NATIONAL RAILROAD PASSENGER CORPORATION v. 3.44 ACRES MORE OR LESS OF LAND AND BUILDING et al
MEMORANDUM OPINION re 106 Order. Signed by Judge Christopher R. Cooper on 9/20/2017. (lccrc1)
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
NATIONAL RAILROAD PASSENGER
Case No. 15-cv-01088 (CRC)
3.44 ACRES MORE OR LESS OF LAND
AND BUILDING located at 900 2nd Street
NE, Washington, DC 20002-3557, et al.,
The National Railroad Passenger Corporation, known by all as “Amtrak,” can take
“interests in property” by eminent domain where those interests are “necessary for intercity rail
passenger transportation.” 49 U.S.C. § 24311(a)(1)(A). Relying on this authority, Amtrak filed
suit in July 2015 to condemn two parcels of land owned by Defendant Fluorine LLC that sit
adjacent to Washington Union Station.
Fluorine has filed a motion for partial summary judgment challenging Amtrak’s statutory
authority to take one of the parcels, which contains an office building and an underground
parking garage. It reads the statute governing Amtrak’s acquisitions narrowly as requiring
absolute, last-resort necessity, and it contends that the parcel is not indispensable to Amtrak’s
operations. Amtrak responds in a cross-motion that the condemnation is amply justified under
§ 24311 because Amtrak has reasonably deemed the property necessary to further its goals. For
the reasons that follow, the Court will grant Amtrak’s motion and deny Fluorine’s.
Washington’s iconic Union Station is Amtrak’s headquarters and one of its busiest rail
stations. Since 2012, defendant Fluorine LLC has owned two adjacent parcels of land just north
of Union Station. The parcels hug the west side of 2nd Street Northeast and abut the east side of
the railroad tracks that head north out of Union Station. The first parcel, Lot 814, contains a
surface parking lot with an electrical substation beneath it. The other, Lot 812, contains an office
building called the Railway Express Agency Building (“REA Building”) and an underground
parking garage. Together, the lots comprise nearly 110,000 square feet.
Historically, Amtrak leased office space in the REA Building and had additional access
to it through various easements. At the time Amtrak condemned the lots, it was the building’s
largest tenant—it leased almost 35,000 square feet, or 30% of its leasable space. Amtrak also
controlled an underpass below Union Station that extends under the H Street Bridge and
connects with the parking garage beneath the REA building. It previously granted Fluorine’s
predecessor an easement to use that underpass for vehicle access and parking.
As part of its efforts to develop the Northeast Corridor railway line from Boston to
Washington, D.C., Amtrak in 2012 began devising a plan to rehabilitate and expand Union
Station. Pl.’s Mot. Summ. J. Ex. 22, at 11:6–12:1. The result was an omnibus “Union Station
Master Plan,” which contemplated Amtrak’s “reconstruction of all tracks [and] platforms,
creating a series of new concourses below the tracks,” and overall sought to “provide safer, more
efficient, more accessible services for passengers and for employees.” Id. Ex. 23, at 17:1–13.
Over the next three years, Amtrak studied how best to expand the station’s capacity and,
as part of this process, commissioned a report assessing the possible acquisition of the two
parcels at issue. Id. at 31:15–34:8. That 2012 report considered the operational and financial
consequences of the possible purchase, and in the end recommended acquisition. Id. at 33:16–
22; see also Def.’s Mot. Summ. J. Ex. D (sealed report).
