Rail Passengers Association President & CEO Jim Mathews filed a response to the Amtrak Board of Directors request for comment on its proposal to create three subsidiary entities — an Infrastructure Manager, a Rolling Stock Manager, and Passenger Rail Services (which will oversee train operations) — operating under a single corporate umbrella.
You can read Mathews’ submission in its entirety below.
Dear Chairman Coscia and Vice Chairman Szabat:
The Rail Passengers Association appreciates the opportunity to provide comments to the Amtrak Board of Directors regarding its proposal to reorganize the company into three subsidiary divisions. As the nation’s largest advocacy organization representing rail passengers and the communities served by intercity trains, our Association is compelled to evaluate this proposal through the lens of its impact on travelers, host communities, and the long-term viability of a connected national passenger rail system. Our primary interest is ensuring that any organizational changes strengthen, rather than undermine, Amtrak’s ability to provide safe, reliable, and growing passenger rail service across the United States.
This proposal would establish a holding-company structure overseeing three separate entities: an Infrastructure Manager (IM) responsible for Amtrak-owned infrastructure, a Rolling Stock Manager (RSM) responsible for fleet assets, and Passenger Rail Services (PSR) responsible for passenger service operations. An organizational restructuring may offer opportunities to improve transparency, accountability, and operational performance. However, it also raises important questions regarding coordination, governance, and the preservation of Amtrak’s integrated national mission. Ultimately, any restructuring plan must acknowledge the political reality in which Amtrak receives its funding, and outline contingencies for how a restructured railroad will continue to operate in down funding years.
In the comments that follow, our Association will outline several criteria we believe must be met in any restructuring: impact on passengers, implications for the national rail network, financial consequences, governance structure and accountability mechanisms, and ability to support the long-term growth of passenger rail in the U.S.
These factors should guide any determination on whether the proposed restructuring advances the public interest and Amtrak’s statutory mission: to provide efficient and effective intercity passenger rail mobility consisting of high-quality service that is trip-time competitive with other intercity travel options and that is consistent with the goals set forth in subsection (c)[1]. Whether the restructuring should be implemented rests on the extent to which it will benefit its public-service mission.
Sec. 1 – Governing Principles
A. Public Service Mission First
Our Association is committed to the idea that any restructuring of Amtrak must begin with a recognition that Amtrak’s intercity network is public infrastructure. Like highways, airports, and other public transit systems, Amtrak exists to connect communities, support economic development, and advance national transportation goals.
The success of any new organizational structure should therefore be measured not by its ability to maximize financial returns to Amtrak, but by its ability to improve service, strengthen connectivity, enhance reliability, and expand access to passenger rail throughout the U.S. Financial efficiency is important, but it must remain subordinate to Amtrak’s public-service mission.
B. Ongoing Public Accountability
Restructuring should not weaken the public accountability that accompanies federal investment in passenger rail. Congressional oversight, Federal Railroad Administration (FRA) oversight, and regular engagement with state partners must continue regardless of organizational form.
The holding company and all subsidiary entities should be subject to robust transparency requirements, including regular public reporting on finances, infrastructure condition, service quality, and network growth.
For passengers and taxpayers—and their elected representatives—to be able to evaluate whether restructuring is producing measurable public benefits, a restructured Amtrak must:
· Explicitly acknowledge clear and continuing congressional authority over the NRPC holding company and its subsidiaries.
· Remain accountable to the public, via their elected officials, the U.S. Department of Transportation, the Amtrak Inspector General, and the Government Accountability Office.
· Be overseen by Board members who are nominated by the President and seated with the “advice and consent of the Senate.”
C. Stable and Predictable Public Investment
No organizational model for a national railroad can succeed without sustained public support. Passenger rail infrastructure and equipment require long-term capital investments that cannot be financed through operating revenues alone.
Our Association is concerned that a restructured Amtrak could merely redistribute existing resource constraints among separate entities. Cross-subsidization of operational subsidies for Long-Distance Routes (LDR) and State-Supported routes with infrastructure subsidies for Northeast Corridor (NEC) capital investment has been a core component of the grand political bargain between rural and metropolitan politicians, and has been a key element to keeping Amtrak going in difficult funding environments.
Optimally, restructuring would be accompanied by clear Congressional commitments to stable, predictable, multi-year federal funding.
Absent that commitment, our Association expects Amtrak to clearly explain to the public how a restructured railroad will function in years in which federal and state governments impose funding constraints or delayed appropriations.
Sec. 2 - Governance and Organizational Structure
A. Relationship Among Subsidiaries
The creation of separate entities for infrastructure, rolling stock, and operations should not result in siloed decision-making. Passenger rail is, and will always be, an integrated system whose success depends on close coordination among all parts of the enterprise, regardless of the organizational structure.
