[From the U.S. Government Printing Office, www.gpo.gov]








                    TIOGA MARINE TERMINAL
                               MASTER PLAN








                                                                       1-7


















                                    AUGUST 1994


                                    PROJECT NO. 9405


                     PREPARED FOR:  PHILADELPHIA REGIONAL PORT AUTHORITY
                                    210 WEST WASHINGTON SQUARE
                                    PHILADELPIRA, PA 19106

                     PREPARED BY:   URBAN ENGINEERS, INC.
                                    300 N. 3RD STREET
                                    PRILADELPIUA, PA 19106











                    Pennsylvania Coastal Zone Management Program

                        The Tioga Marine Terminal Master Plan



                                  September 30, 1994





                         DER Grant/Contract No. CZ1:93.02PS
                             Grant Task No. CZI:93PS.02
                                   ME No. 93256





               A REPORT OF THE PENNSYLVANIA DEPARTMENT OF ENVIRONMENTAL
             RESOURCES TO NATIONAL OCEANIC AND ATMOSPHERIC ADMINISTRATION
                                     PURSUANT TO
                              NOAA AWARD NO. MA370ZO351










          PENNSYLVANIA
                                                   ZonE











           Project was financed' in part through a federal Coastal Zone
           Management from the Pennsylvania Department of Environmental
          @0'af 44








           Resources, with funds provided by the NOAA. The views expressed
           herein are those of the author(s) and do not necessarily reflect
           the views of NOAA or any of its subagencies.











                                                               TABLE OF CONTENTS
                             EXECUTIVE SUMMARY FINAL REPORT                                                                                Page

                   L         INTRODUCTION            .........................................................                                 I
                                      A.        Background     ................................                   * ....  *.*-  .:   ......    I
                                      B.        Purpose of Master Plan      .........................................                          I
                                      C.        Planning Assumptions and Issues         ...................................                    2
                                      D.        Master Plan Components        ........................................                         3


                   111.      DATA COLLECTION              .....................................................                                4
                                      A.        Provided Data     ................................................                             4
                                      B.        Interviews    ..............                                                       .......     4
                                      C.        Traffic Analysis     ..............................................                          11
                                      D.        Site Visits to Sin-dlar Terminals     ...................................                    12
                                      E.        Environmental Analysis      .........................................                        14
                                      F.        Property Acquisitions     ..........................................                         18



                   III.      CONCEPTUAL PLANNING CONCERNS                        ......................................                      20
                                      A.        Market Forecast      ..............................................                          20
                                      B.        Terminal Utilization      ...........................................                        20
                                      C.        Elements of Container Capacity        ...................................                    21


                   IV.       RECOMMENDED CAPITAL IMPROVEMENTS                              ................................                  24
                                      A.        Two Operator Terminal       .........................................                        24
                                      B.        Single Operator Terminal      ........................................                       26
                                      C.        Closure of Delaware Avenue         .....................................                     27



                   V.        CAPITAL COST ESTIMATES FINAL REPORT                           ................................                  29


                   VI.       EXHIBITS


                             APPENDICES - In Separate Binder
                                      1.        PRPA Provided Terminal Activity Reports
                                      li.       Strategic Business Plan for the Philadelphia Port Corporation Date October 1988 by
                                                Booz, Allen & Hamilton, hic.
                                      III.      Market Based Facilities Plan for the Port of Philadelphia Dated November 13, 1992 by
                                                Martin O'Connell Associates
                                      IV.       Philadelphia Container Terminals Capacity Analysis Dated May 1987 by Container
                                                Transport Technology
                                      V.        Automatic Vehicle Identification Report for the Tioga Marine Terminal Performed by
                                                Urban Engineers, Inc.
                                      V1.       Traffic Study Results of the Tioga Marine Terminal Performed by Urban Engineers,
                                                Inc.
                                      VII.      Urban Engineers, Inc., Interview Recaps.
                                      VIII.     Urban Engineers, Inc., Other Terminal Site Visit Recaps.
                                      ix.       Urban Engineers, Inc. Preliminary Area Reconnaissance Report
                                                Dated September 15, 1994
                                      X.        Urban Engineers, hic., Property Acquisition Information, April 13, 1994











               EXECUTIVE SUMAIARY



               Philadelphia Regional Port Authority (PRPA) was established in 1990 as an independent State
               Authority of the Commonwealth of Pennsylvania. P"A owns several marine terminals in the
               Philadelphia area, one of which is the 97 acre Tioga Marine Terminal located on North
               Delaware Ave. in the vicinity of Venango Street. At present, Tioga Marine Terminal is leased
               to three (3) independent operators. The primary cargo handled at Tioga Marine Terminal is
               containerized cargo, fruit and bulk liquids. One of PRPA's goals is to retain and increase the
               quantity of cargo handled at Tioga Marine Terminal. Based upon current and project cargo
               volumes, PRPA is presently reviewing a five (5) year Capital Improvement Program for Tioga
               Marine Terminal.


               PRPA has had several reports prepared reflecting the capacity and facilities planning of Tioga
               Marine Terminal. Through these reports, PRPA has been apprised of several issues which
               must be addressed in order that Tioga Marine Terminal remain competitive in the port industry.
               As a result, PRPA has deemed it necessary to invest in several Capital Improvement Projects
               aimed at improving efficiency and capacity. PRPA is now interested in obtaining an in depth
               Capital Improvement Master Plan. Urban Engineers, Inc. (Urban) was retained by PRPA to
               develop this Capital Improvement Master Plan Study. The scope of Urban's services included
               an in depth review of the needs related to continued operation of the Terminal by two
               scenarios. The first being multiple lessees as presently exists, and the second being a single
               operator terminal.   A third item of interest which was discovered during the course of
               development of the Tioga Capital Improvements Master Plan is that of the partial closure of
               Delaware Avenue in the vicinity of Tioga Marine Terminal.

               Before Urban could start the development of the Tioga Master Plan, a better understanding of
               Terminal operations was required. PRPA made available to Urban three (3) previously
               prepared capacity and facilities planning reports as well as Terminal activity reports also for
               the Tioga Marine Terminal.       In addition, Urban performed interviews with the various
               stakeholders to ascertain their comments regarding the existing operations, perceived efficiency
               problems, and possible improvements. Interviews were conducted with persons within PRPA,
               all three lessees (Crowley American Transport, Inc., Tioga Fruit Terminal, Inc., and General
               American Transport, Inc.), one stevedoring company and a PRPA security consultant. A
               detailed traffic analysis was performed of the truck traffic both on the Terminal and on
               Delaware Avenue. Urban visited similar terminals on the east coast to observe the effects of
               the recent capital improvements made at these terminals. Urban provided an environmental
               analysis and a Preliminary Area Reconnaissance (PAR) report for two adjacent properties to
               Tioga Marine Terminal and Pier 179 and the Northern Lagoon. Urban also performed title
               searches on several adjacent properties to determine the feasibility of PRPA expanding Tioga
               Marine Terminal's acreage.

               After all of the above mentioned data was obtained, Urban began their conceptual planning
               stage of Capital Improvement Master Plan Project. Items such as market forecasts, terminal
               utilization and the terminal capacities were all taken into account. As a means to evaluate the
               feasibility and impacts of the various capital improvements, Urban developed a number of









                conceptual plans. After evaluating the merits of each of those conceptual plans, combinations
                of the capital improvement schemes were assembled in an attempt to arrive at the two
                requested operational plans, including the conceptual plan for the closure of Delaware Avenue.

                In summary, Urban has suggested that PRPA pursue the capital improvements as suggested in
                our Two Operator Terminal scenario (refer to Exhibit 2). This scheme includes the          following
                features:


                               1.      Acquisition of the former railroad right-of-way for the entire distance of
                                       Crowley's terminal. This will allow expansion of the terminal to the
                                       Delaware Avenue right-of-way and increase the container yard size by
                                       1.5 acres.


                               2.      In order to allow maximum efficiency, the terminal's paving Is in need
                                       of repair.   The terminal's pavement should be restriped to increase
                                       efficient traffic circulation and increase the yard's capacity.

                               3.      Construction of a new 40,000 square foot Container Freight Station at the
                                       northeast comer of the container terminal. Including maneuvering space,
                                       Crowley will lose approximately 1.5 acres.

                               4.      Expansion of the maintenance and repair shop to include four (4)
                                       additional bays. The acquisition of the railroad track will allow the shop
                                       expansion to occur westward so that the driving isle is not affected. The
                                       container terminal would lose approximately 0.25 acres of the 1.5 acres
                                       gained from the relocation of the fence along the Conrail right-of-way.
                                       The expansion of the maintenance and repair shop will include moving
                                       the present operations from the existing carpenter shop to the
                                       maintenance and repair shop.

