Administration andor the California Department of Social Services if the applicant receives
assistance from either of such agencies; or (6) if the applicant is unemployed and has no such tax
return, obtain another form of independent verification. Copies of tenant income certifications
shall be available to the City upon written request.
3.2 Annual Report to City. Each year the Owner shall submit an annual report to the
City, in a form approved by the City. The annual report shall include for each Unit covered by
this Agreement, the Rent and the income and household size of the household occupying the
Unit. The report shall also state the date the tenancy commenced for each rental Unit and such
other information as the City may be required by law to obtain.
3.3 Additional Information. Beginning the first June 1' after the final Certificate of
Occupancy for the Development, the Owner shall provide any additional information regarding
the Low Income Units and the Owner's obligations under this Agreement that is reasonably
requested by the City. Upon 5 days prior written request and during regular business hours, the
City shall have the right to examine and make copies of all books, records or other documents of
the Owner that pertain to any Unit.
3.4 Records. Owner shall maintain complete, accurate and current records pertaining
to the Units, and, upon 5 days prior written request by the City, shall permit any duly authorized
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representative of the City to inspect records, including records pertaining to income and
household size of tenant households.
3.5 Welfare Reform Act Compliance. If and to the extent applicable, and unless
Owner is otherwise exempt from the following requirement under applicable law, Owner shall
comply with the requirements of the Public Responsibility and Work Opportunity Reform Act of
1996, as amended, including, without limitation, verifying the citizenship or immigration status
of prospective tenants for the Units in accordance with the verification procedures established
under such Act.
ARTICLE 4
OPERATION OF THE DEVELOPMENT
4.1 Residential Use. The Development shall be operated only for residential use. No
part of the Development shall be operated as transient housing.
4.2 Compliance with Affordable Housing Agreement. Owner shall comply with all
the terms and provisions of the Affordable Housing Agreement.
4.3 Taxes and Assessments. Owner shall pay all real and personal property taxes,
assessments and charges and all franchise, income, employment, old age benefit, withholding,
sales, and other taxes assessed against it, or payable by it, at such times and in such manner as to
prevent any penalty from accruing, or any lien or charge from attaching to the Property; provided,
however, that the Owner shall have the right to contest in good faith, any such taxes,
assessments, or charges. In the event the Owner exercises its right to contest any tax, assessment,
or charge against it, Owner, on final determination of the proceeding or contest, shall
immediately pay or discharge any decision or judgment rendered against it, together with all
costs, charges and interest.
4.5 Nondiscrimination. All of the Units shall be available for occupancy on a
continuous basis to members of the general public who are income eligible. Owner shall not give
preference to any particular class or group of persons in renting or selling the Units, except to the
extent that the Units are required to be leased to Low Income Households or to Carlsbad
Redevelopment Agency or City displacees pursuant to Section 4.6 below. There shall be no
discrimination against or segregation of any person or group of persons, on account of race,
color, creed, religion, sex, sexual orientation, marital status, national origin, or ancestry, in the
leasing, subleasing, transferring, use, occupancy, tenure, or enjoyment of any Unit nor shall
Owner or any person claiming under or through the Owner, establish or permit any such practice
or practices of discrimination or segregation with reference to the selection, location, number,
use, or occupancy, of tenants, lessees, sublessees, subtenants, or vendees of any Unit or in
connection with the employment of persons for the operation and management of the
Development. All deeds, leases or contracts made or entered into by the Owner as to the Units or
the Development or portion thereof, shall contain covenants concerning discrimination as
prescribed by the Affordable Housing Agreement.
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4.6 Preference to Displacees. Owner shall give a preference in the rental of any Units
to eligible households displaced by activity of the Carlsbad Redevelopment Agency or the City
upon receiving a written request of the Agency or the City regarding such displacement. For the
purposes of this Section 4.6, “preference” means moving such persons to the top of any waiting
list and processing applications by such persons ahead of applications submitted by other
persons.
ARTICLE 5
PROPERTY MANAGEMENT AND MAINTENANCE
5.1 Management Responsibilities. The Owner is responsible for all management
functions with respect to the Development, including without limitation the selection of tenants,
certification and recertification of household size and income, evictions, collection of rents and
deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital
items, and security. The City and the Agency shall have no responsibility over management of
the Development. The Owner shall retain a professional property management company
approved by the City in its reasonable discretion to perform its management duties hereunder,
unless the s demonstrate to the City that it has the capacity to self-manage the Development and
receives written City approval for self-management. A resident manager shall also be required,
selection of whom shall be at the discretion of the Owner.
