Item 7BCity of Southlake
Department of Planning & Development Services
S T A F F R E P O R T
June 13, 2007
ZA07-050
CASE NO:
Zoning Change and Revised Concept Plan for Southlake Town Square
PROJECT:
REQUEST: Cooper & Stebbins is requesting approval of a zoning change and revised concept plan
for the purpose of changing the block configurations and realigning Division and State
Streets to accommodate the proposed DPS Central Facility. This plan also relocates
open space from the north side of Division Street to the south side directly adjacent to
McPherson Park. This relocation results in 0.51 acres of park land being added to
McPherson Park and a 0.44 acres open space reduction from the currently approved
concept plan. A portion of the property included in the revised concept plan is also
being rezoned from “C-3” general commercial district to “DT” downtown district.
Consider first reading for a zoning change and revised concept plan
ACTION NEEDED:
ATTACHMENTS: (A) Background Information
(B) Vicinity Map
(C) Plans and Support Information
(D) Surrounding Property Owners Map
(E) Surrounding Property Owners Responses
(F) Ordinance No. 480-410a
(G) Full Size Plans (for Commission and Council Members Only)
STAFF CONTACT: Ken Baker (748-8067)
Dennis Killough (748-8072)
Case No.
ZA07-050
BACKGROUND INFORMATION
OWNER: City of Southlake
APPLICANT: Cheatham & Associates
PROPERTY SITUATION:
1528 Main St, 1526 Main St, 1514 Main St, 1516 Main St, 1524 Main St, 1500 Main
St, 1512 Main St, 1510 Main St, 1508 Main St, 1522 Main St, 1506 Main St, 1504
Main St, 1520 Main St, 1518 Main St, 179 Summit Ave, 177 Summit Ave, 175 Summit
Ave, 173 Summit Ave, 171 Summit Ave, 169 Summit Ave, 167 Summit Ave, 165
Summit Ave, 163 Summit Ave, 161 Summit Ave, 1420 Division St, 1299 Division St,
1297 Division St, 1400 Plaza Pl, 1430 Division St, Plaza Pl, 1420 Plaza Pl, 1430 Plaza
Pl, 1440 Plaza Pl, Plaza Pl, Plaza Pl, 1450 Plaza Pl, 410 Grand Ave W, State St, 1431
Plaza Pl, 400 Grand Ave W, 351 State St, 429 Grand Ave E, 399 Grand Ave E, Plaza Pl,
State St, 310 Grand Ave W, Grand Ave W, Grand Ave W, Grand Ave E, Grand Ave E,
316 Grand Ave W, 327 Grand Ave E, State St, 250 Grand Ave, Federal Way, 1451
Federal Way, 251 Grand Ave, 1401 Federal Way, 1568 Main St, 1566 Main St, 1564
Main St, 1562 Main St, 1560 Main St, 1534 Main St, 1532 Main St, 1530 Main St,
1301 E Sh 114, 180 State St, 112 State St, 140 State St, 1235 Main St, 1256 Main St,
1230 Main St, 1200 Main St, 1240 Main St, 1400 Civic Pl, 1422 Main St, 1460 Main
St, 181 Grand Ave, 115 Grand Ave, 1430 Southlake Blvd, 141 Grand Ave, 1431 Main
St, 1400 Main St, 1400 Fountain Pl, 1400 Southlake Blvd, 331 N Carroll Ave, 300 State
St, 1560 E Southlake Blvd, 1570 E Southlake Blvd, 1501 Main St, E Sh 114, Central
Ave, 1500 E Southlake Blvd, 1501 E Sh 114, and, 245 N Carroll Ave.
LEGAL DESCRIPTION: Tracts 2A5, 2A5D, 2A5E, 3A, 3J, R Eads Survey A-481, Lot 2 Greenway
Carroll Addition, Lot 1, Block 12 & a portion of Lot 6, Block 3R2, Southlake
Town Square Phase IV.
LAND USE CATEGORY: Town Center
CURRENT ZONING: “DT” Downtown District, “C-3” General Commercial District, and “S-P-1”
Detailed Site Plan District.
REQUESTED ZONING: “DT” Downtown District and “S-P-1” Detailed Site Plan District.
P&Z ACTION: June 7, 2007; Approved (7-0) subject to staff report as presented.