                               5.      Due to the lighting levels that presently exist and the fact that many
                                       existing light standards/poles will have to be relocated/replaced because
                                       of suggested capital improvements, the existing terminal lighting should
                                       be replaced.

                               6.      The addition of a third container crane would allow for an increase in
                                       berth utilization and productivity. It also would allow the two existing
                                       cranes to be retrofitted one at a time without affecting the container
                                       operation.

                               7.      Demolition of the carpenter's shop, since both Crowley and DRS would
                                       like to move the DRS repair shop to the north end. DRS currently
                                       utilizes the carpenter shop, and must move their equipment from one end
                                       of the terminal to the other. Tioga Fruit would gain approximately 0.6
                                       acres, but more importantly, the bottle neck between the existing
                                       Container Freight Station and the carpenter shop would no longer exist.









                                      Tioga Fruit Terminal will have the final decision regarding the
                                      demolition of this facility. The present carpenter shop operations will be
                                      relocated to the expanded maintenance and repair shop identified above.

                              8.      Relocate Tioga Fruit's employee parking to the west side of Delaware
                                      Avenue at Venango Street. Relocate Crowley's employee parking to the
                                      west side of Delaware Avenue near Wheatsheaf Lane. Tioga Fruit would
                                      gain approximately 1.4 acres of additional laydown space and Crowley
                                      would gain approximately 1. 1 acres of additional laydown space.

                              9.      Tioga III should be converted into a refrigerated transit shed to provide
                                      year round capabilities.

                              10.     Due to the lighting improvements recommended above and increased
                                      electrical requirements    for Tioga 111, electrical upgrades           are
                                      recommended. These upgrades should include a second PECO Energy
                                      service to be installed to the Tioga II building, and the manual transfer
                                      switch at Tioga I should be replaced with an automatic transfer switch.

                              11.     Construction of a four lane gatehouse in the same location as Tioga
                                      Fruit's present guard house. This gate would accommodate the large
                                      volumes of both fruit and in-transit moves. Tioga Fruit would lose
                                      approximately 1.0 acre of laydown space.

                              12.     Construction of both a new eight-lane gatehouse canopy and a new four-
                                      lane roadability facility for Crowley in the northwest corner of the
                                      container terminal. Crowley would lose approximately 2.8 acres. The
                                      new gatehouse location will provide more queuing space for Crowley.


               Urban recommends the Two Operator Terminal scheme, and has prepared an estimated cost
               summary for the twelve (12) capital improvements which were suggested. It is estimated that
               the total capital cost to PRPA to perform these capital improvements will be approximately
               $ 14,500,000.     The benefits to Tioga Marine Terminal will far outweigh the capital
               expenditure.













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                        INTRODUCTION


                        A.     BACKGROUND


                               The Philadelphia Regional Port Authority (PRPA) was established in 1990 as an
                               independent State Authority of the Commonwealth of Pennsylvania.                of the
                               Authorities' goals is to retain and increase the quantity of cargo handled at their
                               port facilities.

                               One of the major marine terminals in the Philadelphia area is the 97 acre, Tioga
                               Marine Terminal located on Delaware Avenue in the vicinity of Venango Street
                               in Philadelphia. At present, the Terminal is owned by PRPA and leased to three
                               (3) independent operators.       The primary cargos handled at Tioga Marine
                               Terminal are containerized cargo, fruit and bulk liquids. While there are three
                               lessees at Tioga Marine Terminal, the Terminal is basically divided into two
                               distinct operations. The third lessee is a bulk liquid transporter which utilizes
                               two berths on site to dock ships and unload chemicals to their facility on the
                               west side of Delaware Avenue.           For more details regarding the existing
                               condition of Tioga Marine Terminal, refer to Exhibit I in Section VI this report.

                        B.     PURPOSE OF MASTER PLAN


                               In 1992, both the container terminal and fruit terminal experienced increased
                               cargo volumes compared to previous years. The container terminal handled
                               48,304 TEU's (twenty foot equivalent units) and approximately 1,550 metric
                               tons of general cargo'. The fruit facility handled over 17.3 million cases of
                               fruit and exported 12,000 metric tons of new and used automobileS2        . The bulk
                               liquid storage and distribution operation in 1993 handled 853,454 Metric Tons
                               of liquids'. Based on current and projected cargo volumes, PRPA is presently
                               reviewing a five year capital improvement program for Tioga Marine Terminal.

                               PRPA has had several reports prepared reflecting the capacity and facilities
                               planning of Tioga Marine Terminal. Through these reports, PRPA has been
                               apprised of several issues which must be addressed in order that Tioga Marine
                               Terminal remain competitive in the port industry. With the expectation of
                               significant increases in the total volume of cargo handled over the next few


                        PRPA, Tioga Marine Terminal Activi1y Report Quarterly Report (4th Quarter 1992),
                        Tioga Container Terminal.

                        PRPA, Tioga Marine Terminal Activi1y Report Quarterly Report (4th Quarter, 1992),
                        Tioga Fruit Terminal.

                        Shay, Al (GATX), Interview, March 22, 1994.

                                                                  1.









                              years, PRPA has deemed it necessary to invest in several capital improvement
                              projects aimed at improving efficiency and capacity. PRPA is now interested
                              in obtaining an in-depth Capital Improvement Master Plan which should include,
                              at a minimum, detailed development plans for a new terminal layout. Thus,
                              PRPA has provided general guidelines of issues which must be addressed under
                              this Capital Improvement Master Plan. These issues are addressed in more
                              detail in Section I.D.


                              PRPA retained Urban Engineers, Inc. (Urban) in February 1994 to undertake this
                              Capital Improvement Master Plan Study. The scope of services included the in-
                              depth review of the needs related to continued operation of the Terminal by the
                              following two scenarios:

                                      1.     Multiple lessees as presently exists
                                      2.     A single operator Terminal

                              For both   scenarios, the Capital Improvement Master Plan addresses those
                              modifications which must be performed to alleviate issues which PRPA has
                              determined to be existing problems. In addition, it shall prepare the Terminal
                              for any changes in the shipping industry within the identified time frame of five
                              (5) years. A third item of interest which was not identified in the original Scope
                              of Work was that of the partial closure of Delaware Avenue for the entire length
                              of Tioga Marine Terminal.       Pertinent issues related to these scenarios are
                              addressed in more detail in Section IV.


                      C.      PLANNING ASSUMPTIONS AND ISSUES


                              As mentioned before, PRPA has made available to Urban three (3) previously
                              prepared capacity and facilities planning reports as well as Terminal activity
                              reports, all for the Tioga Marine Terminal. It is understood that with the
                              exception of a traffic analysis study, Urban will be utilizing the information
                              from the PRPA as a basis for this Master Plan.


                              There are certain issues that must be considered when evaluating the potential
                              operational and physical changes to a Terminal. They are the following:

                                      Whether or not the physical infrastructure properly supports the current
                                      operation.

                                      Whether or not a different operating scenario would make better use of
                                      the existing infrastructure.

                                      What improvements to the infrastructure are required to increase the
                                      efficiency of cargo handling.


                                                               2.









                                     What improvements to the infrastructure are required to accommodate
                                     expected changes in the global shipping industry.

                              In an effort to obtain answers to the above questions, Urban performed a series
                              of informational interviews and site visits to similar, competing marine
                              terminals. Through the interviewing process, Urban obtained a list Qf items or
                              concerns which either PRPA or one of the Terminal operators felt should be
                              addressed as part of the Tioga Master Plan. Urban visited marine terminals in
                              Baltimore, North Jersey, South Jersey and the Philadelphia area in an effort to
                              determine what would make Tioga Marine Terminal more efficient.

                      D.      MASTER PLAN COMPONENTS


                              With the aid of the previously prepared reports (refer to Section IIA - Provided
                              Data), PRPA developed a list of possible capital improvements for which they
                              would expect to be included in a Tioga Capital Improvement Master Plan. That
                              list was presented as part of the Request For Proposal and included the
                              following components:
                                     Two terminal layouts:
                                             - Terminal layout reflecting a single operator
                                             - Terminal layout reflecting current multiple operators

                                     Cost estimates, schematic design and location of the following suggested
                                     capital improvements:
                                             - Crane rehabilitations
                                             - Container Freight Station of about 40,000 s.f
                                             - Demolition of Pier 179
                                             - Addition of refrigeration to Tioga III building
                                             - New gate complex
                                             - Maintenance shop expansion
                                             -Reefer outlets


                                     Identification of Environmental problems at the facility.