5.2 Management Agent: Periodic Reports. The Development shall at all times be
managed by an experienced management agent reasonably acceptable to the City, with
demonstrated ability to operate residential facilities like the Development in a manner that will
provide decent, safe, and sanitary housing (as approved, the “Management Agent”). Prior to the
first occupancy permit for any building within the Development, the Owner shall submit for the
City‘s approval the identity of any proposed Management Agent. The Owner shall also submit
such additional information about the background, experience and financial condition of any
proposed Management Agent as is reasonably necessary for the City to determine whether the
proposed Management Agent meets the standard for a qualified Management Agent set forth
above. If the proposed Management Agent meets the standard for a qualified Management Agent
set forth above, the City shall approve the proposed Management Agent by notifying the Owner
in writing. Unless the proposed Management Agent is disapproved by the City within thn-ty (30)
days, which disapproval shall state with reasonable specificity the basis for disapproval, it shall
be deemed approved. For the purposes of this Section 5.2 the current Owner, Archstone Smith
Operating Trust is approved for self-management by the City as managing Agents for the
Development.
5.3 Performance Review. The City reserves the right to conduct an annual (or more
frequently, if deemed necessary by the City) review of the management practices and financial
status of the Development. The purpose of each periodic review will be to enable the City to
determine if the Development is being operated and managed in accordance with the
requirements and standards of this Agreement. The Owner shall cooperate with the City in such
reviews.
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5.4 Replacement of Management Agent. If, as a result of a periodic review, the City
determines in its reasonable judgment that the Development is not being operated and managed
in accordance with any of the material requirements and standards of this Agreement, the City
shall deliver notice to the Owner of its intention to cause replacement of the Management Agent,
including the reasons therefore. Within fifteen (15) days of receipt by the Owner of such written
notice, City staff and the Owner shall meet in good faith to consider methods for improving the
financial and operating status of the Development, including, without limitation, replacement of
the Management Agent.
If, after such meeting, City staff reasonably determines that the Managing Agent is not
adequately performing and recommends in writing the replacement of the Management Agent,
Owner shall promptly dismiss the then Management Agent, and shall appoint as the Management
Agent a person or entity meeting the standards for a Management Agent set forth in Section 5.2
above and approved by the City pursuant to Section 5.2 above.
Any contract for the operation or management of the Development entered into by the
Owner shall provide that the contract can be terminated as set forth above. Failure to remove the
Management Agent in accordance with the provisions of this Section shall constitute default
under this Agreement, and the City may enforce this provision through legal proceedings as
specified in Section 6.3.
5.5 Approval of Management Policies. The Owner shall submit its written
management policies with respect to the Development to the City for its review, and shall amend
such policies in any way necessary to ensure that such policies comply with the provisions of this
Agreement.
5.6 Prouertv Maintenance. The Owner agrees, for the entire Term of this Agreement,
to maintain all interior and exterior improvements, including landscaping, on the Property in
good condition and repair (and, as to landscaping, in a healthy condition) and in accordance with
all applicable laws, rules, ordinances, orders and regulations of all federal, state, county,
municipal, and other governmental agencies and bodies having or claiming jurisdiction and all
their respective departments, bureaus, and officials.
The City places prime importance on quality maintenance to ensure that all affordable
housing projects within the City are not allowed to deteriorate due to below-average
maintenance. Normal wear and tear of the Development will be acceptable to the City assuming
the Owner agree to provide all necessary improvements to assure the Development is maintained
in good condition. 'The Owner shall make ali repairs and repiacements necessary to keep the
improvements in good condition and repair.
In the event that the Owner breaches any of the covenants contained in this section and
such default continues for a period of five (5) business days after written notice from the City
with respect to graffiti, debris, waste material, and any other matter posing a threat to the health
and safety of the tenants, or thirty (30) days after written notice with respect to general
maintenance, landscaping and building improvements, (and subject to any stricter requirements
included in any applicable City ordinance) then the City, in addition to whatever other remedy it
8
may have at law or in equity, shall have the right to enter upon the Property and perform or cause
to be performed all such acts and work necessary to cure the default. Pursuant to such right of
entry, the City shall be permitted (but is not required) to enter upon the Property and perform all
acts and work necessary to protect, maintain, and preserve the improvements and landscaped
areas on the Property, and to attach a lien on the Property, or to assess the Property, in the
amount of the reasonable expenditures arising from such acts and work of protection,
maintenance, and preservation by the City andor costs of such cure, including an administrative
charge equal to ten percent (10%) of such expenditures, which amount shall be promptly paid by
the Owner to the City upon demand.
ARTICLE 6
MISCELLANEOUS
6.1 Term. The provisions of this Agreement shall apply to the Property for the entire
Term as defined in Section 1 above. This Agreement shall bind any successor, heir or assign of
Owner, whether a change in interest occurs voluntarily or involuntarily, by operation of law or
otherwise, except as expressly released by the City in a writing.
6.2 Covenants to Run With the Land. The City and the Owner hereby declare their
express intent that the covenants and restrictions set forth in this Agreement shall run with the
land, and shall bind all successors in title to the Property, provided, however, that on the
expiration of the Term of this Agreement said covenants and restrictions shall expire. Each and
every contract, deed or other instrument hereafter executed covering or conveying the Property or
any portion thereof shall be held conclusively to have been executed, delivered and accepted
subject to such covenants and restrictions, regardless of whether such covenants or restrictions
are set forth in such contract, deed or other instrument, unless the City expressly release such
conveyed portion of the Property fiom the requirements of this Agreement.
