MARIN COUNTY PLANNING COMMISSION


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Marin County
Community Development Agency
Mark J. Riesenfeld, AICP, Director
STAFF REPORT TO THE PLANNING COMMISSION
Lucasfilm, Ltd. Master Plan and Use Permit
(Report Table of Contents)


Item No.: 6. Planner: Dean R. Powell, AICP
Hearing date: September 25, 1996 (Agenda)
Applicant: Lucasfilm, Ltd.

Property Location:
Grady Ranch (2400 Lucas Valley Road)
Big Rock Ranch (3800 Lucas Valley Road)
McGuire Ranch (3801 Lucas Valley Road)
Loma Alta Ranch (4001 Lucas Valley Road)
Owners:
George Lucas
Lucasfilm, Ltd.
Donner Summit Partners
Loma Alta Group
RECOMMENDATION: Approve with conditions
APPEAL PERIOD: Automatically goes to Board of Supervisors
LAST DATE FOR ACTION: Within 90 days of certification of EIR


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| overview | general information | project summary | next steps |
| grading and building permits | final grading & inspection |
| project description | grady ranch proposal | big rock ranch proposal |
| mcquire and loma alta ranch proposal | project analysis and issues |
| nature of proposed use | residential alternative | traffic & circulation |
| parking | open space & trails | agriculture | building height |
| grading & tree removal | stream conservation area policies |
| ridge and upland greenbelt policies | hazardous materials | annexation |
| development agreement | zoning, countywide plan, and
community plan discussion
| zoning grady ranch | zoning big rock ranch |
| site preparation, design & use | design | marin countywide plan |
| nicasio valley community plan | conclusions | recommendation |


PROJECT OVERVIEW:

This is a public hearing on a proposal by Lucasfilm, Ltd. (hereinafter, "Lucasfilm") to construct two separate office building complexes, including a facility for digital film production and related uses on Grady Ranch and a facility for development of interactive multimedia products and related uses on Big Rock Ranch. The Grady Ranch complex would contain 456,100 square feet of floor area for a maximum of 340 employees and guests, while the Big Rock Ranch complex would contain 184,700 square feet of floor area for a maximum of 300 employees and guests. The proposed development area on both ranches would constitute only 5% of the entire acreage of these ranches. The remaining 95%, or 2,048 acres, would be permanently preserved as open space under a combination of an agricultural conservation easement with public trail access, public open space, and a private open space. Also included in the Lucasfilm application are the McGuire and Loma Alta Ranches. Both of these ranches, which contain a total of 1,235 acres located across Lucas Valley Road from Big Rock Ranch, would be permanently preserved under an agricultural conservation easement with public trail access. No development is proposed on either one of these ranches. Overall, the entire development would entail approximately 640,800 square feet of total floor area for a total of 640 people in two separate office building complexes on Grady and Big Rock Ranches. The development would be contained within a total area of 108 acres and a total of 3,283 acres would be permanently protected as open space, including 95% of Grady and Big Rock Ranches and 100% of McGuire and Loma Alta Ranches.

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GENERAL INFORMATION:

Application Type and (Identification Number):
Master Plan (MP 90-012) and Use Permit (UP 95-058)

Assessor's Parcels:
Grady Ranch: 164-310-07, -10, -11, -12 and -13
Big Rock Ranch: 164-310-01 and -02
McGuire and Loma Alta Ranches: 164-320-01, -02 and -03

Countywide Plan
Land Use Designation:

Grady Ranch: City-Centered Corridor; Ridge and Upland Greenbelt (portion); Planned Residential (maximum residential density range of 1 unit per 1-10 acres and non-residential floor area ratio range of 0.01-0.09)
Big Rock Ranch: Inland Rural Corridor; Agricultural 2 (maximum residential density range of 1 unit per 10 to 30 acres and non-residential floor area ratio range of 0.01 to 0.09)
McGuire Ranch: Inland Rural Corridor; Agricultural 2 (maximum residential density range of 1 unit per 10 to 30 acres and non-residential floor area ratio range of 0.01 to 0.09)
Loma Alta Ranch: Inland Rural Corridor; Agricultural 1 (maximum residential density range of 1 unit per 31 to 60 acres and non-residential floor area ratio range of 0.01 to 0.09)

Zoning:
Grady Ranch: RMP-0.031/0.379 (Residential, Multiple Planned, 137 units maximum density)
Big Rock Ranch: ARP-30 (Agricultural, Residential Planned, one unit per 30 acres maximum density)
McGuire Ranch: ARP-30 (Agricultural, Residential Planned, one unit per 30 acres maximum density)
Loma Alta Ranch: ARP-60 (Agricultural, Residential Planned, one unit per 60 acres maximum density)