In January 2015, after further study, Amtrak personnel created a presentation for its
Board of Directors proposing Amtrak’s acquisition of the REA Building, as well as the adjacent
parking lot and air rights above it. See Pl.’s Mot. Summ. J. Ex. 32. The proposal explained that
Amtrak needed to own the parcels to address six “Strategic Issues” related to the Union Station
Master Plan. Id. at 8. First, Amtrak required “access to a portion of the REA property” to
construct a new, expanded railroad track. Id. at 9. Second, Amtrak sought to gain control over
its “40 easements across, under and above” the parking lot and its subsurface easements running
beneath the REA Building. Id. at 11. Third, once the tracks were reconfigured pursuant to the
Master Plan, the REA Building would provide “the only access” for emergency vehicles to the
tracks. Id. at 12. Fourth, the parking lot was “the only suitable space” for constructing
improvements to the lower-level tracks. Id. at 13. Fifth, to accommodate new and future
expansion, Amtrak needed to relocate several structures currently housed in the western part of
Union Station’s rail yard. Id. Finally, the presentation identified a need for “emergency
pedestrian egress pathways and control of [the] H Street Underpass,” through which Fluorine had
an easement. Id. at 8.
In May 2015, Amtrak’s Board of Directors approved a resolution authorizing Amtrak to
purchase Lots 812 and 814 or, if unable to strike a deal, to condemn them by eminent domain.
See Pl.’s Mot. Summ. J. Ex. 9, at 15–16. The resolution declared that Amtrak’s acquisition of
the building was “necessary for Amtrak’s intercity rail passenger transportation” id. at 16, noting
that Amtrak provided rail service “over numerous essential easements located throughout the
property on which the REA Building is located,” id. at 15.
Three weeks after the resolution passed, Amtrak sent a letter to Fluorine offering to
purchase the two lots for $35 million. Pl.’s Mot. Summ. J. Ex. 34. Fluorine rejected the offer
three days later in a one-line letter: “Thank you for your interest. Fluorine, LLC has no intent
[o]n selling the property.” Id. Ex. 35.
Amtrak then brought this condemnation action in July 2015. As required by 49 U.S.C. §
24311(b)(1), Amtrak filed a declaration (a) stating “the public use for which the interest is
taken”; (b) describing the property; (c) stating the interest in the property; (d) “showing the
interest taken”; and (e) estimating just compensation for the interest taken. See Decl. of Taking
(ECF No. 3). It also deposited $35 million with the Court as an estimate of just compensation.
Id. ¶ 16.
Two months after Amtrak commenced this action, the parties stipulated to Amtrak’s
acquisition of the property but reserved “Fluorine’s right to contest the validity of Amtrak’s
taking.” Joint Stipulation and Order 3 (ECF No. 23). Following discovery, both Amtrak and
Fluorine moved for partial summary judgment on the sole question of whether Amtrak was
permitted to take Lot 812, the parcel containing the REA Building and the underground parking
garage. The Court held a hearing on the cross-motions on August 29, 2017.
Standard of Review
A party is entitled to summary judgment if the pleadings and other materials in the record
show that there is no genuine issue as to any material fact and that the movant is entitled to
judgment as a matter of law. Fed. R. Civ. P. 56. The moving party bears the burden of
demonstrating the absence of a genuine issue of material fact. Celotex Corp. v. Catrett, 477 U.S.
317, 323 (1986). “[A] material fact is ‘genuine’ . . . if the evidence is such that a reasonable jury
could return a verdict for the nonmoving party” on a particular claim. Anderson v. Liberty
Lobby, Inc., 477 U.S. 242, 248 (1986).
A. The Standard Governing Amtrak’s Exercise of Eminent Domain
Congress gave Amtrak the power to acquire by eminent domain “interests in property”
that are “necessary for intercity passenger rail transportation,” 49 U.S.C. § 24311(a)(1), and that
it cannot “acquire by contract” or “agree with the owner on the purchase price,” id. §
The central issue before the Court is just how “necessary” a property interest must be to
be eligible for condemnation and, relatedly, how much weight a court should give Amtrak’s own
determination of necessity. Fluorine contends that Amtrak’s power is narrow and that courts
owe Amtrak no deference on its determinations of necessity. In Fluorine’s view, Amtrak may
condemn a property interest only “as a last resort”—“where it cannot practicably do
otherwise”—and it urges the Court to engage in a searching, fact-specific review of Amtrak’s
condemnation decision. Pl.’s Mem. Supporting Mot. Summ. J. 14. Moreover, Fluorine urges
that, if Amtrak applies the incorrect standard of necessity in its internal deliberations, a
reviewing court must invalidate the taking. For its part, Amtrak argues that § 24311’s term
“necessary” denotes usefulness, appropriateness, or convenience—not absolute, last-resort
necessity. And it submits that courts have “a limited scope of review” over Amtrak’s
condemnations—akin to the abuse of discretion standard that applies to judicial review of agency
decisions. Def.’s Mem. Supporting Mot. Summ. J. 9.