6.3 Enforcement bv the Citv. If the Owner fails to perform any obligation under this
Agreement, and fail to cure the default within 30 days after the City has notified the Owner in
writing of the default or, if the default cannot be cured within 30 days, failed to commence to
cure within 30 days and thereafter diligently pursue such cure to completion within ninety (90)
days, the City shall have the right to enforce this Agreement by any or all of the following
actions, or any other remedy provided by law.
(a) action at law or in equity to compel Owner's performance of its obligations under this
Agreement, and/or for damages.
Action to Compel Performance or for Damages. The City may bring an
(b) Remedies Provided Under Affordable Housing Agreement. The City may
exercise any other remedy provided under the Affordable Housing Agreement.
6.4 Attorneys Fees and Costs. In any action brought to enforce this Agreement, the
prevailing party shall be entitled to all reasonable costs and expenses of suit, including
reasonable attorneys' fees. This section shall be interpreted in accordance with California Civil
Code Section 1717 and judicial decisions interpreting that statute.
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6.5 Recording and Filing. The City and the Owner shall cause this Agreement, and all
amendments and supplements to it, to be recorded against the Property in the Official Records of
the County of San Diego.
6.6
California.
Governing Law. This Agreement shall be governed by the laws of the State of
6.7 Amendments. This Agreement may be amended only by a written instrument
executed by all the parties hereto or their successors in title, and duly recorded in the real
property records of the County of San Diego, California.
6.8 Notice. All notices given or certificates delivered under this Agreement shall be
deemed received on the delivery or refusal date shown on the delivery receipt, if: (i) personally
delivered by a commercial service which furnishes signed receipts of delivery or (ii) mailed by
certified mail, return receipt requested, postage prepaid, addressed to the party to receive such
notice at the addresses set forth below. Any of the parties may, by notice given hereunder,
designate any further or different addresses to which subsequent notices, certificates or
communications shall be sent.
TO THE CITY OF CARLSBAD:
CITY OF CARLSBAD
Housing and Redevelopment Department
Attn: Housing and Redevelopment Director
2965 Roosevelt Street, Suite B
Carlsbad, California 92008-2389
TO THE DEVELOPER:
Archstone-Smith Operating Trust
Attn: John Luedtke, Group Vice President
Kirk C. Roloff, Vice President
One Spectrum Pointe Drive, Suite 225
Lake Forest, CA 92630
Archstone-Smith
Attn: Michael Berman, Vice President
9200 E. Panorama Circle, Suite 400
Englewood, CO 801 12
Mayer, Brown, Rowe & Maw
Attn: Nancy Nieto
141 E. Palace Avenue
Santa Fey NM 8750 1
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6.9 Severability. If any provision of this Agreement shall be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining portions of this
Agreement shall not in any way be affected or impaired thereby.
IN WITNESS WHEREOF, the City and the Owner have executed this Agreement by duly
authorized representatives, all on the date first written above.
OWNER
ARCHSTONE-SMITH OPERATING
CITY
CITY OF CARLSBAD, a municipal
corporation
Community Development Director
APPROVED AS TO FORM:
RONALD R. BALL, CITY ATTORNEY
By:
bssistant City Attorney
If required by City, proper notarial acknowledgment of execution by Developer must be attached.
If a Comoration, Agreement must be signed by one corporate officer from each of the following
two groups.
*Group A.
Chairman,
President, or
Vice-president
**Group B.
Secretary,
Assistant Secretary,
CFO or Assistant Treasurer
Otherwise, the corporation
secretary under corporate seal empowering the officer(s) signing to bind the corporation.
attach a resolution certified by the secretary or assistant
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
Mersonally known to me
0 proved to me on the basis of satisfactory
evidence
to be thee) whose
subscribed the within instrument and
ted the instrument.
Place Notary Seal Above
Though the information below is not required
and could prevent fraudulent removal and reattachment of this form to another document
Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name:
Individual
0 Corporate Officer - Title(s): I I 0 Partner - 0 Limited 0 General
0 Attorney in Fact
0 Trustee
0 Guardian or Conservator
0 Other: 1 Signer Is Representing: I
I'
0 1999 National Notary Association - 9350 De Solo Ave., P.O. Box 2402 * Chalswwth, CA 91 313-2402 w.MtionaInotaIy org Prod. No. 5907 Reorder: Call Toll-Free 1-800-8766827
EXHIBIT A
Property Description
LOTS 162,165,168 AND 169 OF CARLSBAD TRACT NO. 97-16AY IN THE, CITY
OF CARLSBAD, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO
MAP THEREOF NO. 14340, FILED IN THE OFFICE OF THE COUNTY RECORDER OF
SAN DIEGO COUNTY, CALIFORNIA, ON FEBRUARY 1,2002.
A- 1