Commissioners                                             Tay Yoshitani 
Chief Executive Officer 
Tom Albro 
Commission President 
Bill Bryant                                P.O. Box 1209 
John Creighton                    Seattle, Washington 98111 
Rob Holland                       www.portseattle.org 
206.787.3000 
APPROVED MINUTES 
COMMISSION REGULAR MEETING MARCH 12, 2013 
The Port of Seattle Commission met in a regular meeting Tuesday, March 12, 2013, at Port of
Seattle Headquarters, Commission Chambers, 2711 Alaskan Way, Seattle, Washington. 
Commissioners Albro, Creighton, and Holland were present. Commissioner Bryant was absent. 
1.   CALL TO ORDER 
The regular meeting was called to order at 1:10 p.m. by Tom Albro, Commission President. 
2.   EXECUTIVE SESSION pursuant to RCW 42.30.110 
None. 
PLEDGE OF ALLEGIANCE 
3.   APPROVAL OF MINUTES 
Please refer to the Unanimous Consent Calendar. 
4.   SPECIAL ORDER OF BUSINESS 
None. 
ANNOUNCEMENT 
Commissioner Albro announced acceptance of applications during the period March 16-22, 2013,
from prospective appointees to fill the vacancy in Commission Position No. 3 that becomes
effective March 15, 2013. He reported that first-time applicants would be asked to address the
Commission at its public meeting on March 26 and that there will be a moderated town-hall-style
meeting with finalists on April 2 at 6:00 p.m. at the Port's headquarters at Pier 69. He stated the
Commission hopes to fill the Position No. 3 vacancy at the end of April or early May. 
5.   UNANIMOUS CONSENT CALENDAR 
[Clerk's Note: Items on the Unanimous Consent Calendar are considered routine and are not
individually discussed; however, Port Commissioners receive the request documents prior to the
meeting and may remove items from the Consent Calendar for separate discussion and vote in
accordance with Commission bylaws.] 

Digital recordings of the meeting proceedings and meeting materials are available online  www.portseattle.org.







PORT COMMISSION MEETING MINUTES                   Page 2 of 10 
TUESDAY, MARCH 12, 2013 
5a.  Approval of the minutes of the regular meeting of January 8, 2013. 
5b.  Approval of the Claims and Obligations for the period of February 1, 2013, through
February 28, 2013, in the amount of $36,208,767.08. 
Motion for approval of consent items 5a and 5b  Creighton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Creighton, Holland (3) 
Absent for the vote: Bryant 
PUBLIC TESTIMONY 
As noted on the agenda, public comment was received from the following individual(s): 
Roger McCracken of Masterpark, LLC. Mr. McCracken spoke in opposition to the lease
with ATZ Inc. in agenda item 6c, noting a competitive advantage to ATZ's not having to
disclose to the public Airport access fees that are passed on to customers. 
6.   DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
6a.  Second Reading and Final Passage of Resolution No. 3678:  A Resolution of the Port
Commission of the Port of Seattle setting the annual salary compensation of Port of
Seattle Commissioners at the same amount as paid to legislators in the State of
Washington. 
Request document(s): Commission agenda memorandum dated March 6, 2013, Resolution
No. 3678, and letter from Commissioner Albro dated February 26, 2013, provided by Mary Gin
Kennedy, Director of Commission Services. 
There was no presentation at this time. The Port Commissioners received presentations on 
Resolution No. 3678 on February 26, 2013, and during its consideration on March 5, 2013, and the
request documents were distributed for review prior to the meeting of March 12, 2013. 
Motion for Second Reading and Final Passage of Resolution No. 3678  Albro 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Creighton, Holland (3) 
Absent for the vote: Bryant 
Without objection, the following agenda item  
6b.  First Reading of Resolution 3677: A Resolution of the Port Commission of the Port of
Seattle establishing a rates and charges methodology and other policies for the use of
facilities at Seattle-Tacoma International Airport; and authorizing the Managing