The Court finds that Amtrak’s power—and the scope of the Court’s review—lies
somewhere between these two extremes.
First, courts simply do not owe Amtrak’s determinations of necessity the same sort of
substantive deference that federal agencies and other government entities receive when
condemning property. The Supreme Court has distinguished between two types of statutes
delegating the power of eminent domain. On one hand, there are “general authorization[s]” that
“authorize officials to exercise the sovereign’s power of eminent domain on behalf of the
sovereign itself.” United States v. Carmack, 329 U.S. 230, 243 n.13 (1946). Condemnations
made under those sorts of authorizations are subject to minimal judicial review. See id. On the
other hand, the Court has explained, there are
statutes which grant to others, such as public utilities, a right to exercise the power of
eminent domain on behalf of themselves. These are, in their very nature, grants of
limited powers. They do not include sovereign powers greater than those expressed
or necessarily implied, especially against others exercising equal or greater public
Id. Because Amtrak is a government-sponsored corporation and not a government entity, see 49
U.S.C. § 24301(a), its eminent domain statute falls within this latter category. See Nat’l R.R.
Passenger Corp. v. Two Parcels of Land, 822 F.2d 1261, 1264–65 (2d Cir. 1987). Amtrak’s
power to take property is thus confined to the terms of its statutory grant. 1
At oral argument, counsel for Amtrak suggested that it should be treated like a
government actor when it takes property. This argument must be rejected. True, the Supreme
Court has held that Amtrak should be treated as a government actor for certain constitutional
purposes, including “for the purpose of individual rights guaranteed against the Government,”
Lebron v. Nat’l R.R. Passenger Corp., 513 U.S. 374, 394 (1995), and in evaluating separation-ofpowers challenges to its authority, Dep’t of Transp. v. Assoc. of Am. R.R.s, 135 S. Ct. 1225,
1233 (2015). But these cases show that Amtrak’s governmental status depends on the context of
its action—and specifically on whether Congress’s express statement that Amtrak is not a federal
actor carries the day. And, as the Court explained, Congress’s disclaimer of Amtrak’s
governmental status “is assuredly dispositive of Amtrak’s status as a Government entity for
purposes of matters that are within Congress's control.” Lebron, 513 U.S. at 392; see also United
States ex rel. Totten v. Bombardier Corp., 380 F.3d 488, 492 (D.C. Cir. 2004) (holding that
Amtrak is not “the Government” for purposes of the False Claims Act because the Act’s scope is
“a matter ‘within Congress’s control’”). Unlike with individual constitutional rights and
interbranch conflict, Congress has plenary control over the scope of its delegations of eminent
So what are the terms of that grant? Again, § 24311 allows for the condemnation of
“interests in property” that are “necessary for intercity passenger rail transportation.” One aspect
of this standard is clear—Amtrak must show that the property it seeks to acquire is “necessary
for intercity passenger rail transportation,” not that condemnation is the necessary means of
acquiring that property. The history of § 24311 and its predecessor statute shows that this is so.
Congress first gave Amtrak the power of eminent domain in 1973, and the original version of its
grant allowed Amtrak “to acquire any right-of-way, land, or other property . . . which is required
for the construction of tracks or other facilities necessary to provide intercity rail passenger
service, by the exercise of the right of eminent domain.” Pub. L. No. 93-146, § 6, 87 Stat. 548,
549 (1973) (emphasis added). This language was revised in 1994 as part of an omnibus bill “to
restate in comprehensive form, without substantive change, . . . laws related to transportation.”