                                     Cost and analysis of filling in the finger Pier 179 and the lagoon areas.

                                     Traffic study to determine location and design of new container terminal
                                     gatehouse.

                                     Determine the condition and feasibility of acquiring the property north
                                     of the Terminal boundary.





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                       DATA COLLECTION


                       In an effort to achieve a better understanding of the Scope of Work as well as the
                       Terminal operations, preliminary steps were taken to obtain background information
                       available and conduct necessary interviews with interested parties. Listed below is a
                       brief recap of the information and comments obtained.

                       A.      PROVIDED DATA


                               The PRPA offered the use,of several existing Tioga Marine Terminal related
                               reports which were either performed on their behalf or performed by PRPA
                               themselves. Those reports include the following:

                                              Martin O'Connell Associates, Market Based Facilities Plan for the
                                              Port of Philadelphia, November, 1992

                                              Booz, Allen and Hamilton, Inc., Strategic Business Plan for the
                                              Philadelphia Port CoEporation October, 1988

                                              Container Transport Technology,           Philadelphia Container
                                              Terminals CUacily Analysis, May, 1987

                                              Philadelphia Regional Port Authority, Tioga Marine Terminal
                                              Activijy Reports., January 1992 through September 1993


                       B.      INTERVIEWS


                               In addition to the PRPA provided reports, Urban deemed it necessary to conduct
                               one on one interviews with the various stake holders to ascertain their comments
                               to the existing operations, perceived efficiency problems, and possible
                               improvements. Interviews were conducted with persons within the PRPA as
                               well as personnel from all 3 lessees, their stevedores, and a PRPA security
                               consultant. Listed below is a brief summary of the conclusions reached as a
                               result of these interviews:



                               Crowley American Tray"ort, Inc.

                               Crowley American Transport, Inc. (Crowley) is a containerized operation which
                               operates the northern most 50 acres of Tioga Marine Terminal (refer to Exhibit
                               I in Section VI of this report). Crowley subsidizes their operation by providing
                               stevedore services for outside shipping lines as well as In-Transit moves. . In-
                               Transit moves is a service where containers that have been delivered to a port
                               other than that which its bill of lading requires, are transported to their intended


                                                                4.









                              port. The International Longshoreman's Association (ILA) rules require that any
                              such container be transported to the Port of Intent before being shipped to its
                              final destination. Crowley also provides services for break bulk however, this
                              entails only approximately 1% of their business'.

                              Crowley's operation utilizes two berths, two 90,000 lb. Kocks container cranes,
                              an 8 lane gatehouse for incoming and outgoing traffic, refrigerated container
                              receptacles, a four bay combination maintenance/repair shop and roadability
                              shop, a maintenance and repair shop for yard equipment, and a 37,785 s.f.
                              container freight station. The container freight station is where containers whose
                              contents are for more than one consignee are stripped or stuffed. Crowley
                              utilizes the stevedoring services of Delaware River Stevedoring Company
                              (DRS). Below is a summary of the major issues raised by Crowley:

                                      Container Freight Station -


                                      The present container freight station has significant disadvantages, the
                                      first of which is location. Referring to Exhibit 1, entitled "The Existing
                                      Condition of Tioga Marine Terminal", it is apparent that while Crowley
                                      operates the northern half of the Terminal, the incoming truckers are
                                      required to traverse the Tioga Fruit Terminal to access the container
                                      freight station. This results in conflicts with Tioga Fruit. Secondly, the
                                      structural design of the building includes interior ramps which reduce
                                      capacity, reduce the traffic flow inside of the building, and also creates
                                      a safety concern when these ramps are wet. Due to bonding and security
                                      issues, Crowley notes that the container freight station cannot be
                                      relocated to the west side of Delaware Avenue. Desirable features for
                                      a new container freight station would include cross-dock operation as
                                      well as rail access at the northern end of the Terminal.


                                      Vehicle Queuing -


                                      Terminal security requires that truckers first get approval to enter the
                                      gatehouse area and while doing so they park their vehicles on Delaware
                                      Avenue. Once approved, they are allowed to enter the Terminal. Upon
                                      leaving the Terminal, the same information is required, and as a result,
                                      a queue on the inside of the Terminal, between the gatehouse and
                                      security gate, occurs. Crowley believes that the 8 lanes at the existing
                                      gatehouse are adequate for the forecasted cargo volumes. In addition,




                       PRPA, Tioga Marine Terminal Activily Report Quarterly Report (4th Quarter, 1992),
                       Tioga Container Terminal.

                                                               5.









                                         queuing of vehicles on Delaware Avenue was noted as an operational
                                         decision by Crowley.

                                         Refrigerated Container Plugs -

                                         A total of 80 new reefer plugs were recently constructed which- are being
                                         used by Crowley. This alleviates the need for Crowley to traverse and
                                         utilize the 40 Reefer plugs located at the north end the Tioga Fruit
                                         Terminal.


                                         Expansion of the Maintenance and Repair Shop -

                                         Crowley suggested that the maintenance and repair shop be expanded to
                                         meet the adequate requirement for mandatory roadability inspection of
                                         trucks.   In addition, a better facility for repair of yard vehicles is
                                         desirable since Crowley would like to bring their stevedore's (Delaware
                                         River Stevedores) maintenance shop from the south side of the Terminal
                                         to the northern half


                                         Railroad Access_.:

                                         Crowley noted a need for modified rail access to their terminal. At
                                         present, Crowley is the only tenant who utilizes the existing Conrail lines
                                         through the Tioga Marine Terminal. Unfortunately, the only rail access
                                         to the Terminal comes from the south end of the Terminal requiring that
                                         all Conrail trains traverse through the Tioga Fruit Terminal's operation.
                                         On occasion, tractor trailers are parked on the railroad lines delaying the
                                         delivery and/or pick-up of rail cars. Crowley currently dispatchs 200 rail
                                         cars per month.

                                         K-1 Container Crane Boom Modification -


                                         Crowley noted that the boom on crane K-1 cannot reach to the outer
                                         most thirteenth container on the larger ships servicing the Terminal. This
                                         is not an operational problem at this time. Repairs to the crane rails
                                         were identified as a necessity.       A third crane was not viewed as a
                                         requirement provided that the existing 2 cranes are kept in good repair
                                         and that down time is kept to a minimum.

                                         Gatehouse -


                                         A gatehouse, which would combine both Crowley's and Tioga Fruit's
                                         use, was not desirable according to Crowley.



                                                                    6.











                                      Terminal Lighting -


                                      Crowley noted that the Terminal lighting requires improvement.


                              Tioga Fruit Terminal, Inc.

                              Tioga Fruit Terminal, Inc. (Tioga Fruit) primarily handles Chilean fruit on the
                              southern 47 acres of Tioga Marine Terminal (refer to Exhibit I in Section VI).
                              Tioga Fruit is a subsidiary of the shipping line CSAV based in Chile, South
                              America. They have operated at the Tioga Marine Terminal since 1987. Tioga
                              Fruit utilizes the stevedoring services of Independent Pier Company (EPC).

                              Tioga Fruit handles a large volume of fruit between the months of November
                              and May. In order to supplement their business during the off season, Tioga
                              Fruit handles other commodities. Ever since the closure of Northern Metals in
                              1993, another increasingly significant component of Tioga Fruit's operation has
                              become In-Transit moves. They also export new and used automobiles as well
                              as entertaining passenger cruise ships and general break bulk cargo. These
                              back-haul and other cargo amounted to approximately 10% of Tioga Fruit
                              Terminal's annual business in 19925.

                              Tioga Fruit's operation includes 2 non-refrigerated warehouses totaling 400,000
                              s.f., a 90,000 s.f. cold storage warehouse, refrigerated container receptacles, 3
                              berths and available parking space for In-Transit moves. The following is a
                              summary of the issues raised by Tioga Fruit:

                                      Forecasted Cargo Volumes -


                                      Tioga Fruit does not anticipate any significant changes in their forecasted
                                      cargo volumes (fruit, break bulk, automobiles, passengers, In-Transit
                                      moves).

                                      Vehicle Queuina -


                                      Queuing has become a great concern for Tioga Fruit. They noted that
                                      congestion due to the combination of fruit trucks and In-Transit moves
                                      results in long back-ups outside of their own gate. Also, conflicts occur
                                      between the excessively long queues from Crowley's gatehouse.