Establishing a structure wherein the operations arm becomes the main profit center for the other two subsidiaries—through equipment and maintenance contracts for the RSM and access fees for the IM—could very well lead to negative outcomes for service levels and on-board service quality. In point of fact, many countries that have restructured their railways have seen an adversarial relationship develop between the central track authorities and the train-operating companies, leading to inefficiencies and stagnation in the development of the rail network. In pursuing a similar restructuring, the U.K. saw its newly established IM struggle with maintenance and oversight, culminating in several major accidents linked to infrastructure failures, most notably the 2000 Hatfield derailment. This safety crisis led to the IM’s collapse and replacement by the not‑for‑profit Network Rail, effectively re‑nationalizing the infrastructure.
All subsidiaries should operate under shared system-wide objectives emphasizing safety, reliability, ridership growth, customer satisfaction, and network expansion. Formal conflict-resolution mechanisms should be established to prevent disputes over funding, asset access, or cost allocation from disrupting passenger service. Moreover, how these conflict-resolution mechanisms will function must be communicated, in detail, to Congress and other stakeholders.
B. State and Passenger Stakeholder Participation
States, rail authorities, and interstate rail compacts are critical partners in the development of passenger rail service and should have meaningful opportunities to participate in restructuring discussions and implementation.
Our Association recommends the establishment of formal advisory structures—potentially building on existing models such as SAIPRC—that include state partners, local governments, passenger advocates, labor representatives, and other stakeholders.
Passenger perspectives should be incorporated into both strategic planning and performance evaluation processes.
Sec. 3 - Preservation of Amtrak’s Statutory Authorities
A. Access Rights
The IM, RSM, and PSR must fully and unambiguously inherit Amtrak’s existing statutory authorities. That includes right of access on Class I railroad infrastructure and preferential dispatching.
Restructuring shouldn’t weaken the umbrella corporation’s legal standing or ability—or the standing of any of its subsidiaries—to operate effectively over host railroads and carry out functions critical to maintaining a functional rail network.
B. Legal Authorities
Essential legal authorities, including eminent-domain powers, condemnation authority where applicable, labor authorities, and operating authorities, must remain fully available following restructuring.
C. Continuity Across Successor Entities
Amtrak must engage Congress to ensure that all authorities necessary to support the national passenger rail network are clearly assigned and preserved within the successor structure. No ambiguity should be permitted that could weaken service delivery or impair future expansion.
Sec. 4 - Protecting and Expanding the National Network
A. No Net Reduction in Frequencies
Governance and performance frameworks should make clear that success should be measured by service quality, network connectivity, public benefit, and efficient stewardship of public funds—not system-wide profitability.
We don’t expect highways to make a profit. Instead, the primary objective should be for services, construction projects, and rolling stock to be delivered quickly, on-time, and on-budget.
Throughout the transition period, and perhaps for at least a decade beyond it, a restructured Amtrak should be prohibited from reducing frequencies on the national passenger rail network, preventing service degradation through schedule thinning or indirect cuts. When new routes are established and launched, some frequency adjustments might be possible. However, net-net, the system should be running more trains, not fewer.
B. Accelerating Network Growth
This is an opportunity to explicitly reject and reset America’s dysfunctional timelines for launching new passenger rail services—particularly as outlined in the FRA’s Amtrak Long-Distance Service Study, which outlines a 15-plus year process for introducing a single daily round trip on existing railroad infrastructure.
The streamlining of leadership decision making and authorities under the new structure should materially reduce the time required to develop and launch new passenger rail routes, with a target of no more than six years from concept to service initiation.
It is reasonable to expect that, with a supporting framework provided by Congress through a surface transportation reauthorization, at least two routes could be successfully launched under the revised framework within six years—one Corridor ID candidate and one of the FRA Long-Distance Study’s preferred routes.
Sec. 5 - Financial Structure and Cost Allocation
A. Cost Transparency
Our Association would welcome a clearer picture of the true costs of operating service lines and the rationale for cost allocations among routes. We hope that improved cost transparency resulting from a restructuring could be used to better inform funding and investment decisions.
However, cost allocation must not be used as a standalone justification for service reductions absent broader public-interest and mobility considerations.
The success of any given route should include an explicit accounting of tax-base growth, community investment, second- and third-order workforce effects, and the many other benefits identified in Rail Passengers Association’s economic analyses.
B. Cost of Restructuring
In financially constrained environments, expenditures involve tradeoffs. Amtrak must communicate to Congress and the public how much money is being spent on this corporate restructuring.
This is particularly germane given the past few Congressional appropriations cycles and the likelihood of flat funding for Amtrak’s operational accounts.
C. Lines of Accountability and Communication
One of the central arguments Amtrak has made in favor of this restructuring is that it will provide clearer accountability through the assignment of ownership for delays, costs, and outcomes across the railroad. However, it has not yet explained the mechanics of how this improvement will take place.
Additionally, there is a clear risk that the establishment of three subsidiaries will create a balkanized communications environment—both internally, and for external parties looking to exercise oversight, collaborate on service, or provide feedback on the many interlocking responsibilities that will be spread across this new structure.
