CITY OF BOSTON MASSACHUSETTS OFFICE OF GAMING ACCOUNTABILITY City Hall, Room 620 Boston, MA 02201

March 21, 2014 Via U.S. Mail & Electronic Delivery Secretary Richard K. Sullivan, Jr. Executive Office of Energy and Environmental Affairs Attn: MEPA Office 100 Cambridge St., Suite 900 Boston MA, 02114 RE: EOEEA # 15006 Mohegan Sun Massachusetts & EOEEA # 14747 Suffolk Downs Stabling Area and Racecourse Stormwater Improvements

Dear Secretary Sullivan: The City of Boston is pleased to have the opportunity to comment on the Notice of Project Change (NPC) for Mohegan Sun Massachusetts, and the Notice of Project Change for Suffolk Downs Stabling Area and Racecourse Stormwater Improvements for the above referenced project. The City of Boston is committed to enhancing and protecting the quality of life of all Boston residents, workers, businesses, visitors and tourists, and with respect to the impacts of this project, the City of Boston is particularly concerned for those who live and work in East Boston. Attached please find the City of Bostons Comment Letters to the NPCs. Attachment A: Boston Transportation Department Comment Letter, including a technical memorandum by our engineers and consultants Attachment B: City of Boston Environment, Energy & Open Space Comment Letter, including a technical memorandum by our engineers and consultants Attachment C: City of Boston Law Department Comment Letter Attachment D: Boston Redevelopment Authority Comment Letter

Thank you for your consideration, review and adoption of the City of Bostons thorough comments. Please do not hesitate to contact me with any questions you may have. Very truly yours,

Elizabeth Dello Russo

Secretary Sullivan March 21, 2014 Page 2

Office of Gaming Accountability Senior Assistant Corporation Counsel

Cc: Via Electronic Delivery Eugene OFlaherty, Corporation Counsel, City of Boston Brian Swett, Chief of the City of Boston Environment, Energy & Open Space Cabinet James Gillooly, Commissioner of the Boston Department of Transportation Brian Golden, Director of the Boston Redevelopment Authority Thomas C. Frongillo, Fish & Richardswon Mary Marshall, Nutter, McClennen & Fish William Kennedy, Nutter, McClennen & Fish John Ziemba, Massachusetts Gaming Commission Catherine Blue, Massachusetts Gaming Commission John Stefaninin, DLA Piper Kevin Conroy, Foley Hoag

Attachment A

City of Boston Transportation Department Comment Letter and attached memorandum of Stantec Consulting

Stantec Consulting Services Inc. 55 Green Mountain Drive South Burlington VT 05403 Tel: (802) 864-0223 Fax: (802) 864-0165

March 21, 2014 File: 195310830

City of Boston Transportation Department City of Boston City Hall, Room 721 Boston, MA 02201 DearCommissioner Gillooly, Reference: Notices of Project Change Caesars Resort at Suffolk Downs Per your request we have reviewed the Notice of Project Change (NPC) for the Suffolk Downs Stabling Area, Racecourse Stormwater Improvements dated January 31, 2014, and the NPC for Mohegan Sun Massachusetts (MSM) also dated January 31, 2014. Collectively, we refer to these as Notices of Project Change for Caesars Resort at Suffolk Downs as the two projects are proposed at the site of the Caesars project for which a Draft Environmental Impact Report (DEIR) has been filed. Overall, we recommend and believe the appropriate process to be that a new DEIR be filed for a combined project that considers both NPCs as the two projects are inextricably connected and the environmental impacts o f each project have yet to be disclosed to the public within the framework of the Massachusetts Environmental Policy Act. We also recommend from a transportation perspective that the combined project DEIR at a minimum address the scope of the Caesars DEIR with special emphasis on new areas of impact and on deficiencies of the prior DEIR as described below. Project Descriptions The NPCs present two proposed activities as separate projects. The MSM proposal is a casino gaming resort with all proposed gaming elements located at Suffolk Downs in Revere, Massachusetts. The resort will include a casino with 5000 gaming positions, up to 550 hotel rooms, 102,000 square feet of retail space and 4270 on-site parking spaces constructed in Revere. Vehicular site access will be provided by way of the existing driveways that presently serve Suffolk Downs: Furlong Drive in Revere; Tomasello Drive in Revere; and, Tomasello Drive in Boston. Tomasello Drive is a private way owned by Suffolk Downs connecting Route 1A in Boston with Winthrop Avenue in Revere. The Proponents acknowledged that the private way must remain open to provide access to the existing Target shopping center located on Furlong Drive between Tomasello Drive and Route 1A. Non-vehicular access to the site is proposed by way of a grand entryway in the northeast corner of the site on Winthrop Avenue near the Beachmont MBTA Blue Line station. A necessary precursor to the casino resort development is the relocation of the existing horse barns from the casino site in Revere to a new site as presently and only proposed at Suffolk Downs in Boston. This second project includes the construction of three new barns each containing 42 stalls in what is presently a paved parking area and renovating a portion of the existing grandstand to house another 740 horses. The above three vehicular access drives that presently serve Suffolk Downs will continue to serve the relocated horse barns. Project Change