                       PRPA, Tioga Marine Terminal Activi1y Report Quarterly Report (4th Quarter, 1992),
                       Tioga Fruit Terminal.

                                                               7.












                                     Automobiles -


                                     Because Tioga Fruit has agreed to store automobiles undercover for one
                                     of their major customers, they are using the Tioga III building for this
                                     purpose. An undetermined amount of additional covered area for car
                                     storage was identified as being desirable.

                                     Refriaeration Tioga 111-


                                     It was suggested that Tioga III be upgraded to a refrigerated warehouse
                                     to handle the overflow of fruit during the peak fruit season.

                                     Terminal Conflicts -


                                     Tioga Fruit indicated that conflicts exist between their operation and
                                     Crowley's operation due to the location of the Container Freight Station.
                                     Tioga Fruit also pointed out that the rail access to Crowley's Terminal
                                     traverses through Tioga Fruit's operation and hampers it.

                                     Gatehouse -


                                     The suggestion of a combined gatehouse with Crowley was viewed as a
                                     problem due to the differing nature of Tioga Fruit's operation from
                                     Crowley's container operation.

                             General American Transportation, Inc.

                             General American Transportation, Inc. (GATX) is a world wide bulk liquid
                             storage and handling company who operates a storage facility near Tioga Marine
                             Terminal (refer to Exhibit I in Section VI). GATX currently leases the south
                             berths adjacent to finger Pier 179 and a berth along the marginal wharf east of
                             the Tioga H building. From these' two points, a series of pipe lines connect
                             Tioga Marine Terminal to GATX's tank farm facility immediately across
                             Delaware Avenue. Consequently, GATX's operation affects the activities of the
                             Terminal in a minimal manner.


                             While GATX has a total storage capacity of 1.2 million barrels of liquids at
                             their facility, in 1993 they posted a throughput of 854,000 metric tons or over
                             4 million barrels of bulk liquids'.       Approximately 90% of their annual
                             throughput is importation while the remaining 10% is export. The following is
                             a summary of those issues raised by GATX:



                      Trovato, Carl (PRPA), Telephone Conversation, August 4, 1994.

                                                              8.











                                    Access to Berthing Area -


                                    GATX noted that access to their berthing area is at times cumbersome
                                    since they are required to enter the site through Tioga Fruit's security
                                    gate. GATX proposed the construction of a separate gate for their use
                                    only.

                                    Filling of Pier 179 -


                                    The filling in of Pier 179 was noted as being undesirable especially in
                                    light of the fact that GATX has recently invested in the construction of
                                    a pipe bridge across Delaware Avenue connecting the existing on-site
                                    piping to their tank facility.

                                    Reconstruction of Pier 179 -


                                    GATX recommended that the finger Pier 179 either be reconstructed or
                                    be completely removed to facilitate easier berthing of their ships. They
                                    noted that if the pier was to be reconstructed they could potentially
                                    accommodate two large tanker ships at a time. GATX has disclosed
                                    plans to expand their tank facility sometime in the future.

                             Delaware River Stevedores, Inc.


                             Delaware River Stevedores, Inc. (DRS) performs the stevedoring services at the
                             container terminal on behalf of Crowley. DRS owns and operates all of their
                             on-site yard equipment including fork lifts, top picks, and yard horses. DRS
                             generally concurred with those comments which Crowley entered during their
                             interviews, but also raised several other issues:


                                    Gatehouse -


                                    Regardless of whether the Terminal is a one operator terminal or two
                                    operator terminal, DRS notes that separate gates for the two operations
                                    (fruit and containers) is typical.

                                    Stacking of Containers


                                    DRS has purchased a top pick which is capable of stacking containers
                                    four (4) high. Crowley/DRS' present operation is a wheeled operation
                                    or one which places all full containers on chassis. Empty containers are
                                    either stored on chassis or stacked depending on the shipping line and
                                    availability of chassis.



                                                             9.









                              Philadelphia Regional Port Authorily

                              The PRPA interviews were conducted with personnel from the Operations, Real
                              Estate and Strategic Planning Departments.           The Operations interviews
                              confirmed policy issues relating to Tioga Marine Terminal, day to day
                              operational issues and furnished background information on -the, existing
                              infrastructure. The Strategic Planning Department provided all of the necessary
                              data related to the throughput of the three operators for the past several years
                              and the anticipated cargo volumes during the 5 year time frame of the Master
                              Plan. During the course of the tenant interviews, the PRPA was informed of the
                              issues raised by the various other stakeholders. The PRPA raised the following
                              concerns which should be addressed:


                                      Vehicle Queuin%z -

                                      The queuing of trucks appears to be the worst in the early morning prior
                                      to the terminal opening and during lunch time. This truck traffic parked
                                      on Delaware Avenue is primarily a safety concern.

                                      In-Transit Moves -


                                      PRPA raised the possibility of routing of all of the Tioga Fruit In-Transit
                                      moves through Crowley's gate in lieu of constructing a new gate facility
                                      at the south end of the Terminal (as requested by Tioga Fruit). This
                                      could alleviate the duplication of effort and provide more trucks to the
                                      existing gate facility. Gate capacity is of concern.

                                      Partial Closure of Delaware Avenue -


                                      The full or partial closure of Delaware Avenue would present
                                      opportunity to, among other things, expand the Terminal and isolate the
                                      public traffic from the Terminal traffic.

                                      Container Crane Situation -


                                      PRPA believes the two container cranes are in very good working
                                      condition. They discussed the possibility of adding another container
                                      crane to Tioga Marine Terminal to accommodate the anticipated future
                                      increase in container volumes.









                                                               10.










                                      Container Freight Station -

                                      PRPA and Crowley both determined that the size of a new Container
                                      Freight Station could be reduced from 100,000 s.f. to 40,000 s.f. without
                                      restricting the operation.

                                      Finger Pier and the North Lagoon

                                      PRPA requested that Urban investigate the possibility of filling in finger
                                      Pier 179 or the lagoon located at the north end of the marginal wharf as
                                      a possible way to increase the Terminal capacity.

                                      Refrigeration of Tioga III -

                                      PRPA agreed with Tioga Fruit that the refrigeration of the Tioga III
                                      Building would open the door to new opportunities at the Fruit Terminal.
                                      The refrigeration of the 98,500 s.f. building would increase the
                                      marketability of the Terminal.

                                      Additional Terminal Acreage -


                                      PRPA agrees that the limiting factor at Tioga Marine Terminal is its size.
                                      Additional Terminal acreage would provide many opportunities to better
                                      enhance the existing Terminal operations, as well as any future
                                      operations.

                       C. TRAFFIC ANALYSIS


                               This section summarizes the data collection and analysis performed by Urban
                               on the existing vehicle traffic and queuing at Tioga Marine Terminal. The
                               information developed provides a baseline for evaluating the impact of the
                               various proposed improvements included in the Master Plan.

                               Traffic and queuing counts were manually performed during the week of March
                               28, 1994. During this week a total of five ships arrived, three container ships
                               and two fruit ships. During the fruit season (November to May) the truck
                               activity is at its busiest, therefore this week was considered to be a good
                               representative basis for evaluating capacity and traffic conflict issues. The counts
                               were conducted at the following on-site and off-site locations:

                                      Delaware Ave. in front of Crowley's terminal entrance

                                      Delaware Ave. in front of Tioga Fruit's terminal entrance









                                      On-site between Crowley's gatehouse and security gate

                                      On-site at Tioga Fruit's Trailer Interchange Receipt gate

                              Patterns which were observed indicated heavy volumes of traffic the day of a
                              ship arrival at the fruit terminal and slowly tapering off over the next-two days.
                              At the container terminal, it was observed that the most active days are the
                              day before and the day after a ship arrival. The temporal distribution of traffic
                              varied by the day and by the Terminal activity.

                              The results of the Traffic Study are as follows:

                                      25% of all trucks entering/exiting the container terminal were bobtails
                                      (i.e. no trailer)

                                      19% of the trucks entering/exiting the fruit terminal were bobtails and
                                      1% were auto carriers.


                                      75% of all truck traffic on the fruit terminal utilized the Trailer
                                      Interchange Receipt (TIR) booth. In other words, approximately 400 of
                                      the 526 trucks on that particular day were In-Transit moves and the
                                      remaining 126 trucks were for either fruit, autos, or break bulk.

                              For more information regarding the above mentioned traffic data refer to Urban
                              Engineers, Inc. Summary of Existing Traffic Conditions at Tioga Marine
                              Terminal in the Appendices'.