STAFF COMMENTS: The proposed revisions are limited to the shaded/hatched areas and the zoning
change is limited to the hatched areas only as shown on the attached concept
plan. Due to the limited scope of this request no separate review summary has
been provided. However, the following condition applies: The applicant
proposes open space in Block 19 and future open space in Block 11 to be
private. According to the “DT” district, all open space designated in non-
residential areas by the Concept Plan “must be provided for public use” whether
dedicated as public park land or privately owned and maintained.
Case No. Attachment A
ZA07-050 Page 1
The applicant originally proposed an open space reduction of approximately 4.2
acres, with a ½ acre being added to McPherson Park. This plan was presented
to the Park Board on May 14, 2007 and was given the following
recommendation:
APPROVED 7-0, Motion to recommend:
1)Acceptance of approximately .5 acres of park land on the northwest
corner of McPherson Park in lieu of approximately ± 1 acre north of
McPherson Park; and
2)Developer is to maintain a minimum of 2.2 acres of private open
space north of the Brownstones with the use of park credits or
payment of park dedication fees to be applied to the difference
between 2.8 acres and the actual private open space; and
3)Developer to pay park dedication fees outright for remaining open
space requirements of ± 1 acre.)
The plan has since been revised and appears to comply with the
recommendations of the Park Board.
N:\Community Development\MEMO\2007cases\07-050ZRCP.doc
Case No. Attachment A
ZA07-050 Page 1
Case No. Attachment B
ZA07-050 Page 1
Case No. Attachment C
ZA07-050 Page
1
Case No. Attachment C
ZA07-050 Page
2
Case No. Attachment C
ZA07-050 Page
3
Surrounding Property Owners
Southlake Town Square
SPO #
Owner Zoning Land Use Acreage
Town Center
1.
Slts Land Lp DT 1.716
Town Center
2.
Slts Land Lp DT 1.701
Town Center
3.
Slts Land Lp DT 3.722
Town Center
4.
DT 0.581
Town Center
5.
Slts Land Lp DT 2.896
Town Center
6.
Slts Land Lp DT 0.403
Town Center
7.
Slts Grand Avenue Lp DT 2.552
Town Center
8.
Slts Grand Avenue Lp DT 0.745
Town Center
9.
Slts Grand Avenue Lp DT 0.229
Town Center
10.
Slts Grand Avenue Lp DT 0.505
Town Center
11.
Slts Grand Avenue Lp DT 2.963
Town Center
12.
Slts Grand Avenue Lp DT 1.365
Town Center
13.
Slts Grand Avenue Lp DT 0.128
Town Center
14.
Slts Grand Avenue Lp DT 0.061
Case No. Attachment D
ZA07-050 Page
1
Town Center
15.
Slts Grand Avenue Lp DT 0.063
Town Center
16.
Slts Grand Avenue Lp DT 0.061
Town Center
17.
Slts Grand Avenue Lp DT 0.061
Town Center
18.
Slts Grand Avenue Lp DT 0.063
Town Center
19.
Slts Grand Avenue Lp DT 0.061
Town Center
20.
Slts Grand Avenue Lp DT 0.061
Town Center
21.
Slts Grand Avenue Lp DT 0.06
Town Center
22.
Slts Grand Avenue Lp DT 0.063
Town Center
23.
Slts Grand Avenue Lp DT 0.062
Town Center
24.
Slts Grand Avenue Lp DT 0.062
Town Center
25.
Slts Grand Avenue Lp DT 0.061
Town Center
26.
Slts Grand Avenue Lp DT 0.063
Town Center
27.
Slts Grand Avenue Lp DT 0.061
Town Center
28.
Slts Grand Avenue Lp DT 0.062
Town Center
29.
Slts Grand Avenue Lp DT 0.073
Town Center
30.
Slts Grand Avenue Lp DT 0.077
Town Center
31.
Slts Grand Avenue Lp DT 0.064
Town Center
32.
Slts Grand Avenue Lp DT 0.063
Town Center
33.
Slts Grand Avenue Lp DT 0.064
Town Center
34.
Slts Grand Avenue Lp DT 0.061
Town Center
35.
Slts Grand Avenue Lp DT 0.074
Town Center
36.
Slts Grand Avenue Lp DT 0.044
Town Center
37.