March 21, 2014 Page 2 of 7 Reference: Notices of Project Change Caesars Resort at Suffolk Downs

The MSM NPC makes comparisons to the project described in the Caesars DEIR to define project changes. Notable differences between the two projects include: Applicant for Caesars was Sterling Suffolk Racecourse, LLC. New casino applicant is Mohegan Sun Massachusetts; Caesars casino/hotel/retail construction located in Boston. MSM casino hotel located in Revere; Caesars gaming area included 6000 positions. MSM gaming area to include 5000 positions. Caesars retail floor are included 30,000 square feet. MSM retail floor area includes 102,000 square feet. Caesars on-site parking supply included 5100 spaces. MSM parking supply includes only 4270 spaces. Another key difference between the two projects is that Caesars granted host community status to Revere when no gaming activities were proposed in Revere. Development on the Revere portion of the project site was limited to the existing access drives, Furlong Drive and Tomasello Drive. For both projects Revere and the Proponent have limited the use of Winthrop Avenue. Despite what the NPC states, the Proponent acknowledged that visitorswill make use of the existing Tomasello Drive in Boston as a point of vehicular access. MSM has not granted host community status to Boston. The Stabling Area NPC makes comparisons to the project described inthe Environmental Notification Form (ENF) Suffolk Downs Stabling Area and Racecourse StormwaterImprovements in East Boston and Revere dated May 16, 2011. The differences described between the two projects are significant. Activities mandated to address existing stormwater quality issues in the earlier project were located primarily but not exclusively in Revere. Activities proposed for the current project are located in solely in Boston. The nature of activities proposed is also different. The earlier project proposed stormwater improvements to the existing horse barn area. The current project considers the construction of new horse barns. Specific MEPA Process Concerns The submitted NPCs request certain actions be taken by the MEPA office . First, in the case of the case of the MSM filing, the applicant asks that the project be allowed to move forward as a Single EIR. Second, the Suffolk NPC asks that no further environmental review be required. Both of these actions are inappropriate pursuant to the MEPA Regulations. Concession to either request would severely comprise the MEPA review process which exists to ensure full public disclosure of anticipated project environmental impacts and mitigation measures where state permits are required. The environmental impacts of the two projects have not been fully disclosed and proposed mitigation measures have not been presented to Boston residents within the MEPA process. The transportation impact analyses of the Caesars DEIR are no longer applicable and therefore the Caesars DEIR cannot substitute as the DEIR for the MSM project. Critical differences between the two projects from a transportation analysis perspective include: The roadway improvements proposed for Route 1A are unknown for the MSM project as are their potential impacts on site access, area traffic operations and abutting properties. Caesars, in its DEIR proposed to construct substantial infrastructure improvements on Route 1A in the vicinity of the project site as an integral part of the Project. Detailed plans were presented describing a northbound flyover at Boardman Street and new signal control at Tomasello Drive and at Waldemar Avenue. Implementation of these or similar improvements was guaranteed to Boston residents by way of a Host Community Agreement. There is no longer a Host Community Agreement in place and no commitment by MSM to construct the prior plan. No alternative plans were presented and/or analyzed in the MSM NPC.