Project site area:
Grady Ranch: 1,039 acres
Big Rock Ranch: 1,117 acres
McGuire Ranch: 674 acres
Loma Alta Ranch: 561 acres
Total 3,391 acres

Adjacent Land Uses:
open space (Lucas Valley Open Space and Loma Alta Open Space Preserves); agriculture (Luiz, Hill and Gonzales Ranches); residential (Lucas Valley Estates and Rancho Santa Margarita); and commercial (Skywalker Ranch)

Environmental Review:

An Environmental Impact Report ("EIR"), prepared pursuant to the requirements of the California Environmental Quality Act, is recommended for final certification by the Board of Supervisors. All project-related significant, adverse effects have been discussed in the EIR and all mandatory mitigation measures have been incorporated into the recommended conditions of project approval contained in the approval resolutions.

PUBLIC NOTICE:

The Community Development Agency -- Planning Division has provided public notice identifying the applicant, describing the project and its location, and giving the earliest possible decision date in accordance with California Government Code requirements. This notice has been mailed to the project mailing list and all property owners within 300 feet of the project site.

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PROJECT SUMMARY:

Background Information

Lucasfilm is an entertainment company with offices and related facilities in Marin County. Presently, the company's headquarters are located at Skywalker Ranch, approximately four miles west of the entrance to Grady Ranch and 2.4 miles west of the entrance to Big Rock Ranch. The company's special effects operations, Industrial Light and Magic ("ILM"), is located approximately 14 miles south in several different locations in East San Rafael.

Since September 30, 1988, Lucasfilm has submitted a variety of applications to the Community Development Agency -- Planning Division for development of Grady Ranch. The project has been modified and resubmitted several times during processing to further define and clarify the proposal and respond to environmental issues.

On March 28, 1990, Lucasfilm submitted an application to the County for development of Grady Ranch and a schematic plan for Big Rock Ranch. A Draft EIR was prepared in 1992 for this submittal but was never recommended for certification because Lucasfilm requested the County to suspend processing the application so that the proposed design of the project could be amended in an attempt to reduce or eliminate identified, significant environmental impacts.

On October 11, 1994, a revised project design (the current proposal) was submitted. There are significant differences between the current proposal and the proposal evaluated in the 1992 Draft EIR. The more important aspects of the revised project design include:

Reducing the size of the Main Office Building on Grady Ranch from approximately 396,000 square feet to 295,000 square feet in size.
Relocating the Main Office Building Grady Ranch to the west, thus eliminating a proposed culverting of Grady Creek.
Eliminating a proposed 100-acre-foot water supply reservoir on Miller Creek and eliminating an ornamental pond on a tributary channel to Miller Creek.

Reducing the footprint of the Ancillary Building by 50,000 square feet to save trees.

Extending Marin Municipal Water District services and facilities to Grady Ranch.

Reducing the extent of the proposed Lucas Valley Road realignment along the frontage of Grady Ranch.

Relocating the Gate House on Grady Ranch to the west.

Providing a specific development request on Big Rock Ranch, including a 109,600 square foot Main Office Building, a 60,000 square foot Archives Building, a 10,000 square foot Maintenance/Management Building, a 5,100 square foot Gate House/Ranch Manager's Office and Residence Building, and expansion of an existing reservoir.

Adding a total of 1,235 acres of permanently preserved open space over McGuire and Loma Alta Ranches in addition to the previously proposed 2,048 acres of permanent open space proposed over Grady and Big Rock Ranches.

The EIR concludes that all significant environmental impacts associated with the current proposal can be reduced to a less-than-significant level through imposition of various mandatory mitigation measures. All mandatory mitigation measures have been incorporated into the recommended conditions of project approval contained in the approval resolutions.

The current proposal is a Master Plan and Use Permit application for two separate office building complexes, including a facility for digital film production and related uses on Grady Ranch and a facility for development of interactive multimedia products and related uses on Big Rock Ranch. These proposed office facilities would be different from, but complementary to, those already at Skywalker Ranch and in East San Rafael. The existing facilities (more than 300,000 square feet at Skywalker Ranch and more than 165,000 square feet in San Rafael) are already fully utilized and/or not appropriately designed for Lucasfilm's emerging digital and interactive multimedia businesses. No development is proposed for the McGuire and Loma Alta Ranches.

It is the position of staff, subject to final confirmation by the Planning Commission and Board of Supervisors, that the commercial office building complexes proposed on Grady and Big Rock Ranches are consistent with the Countywide Plan land use designations and zoning districts for these ranches. Though the RMP zoning district on Grady Ranch emphasizes residential land uses, certain non-residential land uses, such as offices and related accessory uses, are permitted also in this district and may be considered exclusively on their own merits. Though the ARP zoning district emphasizes agricultural and residential land uses, certain limited commercial land uses are permitted also in this district and may be considered exclusively on their own merits. Specifically, ARP zoning permits certain limited commercial uses which are: (1) included in a plan for new or continued agricultural activities on the subject and surrounding properties; (2) in all respects, compatible with agricultural activities on surrounding properties; and (3) subject to approval of a Master Plan. An example of a commercial use deemed compatible with agriculture and approved by Master Plan under ARP zoning regulations is Skywalker Ranch which included a plan for continued, properly managed agricultural activities within a permanently protected easement that covers 95%, or 2,429 acres, of that ranch.