H.R. Rep. No. 101-868, at 1 (emphasis added). Specifically, the House committee report shows
that the 1973 law’s text preceding “interests in property”—“right-of-way, land, or other”—were
“omitted as surplus” in the new version. Id. at 104. So, as relevant here, the modern statute’s
term “interests in property” refers to the parcel that Amtrak seeks to take—the parcel must be
“necessary for intercity passenger rail transportation.” It is not, as Fluorine contended at oral
argument, a subtle way for Congress to indicate that fee simple ownership, as opposed to a lease
or easement, must be “necessary.”
This conclusion, combined with Amtrak’s status as a for-profit corporation, has one
further consequence. Where Amtrak’s condemnation is challenged, the Court may uphold the
domain power. So while Lebron may imply that Amtrak has an obligation, under the Fifth
Amendment, to provide just compensation any time it takes property, it certainly does not imply
that Amtrak gets the benefit of governmental status when it takes property pursuant to a limited
taking if it finds that the property taken is necessary for intercity passenger rail transportation.
Just as Amtrak’s interpretation of § 24311 and its determinations of necessity do not warrant
substantial judicial deference, neither do flaws in its internal decisionmaking process warrant
halting a condemnation. Cf. SEC v. Chenery Corp., 318 U.S. 80, 87 (1943) (“The grounds upon
which an administrative order must be judged are those upon which the record discloses that its
action was based.”). Thus, contrary to Fluorine’s argument, any disagreement the Court may
have with Amtrak’s proffered statutory interpretation does not alone demand that Fluorine
That leaves the question of what it means for property to be “necessary for intercity
passenger rail transportation.” Fluorine urges a more restrictive definition of necessity—one of
absolute, last-resort need. Its interpretation finds some support in dictionaries. See, e.g.,
Webster’s Second New International Dictionary 1635 (“Essential to a desirable or projected end
or condition; not to be dispensed with without loss . . . . ”). And it applies in some other legal
contexts—for example, the “three elements necessary to meet standing requirements.” Black’s
Law Dictionary (10th ed. 2014).
But for centuries the law has also recognized a broader understanding of necessity that
does not imply indispensability. Chief Justice Marshall famously concluded that, for
constitutional purposes, “necessary” laws are those “‘convenient, or useful’ or ‘conducive’” to
implementing one of Article I’s enumerated powers. United States v. Comstock, 560 U.S. 126,
133–34 (2010) (quoting McCulloch v. Maryland, 17 U.S. (4 Wheat.) 316, 413–14 (1819)). The
Supreme Court has similarly interpreted the tax law’s reference to “necessary” business expenses
as covering those that are those “appropriate and helpful” to a business. Commissioner v.
Heininger, 320 U.S. 467, 471 (1943). And, in a context closer to home, some states require that
a government taking be “necessary” to achieve some public purpose, yet interpret this limitation
as requiring “only that the taking be reasonably necessary to the accomplishment of the end in
view under the particular circumstances.” Cersosimo v. Town of Townshend, 431 A.2d 496, 498
(Vt. 1981) (“It does not mean an imperative, indispensable or absolute necessity . . . .”).
Recognizing the indeterminacy of the term “necessary,” the parties rightly concede that
the standard in § 24311 is ambiguous, and therefore that the Court must look beyond its plain
text “to resolve that ambiguity.” Robinson v. Shell Oil Co., 519 U.S. 337, 345 (1997). Statutory
structure, purpose, and legislative history can shed light on the meaning of an ambiguous text.