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TUESDAY, MARCH 12, 2013 
Director, Aviation Division to calculate Airline rates and charges in accordance with
said methodology, and implement all other provisions of this Resolution. 
was indefinitely postponed. 
Commissioner Albro stated that conversations between Port staff and Alaska Air Group regarding a
possible lease alternative to a rates and charges resolution continue and opined that if terms of a
lease are not recommended by staff by the first Commission meeting in April, the Commission
should proceed with adoption of a resolution establishing Airport rates and charges. 
Without objection, the following agenda item  
6c.  Authorization for the Chief Executive Officer to execute a lease, substantially as drafted
in the attached Exhibit 1, with ATZ Inc. (ATZ), for a term of five years, with two, fiveyear
extension options, upon mutual agreement between the Port and ATZ, for
operation of the parking facility commonly known as the Doug Fox Parking Lot located
north of 170th Street and east of the North Airport Expressway in the City of SeaTac. 
was indefinitely postponed. 
Without objection, the following agenda item  
6d.  Authorization for the Chief Executive Officer to advertise for, award, and execute a
major public works contract for the construction of the Doug Fox Parking Lot Service
Upgrades Project in the amount of $3,322,000 for construction, construction
management, project management, and other soft costs. This amount is in addition to
$1,796,000 previously authorized for a total project budget of $5,118,000. 
was indefinitely postponed. 
6e.  Authorization for the Chief Executive Officer to: (1) increase the project budget by
$565,520 for the United Airlines Tenant Improvements Project; (2) increase the project
budget by $484,410 for the Delta Ticketing and ATO Modifications Project; (3) issue two
change orders totaling $950,000 for Contract MC-0317304, Delta Lobby/Airline Ticket
Office (ATO) United TKT/ATO RMM Abatement On Call 2012 for additional asbestos
abatement required to complete both the Delta Air Lines and United Airlines projects;
and (4) extend the contract end date through November 15, 2014.  The total amount of
this request is $1,049,930. 
Request document(s): Commission agenda memorandum dated March 7, 2013, and presentation 
slides provided by Ralph Graves, Managing Director, Capital Development, and Dwight Rives,
Director, Port Construction Services. 
Presenter(s): Mr. Graves and Mr. Rives. 
The Commission received a presentation that included the following relevant information: 
The budget increase is necessitated by additional asbestos abatement required and
discovered during construction;


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TUESDAY, MARCH 12, 2013 
The request for extension of the contract end date reflects that work in progress will
extend beyond the original date; 
The location of the simultaneous projects, which are being conducted in public areas of
the Airport, were presented; 
A description of the abatement containment process was provided; 
Original abatement documents and budget estimates were developed at the stage of 30-
percent design in order to accommodate the accelerated schedule for airline
realignment; 
Phasing changes and airline requests, as well as discovery of additional abatement
areas, contributed to the need for budget increases; and 
There are two change orders associated with the increases, one of which has already
been issued for $410,000 as a critical work under the Port's Delegation of Authority
provisions (Resolution No. 3605, as amended by Resolution No. 3628), and another that
would be issued for $540,000. 
In response to Commissioner Albro, Mr. Rives reported that in addition to the combined changeorder
increase of $950,000, there are project management soft costs of approximately $99,000. 
Motion for approval of item 6e  Creighton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Creighton, Holland (3) 
Absent for the vote: Bryant 
6f.   Authorization for the Chief Executive Officer to execute a contract for elevator and
escalator maintenance and repair services for all elevators, escalators, and moving
walks at the Seattle-Tacoma International Airport for the period May 1, 2013, through
January 1, 2014, in an amount not to exceed $1,898,236 with the right to extend the
contract for an additional six months. 
Request document(s): Commission agenda memorandum dated March 4, 2013, provided by John
Christianson, General Manager Aviation Maintenance, and Stuart Mathews, Senior Maintenance
Manager, Mechanical and Conveyance Systems. 
Presenter(s): Mr. Mathews. 
The Commission received a presentation that included the following relevant information: 
The existing authorization dating to December 6, 2011, provided for procurement of
these maintenance and repair services through a State of Washington Conveyance
Maintenance and Repair contract that was not extended by the State Department of
Enterprise Services as expected; 
This request would ensure provision of maintenance and repair services for elevators,
escalators, and moving walkways at the Airport regardless of the outcome of and despite