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Next Steps

|grading and building permits |
| final grading inspections and certificates of occupancy |

Precise Development Plan

The Master Plan process is a conceptual review and approval process that is followed by a Precise Development Plan process where the specific plans and details of the project are provided and finalized. Following a Master Plan approval, no development, land improvements, and/or building construction would commence until a Precise Development Plan is approved for a portion of, or for the entire area of, the Master Plan, and grading and building permits related to the approved Precise Development Plan are secured. A Precise Development Plan would be reviewed and acted on by the Planning Commission at a public hearing. Typically, approval of grading and building permits consistent with an approved Precise Development Plan are administrative actions by County staff. In addition to the standard submittal requirements for a Precise Development Plan, such as detailed architectural designs for the buildings, Lucasfilm is required to implement numerous recommended conditions of approval that, in summary, require Lucasfilm to:

Provide comprehensive, detailed slope stabilization, grading, and dam plans based on design-level geotechnical investigations.

Demonstrate that all development on Grady Ranch is outside Stream Conservation Areas, other than stream restoration work and roadway crossings.

Confirm the quality of the well water supply for the potable water needs of Big Rock Ranch and provide a report on the proposed leachfield site of Big Rock Ranch to ensure that the leachfield is properly located.

Provide a detailed landscape and vegetation management plan, prepared by a qualified landscape architect, in consultation with a qualified biologist experienced in management of native species.

Provide a grassland restoration and enhancement plan, as a component of the required landscape and vegetation management plan, for replacement of native grasslands disturbed by proposed development.

Incorporate wildlife protection measures into the required landscape and vegetation management plan.

Provide a special-status plant protection plan, as a component of the required landscape and vegetation management plan, to protect sensitive plant species associated with the serpentine formation south of the reservoir on Big Rock Ranch.

Provide a detailed wetlands protection, replacement, and restoration plan as a component of the required landscape and vegetation management plan.

Perform an engineering survey of all trees within 50 feet of the limits of grading; provide detailed tree preservation guidelines, prepared by a certified arborist, to control possible damage to trees to be retained during grading; provide a tree replacement plan, as a component of the required landscape and vegetation management plan, for replacement of native trees to be removed; and modify the grading plan for the Ancillary Building on Grady Ranch to protect numerous specimen-sized trees to the east of the building footprint.

Provide an agricultural management plan, prepared by a qualified agriculturist experienced in Marin County agriculture.

Provide a detailed exterior lighting plan, prepared in consultation with a specialist in lighting design to minimize night lighting impacts.

Modify the grading plan for the berm southeast of the reservoir dam on Big Rock Ranch so that grading is more rolling and natural in appearance with less uniform slopes.

Provide landscaping that would block views of all development on Big Rock Ranch within five years after construction as a component of the required landscape and vegetation management plan.

Provide detailed plans for the proposed water tanks on Grady and Big Rock Ranches and provide a detailed plan for a Marin Municipal Water District pump station that is necessary to serve Grady Ranch.

Provide plans that entirely avoid archaeological resources on Big Rock Ranch or, alternatively, provide an alternative plan prepared by a qualified archaeologist that would comprehensively document, relocate, preserve and/or recover the resources.

Provide a transportation-reduction program that includes the Transportation System Management measures currently implemented at Skywalker Ranch and establishes a van/buspool or shuttle bus system for the Grady and Big Rock Ranch facilities.
Reduce the amount of underground parking by approximately 10% to encourage the success of required Transportation System Management measures.

Provide a detailed roadway plan for an eastbound acceleration lane on Lucas Valley Road at the Grady Ranch entrance and modify the detailed roadway plan for Big Rock Ranch to ensure adequate emergency access.

Establish the alignments, uses, and widths of proposed Countywide Plan trails through the project site, in consultation with the Open Space District.

Detailed, performance-based criteria for each of the requirements listed above can be found in the recommended conditions of approval. These requirements elaborate on, or are in addition to, requirements normally imposed on applications for Precise Development Plan.

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Grading and Building Permits

In addition to these submittal requirements for a Precise Development Plan, Lucasfilm is required also to implement numerous recommended conditions of approval as part the grading and/or building permits that, in summary, require Lucasfilm to:

Obtain approval of the detailed dam design from the State Department of Water Resources -- Divisions of Water Rights and Dam Safety.