March 21, 2014 Page 3 of 7 Reference: Notices of Project Change Caesars Resort at Suffolk Downs

The vehicle trip distribution for the two projects will likely be different. For the Caesars proposal Tomasello Drive was to be upgraded between Route 1A and the casino site. Also, the main entrance to the casino was oriented to Tomasello Drive south of the site. Now increased emphasis is being placed on the Furlong Drive access and the building entrance faces the Beachmont MBTA station in the northeast quadrant of the site. Greater use of Furlong Drive as a site access point will have yet to be defined or mitigated impacts on traffic operations at the Route 1A intersections with Furlong Drive and with Winthrop Avenue. Likewise, Bennington Street in East Boston and Donnelly Square in Revere are likely to see greater use for site access for the current project relative to the prior project given the change in site orientation. No new traffic impact analyses have been presented for the Bennington Street corridor. In Caesars project, Tomasello Drive was a grand entrance. In comparison, Furlong Drive is a private way for use by an existing shopping plaza. Transit system impacts for the two projects are also significantly different rendering the Caesars DEIR analysis obsolete. The Caesars project sought to promote Blue Line access by way of the Suffolk Downs station. That activity will now move to the Beachmont station. New analyses have not been presented to describe the adequacy of the Blue Line changes and station to accommodate the relocated demand. The Caesars DEIR cited capacity constraints at the Tomasello Drive/Winthrop Avenue intersection even with mitigation measures in place under Build conditions. No analysis has been presented to describe how this intersection might be further burdened under the MSM plan which changes the site orientation to the north and Winthrop Avenue. The lack of analysis is deeply troubling, especially given the Revere Host Community Agreements added restrictions on use of Winthrop Avenue. The parking analysis for the Caesars project cannot apply to the MSM project as the parking and land use data have changed. The MSM project includes only 4270 parking spaces to support a 5000 gaming position casino. Typically casino parking is provided at a ratio of one space per gaming position. The MSM proposal includes more retail space and potentially more hotel rooms than the Caesar proposal suggesting that an even higher ratio should apply to the MSM facility. Given the potential for spillover parking to occur on residential streets in Boston, Boston residents should be entitled to review a new parking analysis and mitigation plan in a Draft EIR.

The MEPA review process being followed for the Stabling Area project is also inappropriate. As noted above, the prior stormwater project and current horse barn project have nothing in common in terms of scope of work and are located on geographically distinct sites. Additionally, the stormwater project has already received all permits required to construct the project and the construction is complete. NPC filings per the MEPA regulations are reserved from projects that have not yet received all of their state permits. Consequently, a new ENF should have been filed for the current horse barn project. The proper review of an ENF for the horse barn project would lead to the submission of a DEIR as there are certain unknowns relative to the Suffolk Stabling Area proposal that also merit full review by the public within the MEPA process. The Stabling Area NPC fails to describe the following transportation factors that are of concern for Boston residents: The proposed horse barns will occupy space that is presently paved for parking. An analysis should be done to confirm that with this project built that there will be adequate parking on site to support

March 21, 2014 Page 4 of 7 Reference: Notices of Project Change Caesars Resort at Suffolk Downs

the Suffolk Downs racetrack. Again, spillover parking demands would impact residential areas in Boston. Concerns are heightened by statements in the MSM NPC indicating that construction of the proposed casino is intended to increase activity at the racetrack. The quantity and routing of truck traffic to and from the proposed facilities have not been defined. The movement of horses, animal feed and manure on and off of the project site may have impacts in East Boston neighborhoods. East Boston residents in Orient Heights presently have access to the Target shopping center as pedestrians through the Suffolk Downs site. No information has been presented to describe how this access will be maintained with the proposed Stabling Area project.

In consideration of the above it is recommended that a new Draft EIR be filed for the combined projects. As notede, certain transportation impacts of the proposed projects have not yet been disclosed in any MEPA filings. Mitigation measures related to these impacts have not yet been disclosed to the public as well. The filing of a new DEIR will allow Boston residents to first understand these impacts and then ask questions that may be address in a Final EIR. Due to significant differences between the prior projects and current project both in terms of scope and location, the information available in the prior submittals is not applicable to the new projects and should not substitute as a DEIR for the new projects. The new DEIR filing should consider both projects as a single action as they are inextricably linked and failure to do so may be viewed as project segmentation pursuant to the MEPA guidelines. (A proponent may not phase or segment a Project to evade, defer or curtail MEPA review.) In assessing whether multiple proposals constitute a single project, a determination should be made that the activities proposed taken together comprise a common plan independent of the number of applicants involved . Relocation of the horse barns is a necessary precursor for the casino project. The two projects and the two sites share much of the same infrastructure, most notably, Tomasello Drive and Furlong Drive from an access perspective. The two projects are also linked by way of statements in the MSM NPC suggesting that binding agreements are in place requiring that land lease payments from MSM to Suffolk Downs be used to sustain horse racing. From a site access and operations perspective the two proposals are linked, comprise a common plan and should be evaluated in a combined DEIR. As with the Caesars project, the recommended combined DEIR should also include proposed Route 1A improvements (not yet defined) as part of the project. The quote provided above from the Caesars DEIR described proposed improvements to Route 1A as an integral part of the project. (The Caesars DEIR never analyzed Build traffic conditions without the Route 1A improvements in place.) The applicant recognized that the casino resort was not a viable proposal unless improvements were made to Route 1A that would allow safe and convenient access to the project site. Failure to provide adequate roadway capacity along Route 1A, the estimated source of 70 percent of the Caesars casino resort trips, would jeopardize the resorts ability to meet its patronage and financial objectives. As such, as with the Caesars project, any proposed improvements to Route 1A, particularly at Boardman Street in Boston, should again be treated as an integral part of the project, rather than as traffic mitigation, within the combined DEIR. Requested Transportation Analyses The suggested combined DEIR should include a transportation scope consistent with the scope required of the Caesars project to fully describe the multimodal impacts and proposed mitigation measures on the transportation system serving the subject site. The scope should require forecasts of project generated