Slts Grand Avenue Lp DT 0.044
Town Center
38.
Slts Grand Avenue Lp DT 0.044
Town Center
39.
Slts Grand Avenue Lp DT 0.056
Town Center
40.
Slts Grand Avenue Lp DT 0.073
Town Center
41.
Slts Grand Avenue Lp DT 0.071
Town Center
42.
Slts Grand Avenue Lp DT 0.071
Town Center
43.
Slts Grand Avenue Lp DT 0.075
Town Center
44.
Slts Grand Avenue Lp DT 0.087
Office Commercial
45.
DT 0.307
Town Center
46.
Town Square Ventures Lp DT 0.555
Town Center
47.
Slts Grand Avenue Lp DT 0.598
Town Center
48.
Town Square Ventures Lp DT 0.396
Town Center
49.
Slts Grand Avenue Lp DT 0.248
Town Center
50.
Slts Grand Avenue Lp DT 0.425
Town Center
51.
Town Square Ventures Lp DT 1.971
Town Center
52.
Slts Grand Avenue Lp DT 0.341
Town Center
53.
Slts Land Lp DT 0.216
Town Center
54.
Slts Land Lp DT 0.193
Town Center
55.
Slts Grand Avenue Lp DT 0.424
Town Center
56.
Slts Grand Avenue Lp DT 2.438
Town Center
57.
Slts Grand Avenue Lp DT 0.005
Town Center
58.
Slts Grand Avenue Lp DT 0.005
Case No. Attachment D
ZA07-050 Page
2
Town Center
59.
Slts Grand Avenue Lp DT 0.005
Town Center
60.
Slts Grand Avenue Lp DT 0.005
Town Center
61.
Slts Grand Avenue Lp DT 0.159
Town Center
62.
Slts Grand Avenue Lp DT 0.237
Town Center
63.
Slts Land Lp DT 0.255
Town Center
64.
Slts Land Lp DT 0.216
Town Center
65.
Slts Grand Avenue Lp DT 0.198
Town Center
66.
Slts Grand Avenue Lp DT 1.856
Town Center
67.
Town Square Ventures Lp DT 1.418
Town Center
68.
Town Square Ventures Lp DT 0.481
Town Center
69.
Town Square Ventures Lp DT 0.127
Town Center
70.
Southlake, City Of CS 2.827
Town Center
71.
Cambridge 114 Inc SP2 12.436
Office Commercial
72.
Taylor, Earnest E Jr O1 1.499
Office Commercial
73.
Greenway-Carroll Road Prtnrs C3 8.377
Town Center
74.
Slts Land Lp C3 0.677
Town Center
75.
Greenway-Southlake Office Prtn SP1 1.994
Office Commercial
76.
Miron, Gary A& Janice L C2 0.539
Office Commercial
77.
Z & E Land Llc SP1 1.104
Office Commercial
78.
Bruton, Paul R & Doreen SP2 1.022
Office Commercial
79.
First Flatiron Inc O1 1.003
Office Commercial
80.
Flagstaff Partners Lp O1 1.661
Office Commercial
81.
Mystere Ent Inc O1 0.847
Office Commercial
82.
Town Square Ventures Lp DT 0.417
Town Center
83.
Town Square Ventures Lp DT 0.377
Town Center
84.
Town Square Ventures Lp DT 4.331
Town Center
85.
Town Square Ventures Lp DT 0.337
Town Center
86.
Town Square Ventures Lp DT 0.667
Town Center
87.
Town Square Ventures Lp DT 0.28
Town Center
88.
Town Square Ventures Lp DT 0.576
Town Center
89.
Town Square Ventures Lp DT 4.078
Town Center
90.
Town Square Ventures Lp DT 0.748
Town Center
91.
Town Square Ventures Lp DT 0.673
Town Center
92.
Town Square Ventures Lp DT 0.484
Town Center
93.
Town Square Ventures Lp DT 0.388
Town Center
94.
Town Square Ventures Lp DT 0.382
Town Center
95.
Town Square Ventures Lp DT 0.267
Town Center
96.
Town Square Ventures Lp DT 3.617
Town Center
97.
Town Square Ventures Lp DT 0.325
Town Center
98.
Southlake, City Of DT 0.69
Town Center
99.
Southlake, City Of DT 0.809
Town Center
100.