                       D.     SITE VISITS TO SIMILAR TERMINALS


                              With the knowledge that competing marine terminals have made significant
                              capital expenditures within the past twelve years in order to upgrade their
                              physical plant, Urban deemed it worthwhile to visit some of these terminals. The
                              ports of New York have invested approximately $797 million since 1982 and the
                              ports in Baltimore have invested approximately $424 million in the same time
                              span'.   During each site visit, Urban would meet with the head of the
                              Operations Department for that facility, at which time inquiry was made about
                              the basic operation of the terminal, capacity, general cargos, future



                   7   Urban Engineers, Inc. SummM of Existing Traffic Condition at Tioga Marine
                       Terminal April 14, 1994.

                       Booz, Allen and Hamilton, Inc., Strategic Business Plan for the Philadelphia Port
                       CoLporation October 1988, Page 1-6.

                                                              12.









                               improvements, etc. Upon completion of the interview, an informational tour of
                               the facility was conducted.

                               The following terminals were visited:

                                      Sealand Service, Inc., Elizabeth, N.J.

                                      Aside from the 250 acre, 6 Berth Terminal itself, a point of interest is the
                                      150,000 s.f. Central Examination Station (CES). This is where U.S
                                      Customs performs their inspection of 80 - 100 containers per day.

                                      Seagirt Marine Terminal, Baltimore, MD.

                                      The 275 acre terminal is an "open terminal" operation where the current
                                      five (5) shipping lines all share the same berths, cranes, warehouse, etc.
                                      Seagirt's state of the art gatehouse complex and double trolley gantry
                                      cranes were of great interest.

                                      Dundalk Marine Terminal, Baltimore, MD.

                                      This 570 acre, 13 Berth Terminal currently handles 150,000 containers
                                      per year along with large volumes of automobiles, break bulk and project
                                      cargos. As many as 50 shipping lines operate at this terminal.

                                      Del Monte Fresh Produce Terminal, Camden, N.J.

                                      This terminal has a very consistent flow of fruit. One ship arrives on
                                      Monday, 52 weeks a year. They handle Costa Rican fruits such as
                                      pineapples, bananas, various melons, coconuts and sweet com in the
                                      35,000 s.f. refrigerated warehouse.

                                      Penn Terminal, Eddystone, PA

                                      This multi cargo terminal is owned and operated by the same company
                                      and they stay busy due to the competitive labor provided by the
                                      Boilermakers Union.













                                                               13.











                      E.     ENVIRONMIENTAL ANALYSIS


                             Trash Incinerator Site

                             A Preliminary Area Reconnaissance (PAR)' was conducted at the site of the
                             former City of Philadelphia trash incinerator located adjacent to the northern
                             property line of Tioga Marine Terminal. This study was presented to PRPA in
                             a separate report and its salient points are summarized here. More information
                             regarding this matter can be found in the complete report in the appendices.
                             The goal of the Preliminary Area Reconnaissance was to determine the potential
                             presence of hazardous or other environmentally sensitive waste at the trash
                             incinerator site which might affect its viability of expanding Tioga Marine
                             Terminal onto its site. The work was based on a site reconnaissance, historical
                             files, document reviews, and the use of Environmental Risk Imaging and
                             Information Services. No intrusive methods (i.e. sampling, drilling, etc.) were
                             used to prepare the Preliminary Area Reconnaissance report.

                             The site contains an incinerator building, Philadelphia Water Department Sludge
                             Line, office building, several small buildings, and a settling basin for storm
                             water runoff. The major structures were constructed in 1956. Approximately
                             60% of the site is covered with either asphalt or concrete paving.

                             Based on the Preliminary Area Reconnaissance, the following areas of concern
                             were determined:


                                    Numerous stains from former use of the property observed at the site
                                    indicate potential contamination.

                                    Former coal stockpiles located on the Tioga Marine Terminal and the
                                    Philadelphia Electric Company properties may have potential to
                                    contaminate surficial soils along the property lines.

                                    Water runoff is depositing sediment in the settling basin.

                                    The incinerator building, with an emphasis on asbestos containing
                                    materials (general building materials, heat insulation).

                                    The contents of several aboveground storage tanks and drums are
                                    unknown.






                     Urban Engineers, Inc., Preliminga Area Reconnaissance Report September 15, 1994.

                                                            14.









                                      Groundwater quality should be checked due to storage tanks, collection
                                      bins, sludge pipes, etc.

                                      Dredge spoils from the Delaware River and fill material may be on the
                                      premises.

                              Prior to PRPA making a decision to proceed with any development on this site,
                              it is recommended that additional investigations be undertaken to further
                              characterize the site. Groundwater monitoring is also recommended. Urban
                              approximates that the cost of the investigation, sampling and report would be
                              $40,000 to $60,000 and take up to 6 months to complete.

                              Conrail Right-Qf-Wgy

                              At this time, there are two abandoned railroad tracks running parallel to
                              Delaware Avenue.      They start at Tioga Street and run north between the
                              property line of the Terminal and Delaware Avenue. By definition, the railroad
                              ties and ballast from these tracks would be considered residual waste. The
                              potential also exists for hazardous materials to be present along the right-of-way
                              due to the nature of the materials previously hauled along the rail lines.

                              Prior to the PRPA making a decision to proceed with the acquisition of this
                              property, it is recommended that samples of the ballast material and surface soil
                              be taken at periodic intervals along the rail line. These samples should be
                              analyzed to classify the materials as either residual or hazardous waste. Urban
                              approximates that the cost of the sampling and characterization would be
                              $15,000 to $20,000 and take up to 2 months to complete.

                              Pier 179 and Northern Lagoon

                              One of the required items included within the Scope of Work for the Master
                              Plan project was to provide an analysis and cost of filling in the two berths
                              adjacent to finger Pier 179 and also the lagoon area located north east of the
                              container terminal. In addressing the possibility of filling in wetlands along the
                              Delaware River, Urban researched the required steps which would be
                              encountered if this option was pursued. Meetings were held with the Urban
                              Waterfront Action Group and the U.S. Army Corps of Engineers. Both entities
                              reached similar conclusions.


                              It would be very difficult to receive authorization to fill in either piers 179
                              (north or south) and it would be even more difficult to fill in the lagoon area.
                              They cited recent cases along the Delaware River where the Fish and Wildlife
                              Service in conjunction with the U.S. Environmental Protection Agency had
                              expressed several reservations regarding "negative" impacts to shallow water


                                                              15.









                             habitat and to migratory fish patterns. These agencies have held up projects in
                             close proximity to Tioga Marine Terminal which proposed less then two (2)
                             acres of fill because field surveys indicated the presence of over 26 different
                             species of fish and other wildlife would be affected. The proposed filling in of
                             Piers 179 north and south involves approximately 9 acres and the lagoon
                             involves approximately 16.5 acres.

                             As a minimum, the filling in of Pier 179 and the lagoon       would require the
                             following:

                                    A complete bio-habitat survey

                                    Identification of subsurface habitat


                                    Identification of depths of habitat material

                                    Identification of nesting and spawning areas

                                    Address shading impacts


                      The following are the regulatory reviews that are required to fill in the Pier 179 and
                      the Northern Lagoon:

                      Regulatofy Agency Reviews:

                      1.     Delaware Valley Regional Planning Commission
                             Urban Waterfront Action Group (UWAG)

                      2.     Delaware River Basin Commission


                      3.     City of Philadelphia

                             a.     Zoning Permit
                             b.     Use Registration

                      4.     U.S. Army Corps of Engineers 404 permit with PADER

                      5.     U.S. Coast Guard


                      6.     Commonwealth of Pennsylvania Department of Environmental Resources
                             (PADER) Water Obstruction and Encroachment Permit Joint Chapter 105
                             Wetlands Coastal Zone Management Consistency Review



                                                             16.









                       7.     PA Historical and Museum Commission (PI-IMC) Review

                       8.     PA Department of Community Affairs

                       The time frame to complete permitting and start filling the area is as follows:

                       1.     Presentation to UWAG - meets once a month          ................        60 days

                       2.     Preparation of Wildlife Survey and fisheries    ...........       12 to  18 months

                       3.     Submission of Joint Applications and Wildlife Reports

                              a.      Corps of Engineers
                              b.      PADER
                              C.      PHMC
                              d.      City Water Department

                       4.     Review of Applications for completeness       ...................          30 days

                       5.     Technical Review of Applications       ........................            90 days

                       6.     Preparation of Response to Questions
                              Document Revisions      .............................                3 0 to 60 days

                       7.     Review of Questions and Answers      .....................           30 to 60 days

                       8.     Preparation of Public Notice, Announcements,
                              Public Hearing, Public Comment Period        ....................          60 days

                       9.     Preparation of Response to Public Questions
                              and Hearing Comments       ...........................               30 to 60 days

                       10.    Receipt of Preliminary Approvals
                              (Above mentioned items I through 9)       ...............        23 to 32 months

                       If approval is achieved:

                       11.    Preparation of Design Documents       ...................          6 to 12 months

                       12.    Regulatory Review of Construction Documents        ...........       60 to 90 days

                       13.    Public Bidding    .................................                  60 to 90 days

                              TOTAL      ....................................                  33 to 50 months



                                                                17.