The Court finds that § 24311’s standard is best read as more stringent than mere
“usefulness,” but more lenient than absolute, last-resort need. For Amtrak to acquire a property
interest by eminent domain, the property interest must have a “significant relationship” with
Amtrak’s provision of intercity rail passenger transportation. Two Parcels of Land, 822 F.2d at
1265. In other words, the taking must have some direct nexus to Amtrak’s goals, which, as set
forth by statute, include minimizing federal subsidies, 49 U.S.C. § 24101(c)(1)–(2), and
maximizing “the use of its resources, including the most cost-effective use of employees,
facilities, and real property,” id. § 24101(c)(12).
All courts that have construed Amtrak’s eminent domain power have adopted this
broader sort of interpretation. The Second Circuit, while acknowledging that “Amtrak’s exercise
of its delegated power of eminent domain is entitled to less deferential review than that of a
government agency,” declined to impose a strict standard of necessity. Two Parcels of Land,
822 F.2d at 1265. Rather, the court was satisfied by the “significant relationship between the
condemned property”—a service road that Amtrak planned to reconvey to a municipality—and
Amtrak’s “goals,” as set forth in statute. Id. A district court in Massachusetts analyzed the
modern version of the statute similarly. It concluded “that ‘necessary’ should be construed to
mean that Amtrak finds that an acquisition is a useful and appropriate way to accomplish its
goals,” and that courts should “review Amtrak’s decision . . . to determine if it has abused its
discretion by making an unreasonable business judgment that the condemnation of the property
is necessary.” Nat’l R.R. Passenger Corp. v. 4,945 Square Feet of Land, 1 F. Supp. 2d 79, 82 (D.
And while the Supreme Court has not interpreted the specific language of § 24311, in
National R.R. Passenger Corp. v. Boston & Maine Corp., 503 U.S. 407 (1992), it confronted a
similar provision allowing Amtrak to condemn railroad property upon approval of the Interstate
Commerce Commission (“ICC”). The ICC had effectively interpreted that provision’s
standard—that the property be “required for intercity rail passenger service”—as meaning that
the property must be “useful or appropriate” to Amtrak’s goal of providing service. Id. at 418.
In upholding Amtrak’s taking, the Supreme Court found the statute ambiguous and gave
deference to the ICC’s interpretation, explaining that “in the context of this statute it is plausible,
if not preferable, to say that Amtrak can find that an acquisition is required when it is a useful
and appropriate way to accomplish its goals.” Id. at 419. It accordingly rejected the D.C.
Circuit’s conclusion that the statute unambiguously required that the property be “indispensable”
to Amtrak’s goals. Id. at 419.
As Fluorine observes, Boston & Maine does not directly answer the question before this
Court because Amtrak, unlike the ICC in that case, is not entitled to deference in its
interpretation of the eminent domain statute. But the Supreme Court’s conclusion that the prior
statute’s term “required” is ambiguous applies with equal force here, and surely its suggestion
that the ICC’s reading is the “preferable” one is at least persuasive.
Fluorine’s second argument on this front is more substantial. Section 24311, like its
predecessor statute at issue in Boston & Maine, distinguishes between takings of railroad and
non-railroad property. When Amtrak takes property owned by entities other than railroads, it
files its condemnation action directly in court and the taking is governed by the standard in
§ 24311(a)(1)(A)—the standard at issue here. A different procedure, however, governs takings
of railroad property: Amtrak must apply to the Surface Transportation Board (in the prior version
of the statute, the ICC) for an order establishing Amtrak’s need for the property and ordering its
conveyance on reasonable terms. 49 U.S.C. § 24311(c)(1). Amtrak’s need “is deemed to be
established,” and the Board “shall order the interest conveyed unless [it] decides that” the rail
carrier would be significantly burdened and Amtrak could adequately meet its transportation
obligations through alternative means. Id.
Fluorine contends that, by codifying a presumption of need only for railroad property,
Congress implied that Amtrak must prove genuine need when condemning non-railroad
property. That argument is only half correct. The absence of an evidentiary presumption does
mean that Amtrak must affirmatively show necessity when it condemns non-railroad property.