Southlake, City Of DT 0.941
Town Center
101.
Town Square Ventures Lp DT 2.664
Town Center
102.
United States Postal Service DT 2.97
Case No. Attachment D
ZA07-050 Page
3
Town Center
103.
Southlake Office Center Ltd DT 1.098
Town Center
104.
Town Square Ventures Lp DT 2.273
Town Center
105.
Reece, Richard T SF20A 0.465
Medium Density Residential
106.
Kile, Cindie SF20A 0.475
Medium Density Residential
107.
Schlitz, Carl Etux Adrianne SF20A 0.537
Medium Density Residential
108.
550 Nca Ltd O1 1.001
Office Commercial
109.
7330 Fair Oaks Blvd Prt Etal C3 2.359
Town Center
110.
Goldfish (De) Lp C3 4.663
Town Center
111.
Hd Development Propertiex, Lp C3 11.604
Town Center
112.
Vision Three Development Ltd SP1 0.658
Office Commercial
113.
Pkb Enterprises Ltd DT 2.072
Town Center
114.
Shamrock Pipeline Corp, The C3 0.408
Town Center
115.
Pkb Enterprises Ltd DT 5.362
Town Center
116.
Brownstone At Town Square Lp DT 9.581
Town Center
117.
Slts Land Lp DT 3.902
Town Center
118.
Slts Grand Avenue Lp DT 0.267
Town Center
119.
Slts Land Lp DT 16.071
Town Center
120.
Carroll/1709 Ltd SP2 29.002
Town Center
121.
Mendez Ltd AG 3.206
Medium Density Residential
122.
Strunck, Juergen F Etux Gisela AG Office Commercial 3.275
Medium Density Residential
123.
Prade, C A Jr Etux Anita AG Office Commercial 16.19
Medium Density Residential
124.
Peterka, Carol J Williams Etal C3 Office Commercial 0.196
Case No. Attachment D
ZA07-050 Page
4
Surrounding Property Owner Responses
Southlake Town Square
Notices Sent: One Hundred Twenty-four (124).
Responses Receive: One (1).
Strunck, Juergen & Gisela (SPO# 122),
Southlake, submitted a Notification Response Form in
Favor
on June 7, 2007 (see attached).
Case No. Attachment E
ZA07-050 Page 1
Case No. Attachment E
ZA07-050 Page 1
CITY OF SOUTHLAKE, TEXAS
ORDINANCE NO. 480-410a
AN ORDINANCE AMENDING ORDINANCE NO. 480, AS AMENDED,
THE COMPREHENSIVE ZONING ORDINANCE OF THE CITY OF
SOUTHLAKE, TEXAS; GRANTING A ZONING CHANGE ON A
CERTAIN TRACT OR TRACTS OF LAND WITHIN THE CITY OF
SOUTHLAKE, TEXAS BEING LEGALLY DESCRIBED ASTRACTS
3A, AND A PORTION OF TRACT 3J, R. EADS SURVEY ABSTRACT
NO.481, LOT 2 GREENWAY CARROLL ADDITION, LOT 1, BLOCK
12 & A PORTION OF LOT 6, BLOCK 3R2, SOUTHLAKE TOWN
SQUARE PHASE IV., AND MORE FULLY AND COMPLETELY
DESCRIBED IN EXHIBIT “A” FROM “C-3” GENERAL
COMMERCIAL DISTRICT TO “DT” DOWNTOWN DISTRICT,
SUBJECT TO THE SPECIFIC REQUIREMENTS CONTAINED IN
THIS ORDINANCE; CORRECTING THE OFFICIAL ZONING MAP;
PRESERVING ALL OTHER PORTIONS OF THE ZONING
ORDINANCE; DETERMINING THAT THE PUBLIC INTEREST,
MORALS AND GENERAL WELFARE DEMAND THE ZONING
CHANGES AND AMENDMENTS HEREIN MADE; PROVIDING THAT
THIS ORDINANCE SHALL BE CUMULATIVE OF ALL
ORDINANCES; PROVIDING A SEVERABILITY CLAUSE;
PROVIDING FOR A PENALTY FOR VIOLATIONS HEREOF;
PROVIDING A SAVINGS CLAUSE; PROVIDING FOR PUBLICATION
IN THE OFFICIAL NEWSPAPER; AND PROVIDING AN EFFECTIVE
DATE.