                               The above mentioned approval process would be expected to take 23 to 32
                               months to be completed. If the results of in-depth study permits filling in, the
                               area would then be classified. Based upon the classification, a mitigation site
                               in the same geographical watershed area would have to be constructed in order
                               to duplicate the lost habitats. Depending on the classification, the mitigation
                               could be from a 1: 1 ratio all the way up to a 4:1 ratio. The availability of
                               shallow water habit areas around Philadelphia, Pennsylvania is limited.

                               Based upon a classification requiring a mitigation ratio of I to 1.5 acres, Urban
                               approximates that the cost to fill in Pier 179 (9 acres) and build a new bulkhead
                               and cell system would be $ 21,875,100.00 and the cost to fill in the northern
                               lagoon (16.5 acres) would be $ 33,982,000.00.           The time frame to obtain
                               permits, receive approval, design, and bid the construction will range from 33
                               to 50 months.


                       F.      PROPERTY ACQUISITIONS

                               During the course of the Master Planning process, it was discovered that on of
                               the limiting factors of the container throughput at Tioga Marine Terminal was
                               not the capacity of the cranes, berths or gates, but the capacity of the yard itself.
                               A previously prepared report stated that in 1986 Tioga Marine Terminal had the
                               following maximum container capacities'0:

                                      Berth Capacity       52,000 containers/year
                                      Crane Capacity       126,000 containers/year
                                      Gate Capacity        86,000 containers/year
                                      Yard Capacity        60,000 containers/year

                               Since  1986, few if any changes have been made to the infrastructure at Tioga
                               Marine Terminal which would lead us to believe that the theoretical yard
                               capacity of the Terminal would remain the same. Aside from making changes
                               in the operational techniques (reduce container dwell times, change to a
                               grounded operation, stacking containers four high, etc.) the only other way to
                               increase yard capacity is to expand the yard acreage.

                               Many of the recommended capital improvements will require the acquisition of
                               several off-site properties. Prior to Urban suggesting that a certain parcel of



                   '0 Container Transport Technology, Philadelphia Container Terminals Capacity Analysis,
                       May 1987, Page 27 (Table 3).

                       Matin O'Connell Associates, Market Based Facilities Plan for the Port of Philadelphia,
                       November, 1992, (Pages 1-13 and 111-5).

                                                                18.









                              land be purchased, research was performed to determine the feasibility of the
                              PRPA purchasing the land.. The City of Philadelphia Tax Assessors Office and
                              Department of Records were both visited and title searches were performed for
                              the various properties.

                              The following information was recovered:


                                      Location:      City of Philadelphia's Northeast Incinerator
                                      Owner:                City of Philadelphia Department of Public Property
                                      Present Use:          The east half of the property is the incinerator and
                                                            it has been abandoned since 1972. The western
                                                            half is still is being        used by the Streets
                                                            Department.



                                      Location:      West of Delaware Ave. and South of Wheatsheaf Lane
                                      Owner:                City of Philadelphia Department of Public Property
                                      Lessee:               Philadelphia Water Department
                                      Present Use:          Vacant field



                                      Location:      South of Venango St. between Delaware Ave. and Carbon
                                                     St.
                                      Owner:                City of Philadelphia Department of Public Property
                                      Lessee:               Philadelphia Gas Works
                                      Present Use           Vacant field and trailer storage



                                      Location:      Railroad between Delaware Ave. and the Terminal
                                                     propeqy line
                                      Owner:                A branch of the Penn Central Kensington and
                                                            Tacony Branch. The owner is Conrail.
                                      Present Use           Abandoned line
















                                                               19.




                                          III




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1   111. CONCEPTUAL
         PLANNING CONCERNS
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                M.      CONCEPTUAL PLANNING CONCERNS


                       A.      MARKET FORECAST


                               As part of the PRPA provided data, Urban received copies of a market based
                               facilities plan, and a strategic business plan and capacity analysis, -all-addressing
                               Tioga Marine Terminal. This Capital Improvement Master Plan does not attempt
                               to duplicate those studies, but rather utilize certain information from them as a
                               basis for the master planning process. These are the market forecasts which
                               Urban used during the study:

                                       It is anticipated that the activity on the container terminal at Tioga will
                                       increase from its present volume of 48,000 container per year to 80,000
                                       per year within the next decade.

                                       It is anticipated that the activity in the fruit industry will remain the
                                       same.


                                       Activity in other cargo markets such as automobiles, break bulk,
                                       passengers, etc. are incidental to this study.           These cargos are
                                       supplemental since Tiog4 Marine Terminal is considered to be a
                                       container and fruit terminal.


                               The conclusion reached as a result of the provided market forecasts is that the
                               Tioga Master Plan should address ways to increase capacity and to increase the
                               ability to efficiently handle the current and projected volume of cargo.

                       B.      TERMINAL UTHJZATION


                               The Tioga Marine Terminal is currently operated as if it were two separate
                               terminals handling two distinctly different cargos. There are occasions when
                               there is joint utilization of the Terminal's facilities such as the use of a crane or
                               the reefer plugs, but this is on an infrequent basis. As outlined in the project
                               scope of work, Urban was required to provide a terminal layout including
                               suggested capital improvements for both a single operator terminal and the
                               present situation of a dual operator terminal. It should be noted that there are
                               advantages and disadvantages to both.

                               Single Operator -

                                       Internal coordination between containers and fruit is better. This reduces
                                       conflicts (i.e. railroad delays).




                                                                20.









                                      Allows the elimination of redundant facilities such as maintenance shops,
                                      roads, and reefers.

                                      Allows greater flexibility in berthing arrangements.

                                      Security is the responsibility of one organization.

                              Dual Operator -

                                      Accommodates smaller, specialized tenants who        handle either fruit or
                                      containers.


                                      Allows for flexibility to have a multi-use terminal.

                                      Less capital expenditures since it is present situation.

                                      Diversification allows greater intensity of each operation.


                       C.     ELEMENTS OF CONTAINER CAPACITY


                              For the time frame of this study, both fruit and containers will be the main cargo
                              handled at Tioga Terminal. The recommended capital improvements discussed
                              later in this report attempt to enhance the current operations in a manner which
                              is consistent with PRPA's policies, but also provide flexibility should conditions
                              change. Obviously, suggested capital improvements which support both a single
                              and a dual operator terminal are advantageous. As was documented via the
                              previously prepared reports, the Terminal operations can have a profound impact
                              on the calculated capacity of a terminal's throughput. Thus, approval of capital
                              improvements to accommodate increased throughput should be closely evaluated
                              against possible changes in operational procedures used by the tenant(s).

                              There are four key elements which affect the overall capacity of the container
                              terminal. First is, the berth capacity, the second is the crane capacity, the third
                              is the yard capacity and fourth is the gate capacity. In addressing the desire to
                              achieve a throughput of 80,000 containers per year, the present operating
                              policies have been assumed to continue, however where operational changes
                              would impact capacity, these issues will be discussed.

                              Berth Capacity -

                              Berth capacity for the container terminal is a function of the length of the
                              marginal wharf, the number of cranes, the crane production rate, and the
                              occupancy of the individual berths. Based on the size of the present Panamax
                              container ships (650' to 750' in length) calling at Tioga, the 1400 If. berth of the


                                                               21









                              container terminal can effectively be considered a two (2) berth terminal. Based
                              on typical crane production rates, a range of berth capacities is between 40,000
                              and 70,000 containers per year (previous reports show 52,    000)12 . The PRPA
                              has identified that the growth in the container volume is expected to occur with
                              an increase in the containers per ship.      This will effectively increase the
                              allowable berth occupancy by reducing the ship maneuvering timein relation to
                              the time spent actually unloading and loading.