But the absence of a presumption does not imply that Amtrak’s standard of necessity is strict. If
anything, the link between the provisions governing railroad and non-railroad takings cuts in the
other direction: The “back-to-back” juxtaposition of the provisions—both requiring that the
property taken be “necessary for intercity passenger rail transportation”—demands that the
substance the necessity standard is the same for both types of property. 4,945 Square Feet of
Land, 1 F. Supp. 2d at 82. And, again, in the railroad context, the Supreme Court has suggested
that a broader reading of necessity is “preferable.” Boston & Maine, 503 U.S. at 419.
Uses of the word “necessary” elsewhere in Amtrak’s governing statute provide further
support for a broader interpretation of the term in the eminent domain provision. See Envt’l
Defense v. Duke Energy Corp., 549 U.S. 561, 2007 (citing “presumption that the same words
repeated in different parts of the same statute have the same meaning”). The section laying out
Amtrak’s general authority provides that “Amtrak may acquire, operate, maintain, and make
contracts for the operation and maintenance of equipment and facilities necessary for intercity
and commuter rail passenger transportation, the transportation of mail and express, and autoferry transportation.” 49 U.S.C. § 24305 (emphasis added). Congress unlikely wanted Amtrak
to conduct daily audits of its equipment to ensure that every piece was truly indispensable to its
operations—it seems to have presumed that Amtrak would exercise reasonable judgment in
acquiring, operating, and maintaining equipment to further its goals.
Moreover, while Fluorine claims that § 24311’s legislative history reveals Congress’s
intent to define necessity narrowly, the committee report on which it relies is at best
indeterminate. Amtrak was first given the power of eminent domain as part of the Amtrak
Improvement Act of 1973, Pub. L. No. 93-146, 87 Stat. 548. That statute allowed for
acquisitions of any property interest “required for the construction of tracks or other facilities
necessary to provide intercity rail passenger service.” Id. § 6, 87 Stat. at 549. Fluorine latches
onto language from the committee report accompanying the 1973 law, which explains that the
committee intended Amtrak’s right “to be restricted, in the sense that Amtrak should utilize the
power prudently and judiciously—as a last resort method, and only when absolutely necessary to
fulfill its needs to provide intercity passenger service.” H.R. Rep. No. 93-415, at 8.
Read in context of the entire report, the statement that Amtrak should use its power
carefully is better understood as an admonition than a judicially enforceable limit. The
committee goes on to describe two safeguards against Amtrak’s abuse of its eminent domain
power, neither of which suggests a legal standard of indispensability. First, “[t]he judicial
review which is exercised through the condemnation proceedings assures that the property being
taken is in fact needed for the purpose mandated under the statute”—an emphasis on reviewing
the propriety of Amtrak’s purpose, not the direness of its need for the property. Id. at 9. And,
second, “this power will not be abused because of Amtrak’s limited budgets, and the fact that
Congress and the [ICC] annually review [Amtrak’s] activities.” Id. Congress’s contemplation of
these softer checks on Amtrak’s eminent domain power presupposes that Amtrak has discretion
that must be checked.
The report also explains that the committee saw Amtrak’s new power of eminent domain
as “similar to that accorded railroads and public utilities under State law.” Id. at 8. Many states
have granted railroads the power to condemn property when, for example, it was “necessary for
the construction, maintenance or operation of such [rail]road, or the necessary sidings, sidetracks or appurtenances.” Aurora & G. Ry. Co. v. Harvey, 53 N.E. 331, 332 (Ill. 1899). Courts
have generally interpreted the standard of necessity in these sorts of statutes broadly to mean
‘expedient,’ ‘reasonably convenient,’ or ‘useful to the public,’ and [not] limited to an absolute
physical necessity.” Id. at 334; see also, e.g., N. States Power Co. v. Oslund, 51 N.W.2d 808,
809 (Minn. 1952) (for taking by public utility, “there need be no showing of absolute or
indispensable necessity, but only that the proposed taking is reasonably necessary or convenient
for the furtherance of the end in view”).