WHEREAS,
the City of Southlake, Texas is a home rule City acting under its Charter adopted by the
electorate pursuant to Article XI, Section 5 of the Texas Constitution and Chapter 9 of the Texas Local
Government Code; and,
WHEREAS,
pursuant to Chapter 211 of the Local Government Code, the City has the authority to
adopt a comprehensive zoning ordinance and map regulating the location and use of buildings, other structures
and land for business, industrial, residential and other purposes, and to amend said ordinance and map for the
purpose of promoting the public health, safety, morals and general welfare, all in accordance with a
comprehensive plan; and
WHEREAS,
the hereinafter described property is currently zoned as “C-3” General Commercial
District under the City's Comprehensive Zoning Ordinance; and
Case No. Attachment F
ZA02-104 Page 7
WHEREAS,
a change in the zoning classification of said property was requested by a person or
corporation having a proprietary interest in said property; and
WHEREAS,
the City Council of the City of Southlake, Texas, at a public hearing called by the City
Council did consider the following factors in making a determination as to whether these changes should be
granted or denied: safety of the motoring public and the pedestrians using the facilities in the area immediately
surrounding the sites; safety from fire hazards and damages; noise producing elements and glare of the
vehicular and stationary lights and effect of such lights on established character of the neighborhood; location,
lighting and types of signs and relation of signs to traffic control and adjacent property; street size and
adequacy of width for traffic reasonably expected to be generated by the proposed use around the site and in
the immediate neighborhood; adequacy of parking as determined by requirements of this ordinance for off-
street parking facilities; location of ingress and egress points for parking and off-street loading spaces, and
protection of public health by surfacing on all parking areas to control dust; effect on the promotion of health
ad the general welfare; effect on light and air; effect on the over-crowding of the land; effect on the
concentration of population, and effect on transportation, water, sewerage, schools, parks and other public
facilities; and,
WHEREAS,
the City Council of the City of Southlake, Texas, further considered among other things
the character of the districts and their peculiar suitability for particular uses and the view to conserve the value
of the buildings, and encourage the most appropriate use of the land throughout this City; and,
Case No. Attachment F
ZA02-104 Page 8
WHEREAS,
the City Council of the City of Southlake, Texas, does find that there is a public necessity
for the zoning changes, that the public demands them, that the public interest clearly requires the amendments,
and that the zoning changes do not unreasonably invade the rights of those who bought or improved property
with reference to the classification which existed at the time their original investment was made; and,
WHEREAS,
the City Council of the City of Southlake, Texas, does find that the changes in zoning
lessen the congestion in the streets, helps secure safety from fire, panic, and other dangers, promotes the health
and the general welfare, provides adequate light and air, prevents the over-crowding of land, avoids undue
concentration of population, and facilitates the adequate provision of transportation, water, sewerage, schools,
parks and other public requirements; and,
WHEREAS,
the City Council of the City of Southlake, Texas, has determined that there is a necessity
and need for the changes in zoning and has also found and determined that there has been a change in the
conditions of the property surrounding and in close proximity to the tract or tracts of land requested for a
change since the tract or tracts of land were originally classified and therefore feels that the respective changes
in zoning classification for the tract or tracts of land are needed, are called for, and are in the best interest of
the public at large, the citizens of the city of Southlake, Texas, and helps promote the general health, safety and
welfare of the community.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
SOUTHLAKE, TEXAS:
SECTION 1.
That Ordinance No. 480, the Comprehensive Zoning Ordinance of the City of Southlake, Texas, passed
on the 19th day of September, 1989, as originally adopted and amended, is hereby amended so that the
permitted uses in the hereinafter described areas be altered, changed and amended as shown and described
below:
Case No. Attachment F
ZA07-050 Page 1
Tracts 3A, and a portion of Tract 3J, R. Eads Survey Abstract No.481, Lot 2 Greenway
Carroll Addition, Lot 1, Block 12 & a portion of Lot 6, Block 3r2, Southlake Town
Square Phase IV., and more fully and completely described in exhibit “A” from “C-3”
general commercial district to “DT” downtown district
SECTION 2.
That the City Manager is hereby directed to correct the Official Zoning map of the City of Southlake,
Texas, to reflect the herein changes in zoning.
SECTION 3.