March 21, 2014 Page 5 of 7 Reference: Notices of Project Change Caesars Resort at Suffolk Downs

travel demands, an assignment of these future demands on the existing transportation system, quantification of the impact of the added travel demands on system operations and a description of measures proposed to mitigate these impacts. The DEIR could build upon the baseline transportation data provided in the DEIR prepared for the Caesars project updated to account for appropriate changes in estimated site trip generation, trip distribution and trip assignment. The new DEIR should also address the following shortcomings that were noted by the Boston Transportation Department with respect to the Caesars DEIR. Interim Traffic and Parking Conditions The Caesars casino resort was to be constructed in a single, continuous phase with the proposed casino/gaming area within the existing Suffolk Downs grandstand opening prior to other elements of the project and prior to completion of proposed improvements along Route 1A. The applicant should confirm that the MSM project will not open prior to completion of the off-site improvements or provide an analysis of traffic operations and mitigation measures for any interim period when portions of the resort are open and the roadway improvements are not in place. Similarly, a parking plan should be provided comparing the expected on-site parking demand during any interim period to the parking supply that will be available during that period. Orient Heights Pedestrian Connection The Caesars DEIR committed to maintaining a safe and convenient pedestrian connection across the Suffolk Downs site between the Orient Heights neighborhood and the Target shopping plaza. Detail plans should be provided to demonstrate how this pedestrian connection will be maintained in the future. Trip Generation As directed by MassDOT, the Caesars DEIR conducted traffic counts at three other existing casino resorts and then computed trip generation rates for these existing facilities on a vehicle trips per gaming position basis. However, the DEIR did not appear to use this data except in the report appendix. The trip generation forecasts included in the DEIR are principally the same as those presented in earlier draft documents based on Caesars expectations regarding the hourly distribution of patron visits, vehicle occupancy rates and mode choice. The MSM DEIR should consider the trip rates derived from the earlier study adjusted, if appropriate, to account for differences in the number of hotel rooms and retail space between the two projects. MBTA Improvement Schedule Related to the interim operating conditions, information should be provided regarding the expected construction schedule for any proposed MBTA Beachmont Station upgrades. MSM should encourage the use of public transportation for site access. Accordingly, first time visitors using public transportation for site access should have a positive experience so that they will again choose to use public transportation for future visits. Proposed improvements to the Beachmont Station should be completed prior to the opening of the resort to ensure that first time visitors have a welcoming transit experience. Visitor Parking Analysis

March 21, 2014 Page 6 of 7 Reference: Notices of Project Change Caesars Resort at Suffolk Downs