                              Berth Utilization and Crane Cna@j@-

                              The theoretical crane capacity of 126,000 containers per year is well in excess
                              of both the berth and yard capacity". A third crane would help to increase
                              berth utilization by allowing either three cranes to operate on one ship (instead
                              of two at present) or if two ships were at dock, two cranes could work the
                              heavier activity ship while the third crane could be working the second ship. In
                              addition, a third crane would increase berth productivity by providing a spare
                              should down time occur. It would also allow for the retrofit of the two existing
                              cranes (one at a time), while still providing two container cranes for Crowley's
                              use.


                              As a result an expensive crane rail turntable would be required to be
                              constructed to connect the diverging crane rail tracks. In addition, the projected
                              length of time required to obtain approval of the environmental aspect (referred
                              to in "Environmental Analysis" Chapter 11, Section E) is enough to negate the
                              idea of berth expansion. Another feasible alternative would be the installation
                              of a dolphin in the north lagoon area to accommodate the berthing of two 750
                              If. ships at once. Since this may not be required until the later stages of this 5
                              year study period, Urban's recommendation would be to have a berth occupancy
                              study performed to justify the need for the third crane.

                              Yard Capacity -

                              It has been documented that the Tioga container yard capacity is approximately
                                                            14
                              60,000 containers per year .       Yard capacity is highly dependant upon
                              operational policy. In order to achieve 80,000 containers per year without
                              increasing the acreage of the yard, steps could be taken to decrease the dwell
                              time, or the period of time which a container is left on the Terminal, for both
                              import and export containers. Instead of stacking empty containers three high,


                  12  Philadelphia Container Terminals Capacity Analysis Page 27.

                      Philadelphia Container Terminals Cgpacity Analysis Pages 27 and 37.

                      Market Based Facilities Plan for the Port of Philadelphia (Pages 1-13 and 111-5).

                                                             22.









                             they could be stacked four high, use a grounded operation in lieu of a chassis
                             operation, or possibly address the Terminal striping layout to increase the
                             number of container slots.


                             Another item of concern is the relocation of the container freight station to the
                             container terminal. A minimum of 120 container parking slots stand to be lost
                             due to the construction of the building or as many as 170 parking sfots.

                             Gate Capacity_.::

                             The container terminal currently processes in excess of 40,000 containers per
                             year through four lanes of the existing eight lane gatehouse. The documented
                             gate capacity is 86,000 containers per year through the existing gatehouse".
                             Therefore, it is not a requirement to expand the existing gatehouse, but rather
                             to determine if it could be relocated to a more advantageous location.
                             Automatic Vehicle Identification is an applicable new technology which could
                             possibly benefit the gatehouse.     Since the responsibility for this lies with
                             Crowley to initiate, refer to the appendices for more information.



























                      Philadelphia Container Terminals Cgpaciiy Analysis Page 27.

                                                             23.




                                                          IV




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         CAPITAL IMPROVEMENTS
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               IV.     RECOMMENDED CAPITAL BIPROVEMIENTS


                       As a means to evaluate feasibility and impacts of the various possible schemes, Urban
                       developed a number of conceptual plans. Addressed in these conceptual plans were all
                       of the major issues including the Container Freight Station relocation, additional parking
                       lots and the gatehouse, as well as revisions to rail access and the filling in of Pier 179.
                       After evaluating the merits of each of those various schemes, combinations if schemes
                       were assembled in an attempt to arrive at two viable terminal plans. The following
                       section discusses the issues related to these two schemes which Urban is recommending
                       for consideration.


                       A.      TWO OPERATOR TERMINAL - THE RECOMAMNDED SCHEMIE


                               Refer to Fxhibit 2 in Section VI entitled "Two Operator Scheme" which reflects
                               Tioga Marine Terminal being utilized by two operators as is the present case.
                               This scheme includes the following features:

                               1.     Acquisition of the former railroad right-of-way for the entire distance of
                                      Crowley's terminal. This will allow expansion of the terminal to the
                                      Delaware Avenue right-of-way and increase the container yard size by
                                      1.5 acres.


                               2.     In order to allow maximum efficiency, the terminal's paving is in need
                                      of repair. The terminal's pavement should be restriped to increase
                                      efficient traffic circulation and increase the yard's capacity.

                               3.     Construction of a new 40,000 square foot Container Freight Station at the
                                      northeast comer of the container terminal. Including maneuvering space,
                                      Crowley will lose approximately 1.5 acres.

                               4.     Expansion of the maintenance and repair shop to include four (4)
                                      additional bays. The acquisition of the railroad track will allow the shop
                                      expansion to occur westward so that the driving isle is not affected. The
                                      container terminal would lose approximately 0.25 acres of the 1.5 acres
                                      gained from the relocation of the fence along the Conrail right-of-way.
                                      The expansion of the maintenance and repair shop will include moving
                                      the present operations from the existing carpenter shop to the
                                      maintenance and repair shop.

                               5.     Due to the lighting levels that presently exist and the fact that many
                                      existing light standards/poles will have to be relocated/replaced because
                                      of suggested capital improvements, the existing terminal lighting should
                                      be replaced.



                                                               24.










                               6.     The addition of a third container crane would allow for an increase in
                                      berth utilization and productivity. It also would allow the two existing
                                      cranes to be retrofitted one at a time without affecting the container
                                      operation.

                               7.     Demolition of the carpenter's shop, since both Crowley and DRS would
                                      like to move the DRS repair shop to the north end. DRS@ currently
                                      utilizes the carpenter shop, and must move their equipment from one end
                                      of the terminal to the other. Tioga Fruit would gain approximately 0.6
                                      acres, but more importantly, the bottle neck between the existing
                                      Container Freight Station and the carpenter shop would no longer exist.
                                      Tioga Fruit Terminal will have the final decision regarding the
                                      demolition of this facility. The present carpenter shop operations will be
                                      relocated to the expanded maintenance and repair shop iden      tified above.

                               8.     Relocate Tioga Fruit's employee parking to the west side of Delaware
                                      Avenue at Venango Street. Relocate Crowley's employee parking to the
                                      west side of Delaware Avenue near Wheatsheaf Lane. Tioga Fruit would
                                      gain approximately 1.4 acres of additional laydown space and Crowley
                                      would gain approximately 1.1 acres of additional laydown space.

                               9.     Tioga III should be converted into a refrigerated transit shed to provide
                                      year round capabilities.

                               10.    Due to the lighting improvements recommended above and increased
                                      electrical requirements      for Tioga III, electrical upgrades            are
                                      recommended. These upgrades should include a second PECO Energy
                                      service to be installed to the Tioga II building, and the manual transfer
                                      switch at Tioga I should be replaced with an automatic transfer switch.

                               11.    Construction of a four lane gatehouse in the same location as Tioga
                                      Fruit's present guard house. This gate would accommodate the large
                                      volumes of both fruit and in-transit moves. Tioga Fruit would lose
                                      approximately 1.0 acre of laydown space.

                                                I
                               12.    Construction of both a new eight-lane gatehouse canopy and a new four-
                                      lane roadability facility for Crowley in the northwest comer of the
                                      container terminal. Crowley would lose approximately 2.8 acres. The
                                      new gatehouse location will provide more queuing space for Crowley.







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                       B.       SINGLE OPERATOR TERMINAL


                                Although this is not the present situation nor a current priority, it would be
                                prudent to investigate this scenario should the circumstances become such that
                                a one-operator facility becomes viable (refer to Exhibit 3 in Section VI entitled
                                "One Operator Scheme"). This option includes the following features:

                                1.     Acquisition of the railroad right-of-way for the entire distance of the
                                       container operation. This will allow expansion of the terminal to the
                                       Delaware Avenue right-of-way and increase the yard size by 1.5 acres.

                                2.     In order to allow maximum terminal efficiency, the terminal's paving is
                                       in need of repair. The terminal's pavement should be restriped to
                                       increase efficient traffic circulation and increase the yard's capacity.

                                3.     Construction of a new 40,000 square foot Container Freight       Station at the
                                       far northeast comer of the container terminal. A separate access road
                                       will be constructed, thereby eliminating the need for freight consignees
                                       to enter the Terminal for pickup or delivery. Including maneuvering
                                       space, the terminal would stand to lose approximately 3 acres.

                                4.     Expansion of the maintenance and repair shop to include four additional
                                       bays. The acquisition of the railroad track will allow the shop expansion
                                       to occur westward, so that the driving isle is not affected. The terminal
                                       would lose approximately 0.25 acres of the 1.5 acres gained from the
                                       relocation of the fence along the Conrail right-of-way. The expansion of
                                       the maintenance and repair shop will include moving the present
                                       operations from the existing carpenter shop to the maintenance and repair
                                       shop.