That in all other respects the use of the tract or tracts of land herein above described shall be subject to
all the applicable regulations contained in said Zoning Ordinance and all other applicable and pertinent
ordinances for the City of Southlake, Texas. All existing sections, subsections, paragraphs, sentences, words,
phrases and definitions of said Zoning Ordinance are not amended hereby, but remain intact and are hereby
ratified, verified, and affirmed.
SECTION 4.
That the zoning regulations and districts as herein established have been made in accordance with the
comprehensive plan for the purpose of promoting the health, safety, morals and the general welfare of the
community. They have been designed, with respect to both present conditions and the conditions reasonably
anticipated to exist in the foreseeable future; to lessen congestion in the streets; to provide adequate light and
air; to prevent over-crowding of land; to avoid undue concentration of population; and to facilitate the
adequate provision of transportation, water, sewerage, drainage and surface water, parks and other commercial
needs and development of the community. They have been made after a full and complete hearing with
reasonable consideration among other things of the character of the district and its peculiar suitability for the
particular uses and with a view of conserving the value of buildings and encouraging the most appropriate use
of land throughout the community.
SECTION 5.
Case No. Attachment F
ZA07-050 Page 2
That this ordinance shall be cumulative of all other ordinances of the City of Southlake, Texas, affecting
zoning and shall not repeal any of the provisions of said ordinances except in those instances where provisions
of those ordinances are in direct conflict with the provisions of this ordinance.
SECTION 6.
That the terms and provisions of this ordinance shall be deemed to be severable and that if the validity
of the zoning affecting any portion of the tract or tracts of land described herein shall be declared to be invalid,
the same shall not affect the validity of the zoning of the balance of said tract or tracts of land described herein.
SECTION 7.
Any person, firm or corporation who violates, disobeys, omits, neglects or refuses to comply with or
who resists the enforcement of any of the provisions of this ordinance shall be fined not more than Two
Thousand Dollars ($2,000.00) for each offense. Each day that a violation is permitted to exist shall constitute a
separate offense.
SECTION 8.
All rights and remedies of the City of Southlake are expressly saved as to any and all violations of the
provisions of Ordinance No. 480, as amended, or any other ordinances affecting zoning which have accrued at
the time of the effective date of this ordinance; and, as to such accrued violations and all pending litigation,
both civil and criminal, whether pending in court or not, under such ordinances, same shall not be affected by
this ordinance but may be prosecuted until final disposition by the courts.
SECTION 9.
The City Secretary of the City of Southlake is hereby directed to publish the proposed ordinance or its
caption and penalty together with a notice setting out the time and place for a public hearing thereon at least
ten (10) days before the second reading of this ordinance, and if this ordinance provides for the imposition of
any penalty, fine or forfeiture for any violation of any of its provisions, then the City Secretary shall additionally
Case No. Attachment F
ZA07-050 Page 3
publish this ordinance in the official City newspaper one time within ten (10) days after passage of this
ordinance, as required by Section 3.13 of the Charter of the City of Southlake.
SECTION 10.
This ordinance shall be in full force and effect from and after its passage and publication as required by
law, and it is so ordained.
PASSED AND APPROVED on the 1st reading the _____ day of ___________, 2007.
_________________________________
MAYOR
ATTEST:
_________________________________
CITY SECRETARY
PASSED AND APPROVED on the 2nd reading the _____ day of __________, 2007.
________________________________
MAYOR
ATTEST:
________________________________
CITY SECRETARY
APPROVED AS TO FORM AND LEGALITY:
_________________________________
CITY ATTORNEY
Case No. Attachment F
ZA07-050 Page 4
DATE:___________________________
ADOPTED:_______________________
EFFECTIVE:______________________
Case No. Attachment F
ZA07-050 Page 5
EXHIBIT “A”
Tracts 3A, and a portion of Tract 3J, R. Eads Survey Abstract No.481, Lot 2 Greenway
Carroll Addition, Lot 1, Block 12 & a portion of Lot 6, Block 3r2, Southlake Town
Square Phase IV., and more fully and completely described in exhibit “A” from “C-3”
general commercial district to “DT” downtown district
Reserved for Metes and Bounds
Case No. Attachment F
ZA07-050 Page 6
EXHIBIT “A”
Case No. Attachment F
ZA07-050 Page 7