Estate of William Busch, Deceased, Mary Dana, Executor - Page 9




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          the political environment were less receptive to residential                
          development than it had been during the 1980's.                             
               As of 1993, the Pleasanton mayor and two members of a five-            
          member city council had taken a strong stance against further               
          development and intended to, at very least, slow growth in                  
          Pleasanton.  As an example, the Kottinger Hills project had been            
          approved for development in late 1992, but surrounding homeowners           
          petitioned for a referendum with respect to impact on local                 
          automobile traffic.  In January 1993, the referendum was placed             
          on the November 1993 local ballot, and the Kottinger Hills                  
          project failed to receive sufficient votes, causing the project             
          to be discontinued.  In addition, as of June 1992, the Pleasanton           
          citizenry had also defeated the Pleasanton Ridge project by means           
          of a ballot initiative.  When the June 1994 agreement was                   
          executed and as of decedent’s date of death, it was foreseeable             
          that difficulties could be encountered in gaining approval for              
          property development within the sphere of influence of                      
          Pleasanton.                                                                 
               As of 1994, Pleasanton had maintained the same General Plan            
          that had been in effect since 1986.  During 1994, Pleasanton was            
          updating its General Plan, and at a March 1994 meeting, a                   
          Pleasanton’s Planning Department employee indicated that the                
          preferred number of lots for the Busch property was 375 or less.            
          In April 1995, Ponderosa submitted a plan for 449 units on the              
          Busch property.  During 1995, Pleasanton’s General Plan Steering            




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