The historical takings power of railroads and utilities, however, was not boundless.
Interpreting a statute granting rail carriers the power to “appropriate such land ‘as may be
deemed necessary for its railroad,’” one state supreme court provided a helpful summary of the
Necessary land here must be held such as is reasonably proper, suitable, and useful
for the purpose sought. Some discretion must be allowed the railroad in
determining the needs of itself and the public. In limiting the power of
appropriation to that which is necessary, it is manifest that it was the legislative
purpose to prevent the abuse of the power by making appropriations for speculative,
monopolistic, or other purposes, foreign to the legitimate objects contemplated by
the corporation charter.
Eckart v. Ft. Wayne & N.I. Traction Co., 104 N.E. 762, 764 (Ind. 1914) (citations omitted). The
committee’s analogy to railroads and public utilities suggests that it saw Amtrak’s power as
confined to property that would directly further Amtrak’s transportation goals—mere profit
motive would not do—but that it did not expect the imposition of strict, last-resort necessity.
All in all, this standard of necessity—one that implies a significant link between the
property and the “legitimate objects” set forth in Amtrak’s statutory charter—is the one
contemplated by § 24311 and best effectuates its purpose. A strict standard of last-resort need
would be impossible to implement without vitiating Amtrak’s power to take property: it is hard
to imagine a property truly indispensable to Amtrak’s ability to provide rail service. But general
“usefulness” is similarly problematic. Almost any condemnation could be plausibly justified as
useful for a transportation provider: Taking a commercial building with no physical connection
to Amtrak’s rail system and selling it for a profit might enable Amtrak to lower its ticket prices.
Rather, just as Congress unlikely wanted to confer a functionally inert takings power, neither
would it sensibly include restrictive language along the axes of purpose (“intercity passenger rail
transportation”) and importance (“necessary”) if it expected those restrictions to be completely
toothless. The upshot is that Amtrak may condemn property only if it has a significant
connection to its goal of providing intercity passenger rail transportation. The sufficiency of this
connection is a question of fact, but one readily resolvable on summary judgment. See Two
Parcels of Land, 822 F.2d at 1262; 4,945 Square Feet of Land, 1 F. Supp. 2d at 80.
B. The Record Shows that Lot 812 is “Necessary for Intercity
Passenger Rail Transportation”
Having decided the standard to apply, the Court now turns to whether the record evidence
supports summary judgment for either party. Fluorine contends that, even under a broader
understanding of necessity, Amtrak has not shown that taking Lot 812 was necessary for
intercity passenger rail transportation. At a minimum, it argues, there remain material disputes
of fact regarding necessity.
Again, the relevant question is whether the parcel containing the REA Building and its
underground garage has a significant relationship with Amtrak’s goal of providing intercity
passenger rail transportation. The Court finds that, as a matter of law, Amtrak has satisfied that
It is undisputed that, before the taking, Amtrak used the REA Building for its intercity
passenger rail transportation operations: Amtrak leased about 30% of the offices in the REA
Building to house staff from several departments and had easements for use of space in the
building below its tracks at Union Station. Def.’s Mem. Supporting Mot. Summ. J. 4.
It is also undisputed that Amtrak sought to condemn the property in order (1) to allow for
expanded use of the property in the future and (2) to secure its existing uses of the building and
underpass through fee simple ownership. And, on both of these fronts, Amtrak’s past and
planned uses for the property bear an indisputable link with its transportation goals. When it
comes to its operations, Amtrak believes that the simplest way to expand the eastern side of the
railyard would be to demolish approximately 1,000 square feet of the eastern side of the REA
Building. See Pl.’s Mot. Summ. J. Ex. 23, at 63–66 (Deposition of Gretchen Kostura, Amtrak’s
Infrastructure Planning Manager). Even if this demolition is not the only solution for track
expansion, see id. at 64, ownership of the building provides Amtrak with flexibility in deciding
how to most efficiently execute this aspect of the Union Station Master Plan.