The adequacy of the proposed parking supply was analyzed in the Caesars DEIR based on the expected hourly arrival pattern of resort patrons and an assumed duration of stay of three hours per visitor. While this approach is reasonable, there was no documentation provided to support the arrival pattern or duration of stay assumptions. (If the actual duration of stay is four hours rather than three hours then presumably the peak parking demand increases by 33 percent and conclusions reached regarding the adequacy of the parking supply may change.) It is also unclear how hotel parking demands were considered in the analysis. The duration of stay for hotel guests and their vehicles will be much longer than three hours. Spaces needed for hotel parking and employees should perhaps be considered separately in the new DEIR and comparisons to industry standard parking rates and/or measured parking demands at comparable facilities should be used to validate the applicants parking analysis methodology. Employee Parking As with Caesars DEIR, the MSM NPC indicates that employees may be required to park off site. Details of the proposed employee parking plan should be provided. Included should be a discussion of the costeffectiveness of this plan for employees assuming that they must pay daily parking fees at remote facilities and confirmation that there is adequate parking supply to accommodate employees at these remote facilities. An assessment of traffic operations at or near any proposed large, off-site parking facilities may also be warranted. Tomasello Drive/Furlong Drive Intersection Furlong Drive in Revere, passing through the existing Target shopping center, offers a third point of vehicular access to the project site, and is presented as the primary access point by the Proponent. Its existing intersection with Tomasello Drive was never analyzed to understand traffic operations at this location in the Caesars DEIR. Should Furlong Drive become the primary access point as suggested by the Proponent, it begs even more for analysis. Furlong Drive Upgrades Furlong Drive was not discussed at length in the Caesars DEIR as it was not promoted as a primary site access point. Furlong Drive is a private way as it passes through the Target shopping center and a public way west of Target and east of Route 1A. The public way includes multiple, poorly defined curb cuts and onstreet parking. Detailed plans should be provided in the combined projects DEIR to describe how this roadway will be upgraded to serve as a principal site access point including proposed measures to segregate circulating shopping center traffic from through traffic destined to the proposed casino and existing racetrack. Additionally, information should be provide regarding the status of any proposed land takings and negotiations with abutting land owners to consolidate curb cuts and/or remove parking. In essence, the feasibility of developing Furlong Drive as principal site access point should be demonstrated. We anticipate that you will forward these comments to the MEPA Office. We are available to answer any questions you or members of the MEPA staff may have regarding these comments.

March 21, 2014 Page 7 of 7 Reference: Notices of Project Change Caesars Resort at Suffolk Downs

Regards, STANTEC CONSULTING SERVICES INC.

Rick Bryant Senior Project Manager

Phone:(802) 497-6327 Fax:(802) 864-0165 Rick.Bryant@stantec.com
lrsv:\1953\active\195310830\018-btd casino\planning\wip\study docs\letters\2014-03-04_suffolk npc comments.docx

Attachment B

City of Boston Environment, Energy & Open Spaces Cabinet Comment Letter and attached memorandum of CDM Smith Consulting

Environment, Energy and Open Space CITY OF BOSTON March 21, 2014 Via U.S. and Electronic Mail Secretary Richard K. Sullivan Executive Office of Energy and Environmental Affairs Attn: MEPA Office 100 Cambridge Street, Suite 900 Boston, MA 02214 Reference: EOEEA #15006 Mohegan Sun Massachusetts EOEEA #14747 Suffolk Downs Stabling Area and Racecourse Stormwater Improvements

Dear Secretary Sullivan: The City of Boston Environment, Energy and Open Space Cabinet is pleased to have the opportunity to comment on the Notice of Project Changes (NPC) submitted by Mohegan Sun Massachusetts (Mohegan Sun), and the NPC for the Suffolk Downs Stabling Area and Racecourse Stormwater Improvements (Suffolk Downs). The City of Boston is committed to enhancing and protecting the quality of life of all Boston residents and, with respect to the impacts of this project, is particularly concerned for those who live and work in East Boston. The project as described in the NPCs will have significant impacts on Boston. The issues raised by this development are discussed in greater detail in the attached technical memorandum prepared by our technical staff and consultant team. The City of Boston is especially concerned about the lack of detail regarding the proposed stabling area requests that further Massachusetts Environmental Policy Act (MEPA) review is warranted. Once again we thank you for providing us with the opportunity to comment on the Mohegan Sun and Suffolk Downs NPCs. Should the projects move forward we anticipate filing comments on future MEPA submittals by the applicant. Sincerely,

Brian Swett, Chief of Environment, Energy & Open Space

SUITE 709 ONE CITY HALL SQUARE BOSTON MASSACHUSETTS 02201 617-635-3425 Fax: 617-635-3496

All attachments are incorporated by reference hereto: A. B. C. D. City of Boston Transportation Department Comment Letter City of Boston Environment, Energy & Open Spaces Cabinet Comment Letter City of Boston Law Department Comment Letter Boston Redevelopment Comment Letter

CCed via electronic mail James Gillooly, Boston Transportation Department Brian Golden, Boston Redevelopment Authority Eugene OFlaherty, Corporation Counsel John Stefanini, DLA Piper John Ziemba, Massachusetts Gaming Commission

Attachment C
City of Boston Law Department Comment Letter

Attachment D

Boston Redevelopment Authority Comment Letter