Amtrak should disclose to Congress and the public how the parent company will establish key performance indicators for each subsidiary, how those metrics will align with national passenger rail goals, and how this will drive improvements in accountability. The restructuring proposal should include clear lines of accountability among the parent corporation, subsidiary leadership, and Amtrak’s Board to prevent fragmented decision-making. There should also be clear lines of communication to ensure that external stakeholders are able to get information from and to the relevant department within the railroad.
D. Avoiding Internal Profit-Seeking
All subsidiaries should operate pursuant to the shared public-service mission, as statutorily mandated.
Internal charging and cost-allocation structures should support collaboration, with safeguards to avoid the creation of adverse incentive structures between subsidiaries.
It is incumbent upon Amtrak to detail to Congress and other stakeholders the mechanics of how these relationships will be structured to ensure that passenger and worker safety is not compromised under this restructuring.
Sec. 6 - Prerequisites for Moving Forward
Before endorsing any restructuring proposal, our Association recommends that the following conditions be satisfied:
1. Commitment from Amtrak that this process will be open to Congressional oversight. Any restructuring of a federally chartered passenger railroad must be conducted transparently and with regular reporting to Congress. Oversight mechanisms should include public hearings, periodic progress reports to relevant committees, and opportunities for congressional review at key implementation milestones to ensure that the public interest remains paramount.
2. Preservation of all Amtrak statutory authorities. Restructuring must not diminish Amtrak’s existing legal authorities, responsibilities, or rights under federal law. Any new corporate structure should include detailed analysis of how this restructuring will preserve the company’s ability to access freight-owned infrastructure and carry out other essential railroad functions.
3. Stable, long-term federal funding commitments. Organizational changes alone cannot solve long-standing investment challenges. The success of any restructuring effort depends on predictable, multi-year federal funding that provides the certainty needed for capital planning, fleet replacement, infrastructure renewal, and service expansion.
Absent this federal commitment from Congress, Amtrak should be prepared to explain how a restructured railroad will function in years in which federal and state governments impose funding constraints or delayed appropriations.
4. Commitments to not privatize essential passenger rail functions. Core passenger rail responsibilities, including service planning, operations oversight, infrastructure stewardship, and fleet management, should remain publicly accountable. Restructuring must not become a vehicle for transferring essential public functions to private entities.
5. No net reduction in existing service frequencies. Passengers should not lose access to train service as a consequence of corporate reorganization. Existing service levels should be maintained, at a minimum. Any transition plan should explicitly protect current frequencies on the Northeast Corridor, State-supported routes, and Long-Distance Routes.
6. Formal participation opportunities for stakeholders. States, labor, and passengers are among the most important stakeholders in Amtrak’s future. The restructuring process should include formal consultation mechanisms and advisory committees to ensure that the perspectives of riders, host communities, and state sponsors are reflected in final decisions.
7. Passenger-centered performance measures. The success of restructuring should be evaluated primarily through outcomes that matter to travelers, including reliability, trip times, customer satisfaction, accessibility, affordability, and service availability. Financial and organizational metrics should support, rather than supplant, passenger-focused objectives.
8. Clear commitments to network expansion. Any restructuring proposal should be accompanied by a credible strategy for growing passenger rail service nationwide. Amtrak must explain how the new structure will support the expansion of intercity passenger rail, including new corridors, additional frequencies, and improved connectivity for underserved communities.
9. Creation of a functional, adequately funded national rolling-stock entity. If a separate rolling-stock organization is established, it must be provided with sufficient authority, expertise, and funding to manage procurement, maintenance, modernization, and long-term fleet planning on a national basis. The entity should be structured to address existing equipment shortages and support future growth, not simply redistribute current responsibilities.
10. Demonstrable public benefits achieved through measurable implementation benchmarks. Restructuring should proceed in phases and be tied to clearly defined performance benchmarks. Amtrak should be required to demonstrate tangible public benefits, such as improved reliability, greater operational efficiency, reduced equipment shortages, enhanced customer experience, or expanded service opportunities, before advancing to subsequent stages of implementation.
Conclusion
The Rail Passengers Association does not oppose organizational reform where it can improve accountability, transparency, and operational effectiveness. In fact, we welcome creative and innovative approaches to produce these kinds of improvements.
However, restructuring must not become an end in itself. The ultimate test of any new structure is whether it delivers better service for passengers, strengthens and expands the national network, preserves public accountability, and advances Amtrak’s public-service mission. Any restructuring that fails to achieve these objectives should be reconsidered or modified before implementation.
Sincerely,
Jim Mathews, President & CEO
Rail Passengers Association
[1] 49 U.S.C. § 24101, “Findings, Purpose, and Goals.” United States Code, title 49, section 24101, 2024. Office of the Law Revision Counsel, https://uscode.house.gov/us/usc/119-136/t49/s24101/