Moreover, Amtrak has an interest—and one within the scope of § 24311—in solidifying
its current interests in the REA Building through fee simple ownership. In particular, it is
undisputed that Amtrak viewed its easement providing access to the H Street Underpass as
conflicting with Fluorine’s easement, Pl.’s Mot. Summ. J. Ex. 22, at 34:6–38:16, and that
Amtrak used the underpass for vehicle access to Union Station and for parking, Def.’s Mot.
Summ. J. Ex. AA, at ¶ 4.
If this conflict of easements were truly a concern, Fluorine asks, then why could Amtrak
not seek to clarify the inferiority of Fluorine’s easement? For that matter, why did Amtrak not
negotiate with Fluorine for a lease or easement for the additional parts of the building to which it
sought access, rather than seeking fee simple ownership of the parcel? These arguments might
carry the day if the Court imposed Fluorine’s desired definition of necessity: one that demanded
scrutinizing Amtrak’s decisionmaking process to ensure that eminent domain was used as a last
resort. But, again, § 24311 requires that the property have a significant connection with
Amtrak’s transportation mission. Assuming the requisite connection, the Court is not in a
position to assess whether a lease, an easement, or fee simple ownership is the optimal way to
further that mission. Indeed, the legislative history of Amtrak’s eminent domain provision
expressly contemplates, as a legitimate justification for using eminent domain, the inferiority of
leaseholds to outright ownership: “Amtrak is currently leasing terminal and other facilities from
various railroads. These facilities are not always best adapted to Amtrak needs, nor is the lease
always the most economical means by which Amtrak could fulfill its requirements for a facility.”
H.R. Rep. No. 93-415, at 8 (emphasis added). That was precisely Amtrak’s conclusion here—it
expressed concern that its current property interests in the building, consisting of leaseholds and
easements, were insufficiently secure and would not afford Amtrak the necessary flexibility as it
continued to expand Union Station. And Fluorine’s admitted willingness to provide a property
interest less than fee simple ownership does not undermine the soundness of Amtrak’s
conclusion or its compliance with § 24311.
Fluorine’s other attacks on the necessity of Amtrak’s condemnation must similarly be
rejected. Citing the Amtrak Board’s identification of a high estimated rate of return for the REA
Building, Fluorine contends that Amtrak had ulterior motives for the acquisition. This fact
would be troubling if profit were the only evident purpose for Amtrak’s acquisition. But, as
explained, the REA Building has a clear nexus with Amtrak’s transportation-related goals, and
the mere consideration of economic factors cannot defeat an otherwise valid taking. Amtrak’s
takings power is restricted by the terms § 24311, but so long as it does not exceed its statutory
power, Amtrak is not forbidden from considering additional factors before seeking to acquire a
Finally, Fluorine contends that Amtrak “failed to consider an important aspect of the
problem before it” by not separately analyzing the need to acquire the REA Building, apart from
its need to acquire the adjacent surface parking lot. Def.’s Opp’n 30. The Court, however, is not
conducting arbitrariness review: the question is not whether Amtrak’s decisionmaking process
was perfect, it was whether it reached an outcome that is permissible under the statute. And, as
explained above, the connection between the REA Building and Amtrak’s transportation mission
is evident from undisputed facts in the record.
Because the Court finds that, as a matter of undisputed fact, the condemned parcels were
necessary for intercity passenger rail transportation, the Court will grant Amtrak’s motion for
partial summary judgment and deny Fluorine’s cross-motion. The amount of just compensation
due to Fluorine will be determined as necessary in a subsequent proceeding. A separate Order
accompanies this Memorandum Opinion.
CHRISTOPHER R. COOPER
United States District Judge
Date: September 20, 2017
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