Provide a detailed, design-level erosion control plan to reduce existing erosion and minimize new opportunities for erosion and off-site transport or eroded soils in stormwater runoff and provide a detailed surface runoff pollution control plan that addresses both interim (during construction) and final (post construction) control measures.

Obtain, if required, coverage under the General Construction Activity Storm Water permit for construction-related storm water discharges from the State Water Resources Control Board and a National Pollutant Discharge Elimination System non-point source pollution control permit from the Regional Water Quality Control Board.

Obtain a fill permit from the U.S. Army Corps of Engineers, a water quality certificate from the Regional Water Quality Control Board, and a 1603 Stream Alteration Agreement from the State Department of Fish and Game for any stream channel restoration or stabilization work involving the introduction of fill into a channel and/or alterations to the channel bed and banks.

Obtain a Health and Safety Plan from the Bay Area Air Quality Management District, in consultation with the Regional Water Quality Control Board, if grading is proposed in asbestos-containing serpentine rock.

Conduct a pre-grading raptor nest survey by a qualified biologist if grading would occur during the raptor nesting period (January 15 through August 14) to identify and avoid any raptor nest within the vicinity of grading.

Protect the western pond turtle population at the Big Rock Reservoir during construction through creation of a temporary impoundment at the reservoir or through relocation of the turtles to the reservoir at Skywalker Ranch.

Provide an archaeologist experienced in North Bay prehistory and research considerations to hold a pre-construction seminar with the applicant and project contractors and monitor grading and building activities in the vicinity of archaeological resources on Big Rock Ranch.

Pay Northgate Activity Center Plan traffic mitigation fees and "fair-share" traffic mitigation fees for construction and/or installation of various long-range, cumulative traffic improvements for the area.

Implement a variety of dust control measures during construction.

Implement a variety of noise reduction measures during construction.

Implement a variety of fire prevention measures on site during construction.

Dedicate fee ownership of 800 acres of Grady Ranch to the Open Space District with the provision that at least a portion or all of the land with agricultural potential be made available for long-term, properly managed agricultural uses.

Convey an agricultural conservation easement of approximately 2,296 acres over Big Rock, McGuire, and Loma Alta Ranches to the Open Space District or Marin Agricultural Land Trust.

File for record a deed restriction that permanently preserves 187 acres of Grady Ranch around the 52-acre development area as private open space.

Dedicate trail easements for all trail easements approved as part of the Precise Development Plan.

File for record a deed restriction that clearly indicates that the use of the property within the Master Plan area is subject to the terms of the conditions of approval.

Annex Grady Ranch in its entirety into the Marinwood Community Services District for fire protection by the Marinwood Fire Department and the 52-acre development area of the ranch into the Marin Municipal Water District and Las Gallinas Valley Sanitary District for water and sewer service.

File a Hazardous Materials Disclosure Form with the Office of Waste Management to determine if the project is a regulated business and, if so, obtain a business plan from the Office of Waste Management.

Obtain a Watershed Protection Agreement with the Marin Municipal Water District.

Incorporate water conservation measures into project landscape plans.

Pay all infrastructure costs associated with water and sewer improvements necessary to serve Grady Ranch.

Detailed, performance-based criteria for each of the requirements listed above can be found in the recommended conditions of approval. These application submittal requirements elaborate on, or are in addition to, requirements normally imposed on applications for grading and building permits.

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Final Grading Inspections and Certificates of Occupancy

In addition to the submittal requirements for grading and building permits, project compliance with all conditions of approval would be verified by the County or Responsible Agencies as part of final grading inspections and issuance of Certificates of Occupancy. Other than verifying project compliance with all approved conditions, the following conditions would be implemented prior to final grading inspections and/or issuance of Certificates of Occupancy:

Lucasfilm and the County would enter into a Standard Performance Agreement to implement a five-year maintenance and monitoring program for erosion control and stream channel stabilization and restoration measures.

Lucasfilm and the County would enter into a Standard Performance Agreement to implement a five-year maintenance and monitoring program by a qualified biologist for all landscaping approved in the landscape and vegetation management plan, including replacement and restoration landscaping.

A programmed traffic signal at the Los Gamos/Lucas Valley Road intersection would be installed.

A temporary traffic signal at the Highway southbound off-ramp/Lucas Valley Road intersection would be installed if further study and monitoring by a qualified traffic consultant determines that the short-term benefit justifies the cost of this improvement.

Lucasfilm would provide a "jaws of life" rescue tool to be stationed with the Marinwood Fire Department

Detailed, performance-based criteria for each of the requirements listed above can be found in the recommended conditions of approval. Other conditions are recommended that implement ongoing monitoring to verify project compliance with certain conditions of approval, such as monitoring the maximum on-site populations and required Transportation System Management measures.



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September 22,1996 sm