                                5.     Due to the lighting levels that presently exist and the fact that many
                                       existing light standards/poles will have to be relocated/replaced because
                                       of suggested capital improvements, the existing terminal lighting should
                                       be replaced.

                                6.     The addition of a third container crane would allow for an increase in
                                       berth utilization and productivity. It also would allow the two existing
                                       cranes to be retrofitted one at a time without affecting the container
                                       operation.

                                7.     Demolition of the carpenter's shop can be performed as a result of the
                                       expansion of the maintenance and repair shop at the north end of the
                                       terminal. The terminal would gain approximately 0.6 acres, but more



                                                                 26.









                                      important is the fact that the bottle neck between the existing Container
                                      Freight Station and the carpenter shop would be eliminated.

                               8.     Relocation of both the break bulk and container terminal employee
                                      parking to the west side of Delaware Avenue. The terminal would gain
                                      approximately 2.5 acres of laydown space as a result.

                               9.     Tioga III should be converted into a refrigerated transit shed to provide
                                      year round capabilities.

                               10.    Due to the lighting improvements recommended above and increased
                                      electrical requirements     for Tioga III, electrical upgrades           are
                                      recommended. These upgrades should include a second PECO Energy
                                      service to be installed to the Tioga 11 building, and the manual transfer
                                      switch at Tioga I should be replaced with an automatic transfer switch.

                               11.    Construction of a four lane gatehouse in the same location as the break
                                      bulk terminal's present guard house. This gate would accommodate the
                                      large volumes of fruit, break bulk and in-transit moves. The terminal
                                      would lose approximately 1.0 acre of laydown space.

                               12.    Construction of both a new eight-lane gatehouse canopy at the north end
                                      of the terminal and a new four-lane roadability facility. The terminal
                                      would lose approximately 2.8 acres. The new gatehouse location will
                                      provide more queuing space for the container operation than exists at
                                      present.


                       C.      CLOSURE OF DELAWARE AVENUE


                               During the course of the Tioga Capital Improvements Master Plan, it became
                               apparent to both the PRPA and Urban Engineers that another possible
                               opportunity to improve site access and circulation is to obtain a full or partial
                               closure of Delaware Avenue. Despite being beyond the scope of work for this
                               endeavor, Urban has reviewed and identified several points of interest. (Refer
                               to Exhibit 4 entitled "Delaware Avenue Closure Concept" in Section VI for more
                               information reflecting the public traffic being separated from the Terminal traffic
                               and away from the Terminal's activities.) Please note that no investigative work
                               was performed confirming the feasibility of the plan. This option includes the
                               following points:

                               1.     For both the partial and complete closure of Delaware Avenue, the public
                                      vehicular traffic would be diverted west onto Carbon Street, currently an
                                      active railroad bed. The PRPA would be required to acquire certain
                                      properties, all of which are believed to be owned by the City of


                                                               27.









                                     Philadelphia. In doing so, additional acreage would be obtained which
                                     could be used to increase both the container and break bulk terminals.


                              2.     The gatehouse location is shown schematically.          Based upon the
                                     Terminal utilization (i.e. one or two operators, In-Transits using the
                                     container gate, etc.) the gatehouse could properly be oriented,_ sized and
                                     designed.

                              3.     Traffic signals would have to be designed to permit the railroad's access
                                     to their line.


                              4.     The potential exists for a greater length of queuing area which would
                                     help eliminate the closeness of the public traffic to the queuing terminal
                                     traffic. Also, conflicts between the break bulk and the container terminal
                                     could be lessened.


                              5.     Employee parking could be relocated westward, thereby allowing more
                                     laydown space closer to the water's edge.

                              6.     A possible obstacle may be the pipe bridge above Carbon Street, between
                                     Venango Street and Castor Avenue.

























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                                           ESTIMATED COST SUMMARY
                           RECOMMENDED FOR CAPITAL IMPROVEMENTS
                                           DUAL OPERATOR TERMINAL





                    ITEM                    IMPROVEMENT/TASK                                   AMOUNT
                     NO.

                         I        Purchase and Cleanup Conrail Railroad track                        $ 100,000.00
                                               along Delaware Ave.
                         2                Pavement Repairs and Striping                              $ 400,000.00
                         3       Addition of Container Freight Station Building                        -
                                                    (40,000 s.f.)                                  $ 1,633,835.00
                         4          Maintenance and Repair Shop Expansion
                                                     (6,000 s.f.)                                    $ 250,000.00
                         5         Terminal Lightning and Electrical upgrades
                                      including Automatic Transfer Switches                        $ 1,900,000.00

                         6                     New Container Crane                                 $ 5,500,000.00
                         7                Demolition of Carpenter Shop                                $ 15,000.00
                         8          Parking Relocation Across Delaware Ave.                             250,000.00
                         9         Adding Refrigeration to Tioga 111 Building                      $ 2,697,758.00
                         10            Upgrade power distribution and add                            $ 600,000.00
                                               second PECO service

                         11          Construction of four-lane gatehouse for                         $ 381,530.00
                                                     Tioga Fruit
                         12          New Gate and Roadability Complex for
                                     Container Area (without office building)                        $ 763,060.00


                                                      TOTAL                                       $ 14,491,183.00




                         All prices except for item No.6 (Third Crane) were obtained from 1994 MEANS
                               u
                         Constr ction Cost Data or historical data for similar projects Urban has designed.



                                                                 29.









                                        ESTIMATED COST SUMMARY
                          RECOMMENDED FOR CAPITAL IMPROVEMENTS
                                       SINGLE OPERATOR TERMINAL





                   ITEM                   UVIPROVEMENT/TASK                              AMOUNT
                    NO.

                       I        Purchase and Cleanup Conrail Railroad track                    $ 100,000.00
                                             along Delaware Ave.

                       2               Pavement Repairs and Striping                           $ 400,000.00
                       3       Addition of Container Freight Station Building
                                                 (40,000 s.f.)                               $ 1,715,835.00
                       4          Maintenance and Repair Shop Expansion
                                                  (6,000 s.f)                                  $ 250,000.00
                       5         Terminal Lightning and Electrical upgrades
                                   including Automatic Transfer Switches                     $ 2,500,000.00

                       6                    New Container Crane                              $ 5,500,000.00

                       7                Demolition of Carpenter Shop                            $ 15,000.00
                       8          Parking Relocation Across Delaware Ave.                      $ 250,000.00
                       9         Adding Refrigeration to Tioga III Building                  $ 2,697,758.00
                       10            Upgrade power distribution, and add
                                            second PECO service                                $ 600,000.00
                       11          Construction of four-lane gatehouse for                     $ 381,530.00
                                                  Tioga Fruit
                       12          New Gate and Roadability Complex for
                                   Container Area (without office building)                    $ 763,060.00


                                                   TOTAL                                    $ 15,173,183.00


                       All prices except for item No.6 (Third Crane) were obtained from 1994 MEANS
                       Construction Cost Data or historical data for similar projects Urban has designed.





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                          ESTIMATED COST SUMMARY FOR
                          ITEMS REQUESTED BY PRPA, BUT
                  NOT INCLUDED AS PART OF RE.COMMENDATION




             ITEM                  ITEM/TASK                    AMOUNT
              NO.

                I               Demolition of Pier 179            $ 4,843,100.00
               2           Filling of Adjacent Sides of Pier 17-9 $ 21,875,100.00
          L-3                  Filling of North Lagoon           $ 33,981,820.00

























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                               COMMONWEALTH OF PENNSYLVANIA
                             DEPARTMENT OF ENVIRONMENTAL RESOURCES
     PENNSYLVANIA                         P.O. Box 8555
                                     Harrisburg,-PA 17105-8555
                                         November 1, 1994

                                                                717-787-2529
       Bureau of Land and Water Conservation



                                                        IE ow Elf

                                                      K10V7

       Neil K. Christerson, Program Specialist
       Coastal Programs Division - OCRM
       SSMC4 Room 11209 (N/ORM 3)
       1305 East-West Highway
       Silver Spring, MD 20910

       RE: DER File No. CZ1:A(93)

       Dear Neil:

           Enclosed with this letter are two copies of the final plan for the Tioga Marine Terminal
       Master Plan (CZ1:93PS.02). This project was completed with funds provided by a financial
       assistance award in the Coastal Zone Management Program for the Fiscal Year 1993.

                                          Sincerely,

                                                  @57,

                                          Robert S. Edwards
                                          Environmental Planner 11
                                          Division of Coastal Programs
       Enclosure




















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