PORT COMMISSION MEETING MINUTES                   Page 5 of 10 
TUESDAY, MARCH 12, 2013 
possible delays in the state's rebidding of its conveyance maintenance and repair
contract; 
Kone Inc., the recommended contractor in the direct Port contract, is currently providing
the services through the state contract, and could potentially be awarded the new state
contract; and 
Use of the state contract, when available, provides a contracting method for local
agencies and may again be used by the Airport in the future. 
Motion for approval of item 6f  Creighton 
Second  Holland 
Motion carried by the following vote: 
In Favor: Albro, Creighton, Holland (3) 
Absent for the vote: Bryant 
7.   STAFF BRIEFINGS 
7a.  2012 Financial Performance Briefing. 
Presentation document(s): Commission agenda memorandum dated February 25, 2013, 2012
Financial and Performance Report, and presentation slides provided by Dan Thomas, Chief
Financial and Administrative Officer, and Michael Tong, Corporate Budget Manager. 
Presenter(s):  Mr. Thomas; Mr. Tong; Ralph Graves, Managing Director, Capital Development
Division; Borgan Anderson, Director, Aviation Finance and Budget; and Boni Buringrud, Director,
Seaport Finance and Budget. 
The Commission received a presentation that included the following relevant information: 
Portwide Overview 
Total 2012 operating revenues were $521.6 million, which was $38.5 million, or eight
percent, above 2011  actuals; of these, approximately $25 million w ere due to
aeronautical revenues related to capital costs and about $9 million in accounting
changes related to customer facilities charges; 
Operating revenues for 2012 were $4.8 million, which was 0.9 percent, above budget; 
2012 Portwide operating expenses were $298 million, which was $11.9 million, or 3.8
percent, below budget, and all divisions' expenses were under budget; 
Net operating income before and after depreciation was presented and both figures were
above budget; 
Challenges facing the 2013 budget include a new lease arrangement with Total
Terminals International at Terminal 46 that will result in reduced revenues for 2013 and
the potential for a new rates and charges system at the Airport that may result in
changes to Airport revenue in 2013; 
A new 2013 revenue forecast is being developed and cost savings are being examined,
including in the area of capital improvement projects, and a presentation on the revised
forecast is anticipated for the Commission on April 2, 2013;

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TUESDAY, MARCH 12, 2013 
Major revenue and expense variances were presented, as was a net operating income
comparison for the years 2006-2012; 
Port operating revenue in 2012 of $521.6 million is a new record, and the net operating
income before depreciation of $223.7 million was the highest since 2008, although still
lower than pre-Recession levels; 
Total revenues in 2012 were $727.7 million, which was $6.2 million above budget; 
The negative variance for depreciation expense was $8.8 million higher than budget due
to additional assets and accounting changes related to bond refunding for Terminal 18; 
Revenue bond interest expense was below budget by $13.6 million; 
A negative variance for public expense, which was $15.3 million over budget, is related
to capital improvements for the Rental Car Facility Off-Site Roadway Improvements
project that were accounted as an expense when the improvements were transferred to
the City of SeaTac; 
Non-operating expenses were over budget approximately $26.4 million due to retirement
of the C-22 baggage handling system; and 
Capital spending for all divisions was below budget in 2012, for a positive variance of
$52.1 million. 
RECESSED AND RECONVENED 
The regular meeting was recessed at 1:56 p.m. and reconvened at 2:01 p.m., chaired by
Commissioner Albro, and the Commission returned to consideration of  
7.   STAFF BRIEFINGS 
7a.  2012 Financial Performance Briefing. 
Presentation of the following relevant information continued: 
Aviation 
2012 enplanements rose 1.2 percent over 2011; 
Operating costs were below budget by $8.5 million; 
Non-airline revenues rose 7.0 percent over 2011 and 2.3 percent over 2012 budget; 
Actual cost per enplanement was $13.17, below the budgeted amount of $13.25; 
Approximately 74 percent of budgeted capital expenses were spent; 
2012 international enplanements rose by 8.8 percent over 2011, contrasted with
domestic enplanement growth of only 0.5 percent; 
Unanticipated abatement challenges for regulated materials resulted in higher-thanbudgeted
environmental remediation liabilities; 
Net operating income was higher than budgeted and higher than 2011 actual; 
Relatively high debt per enplaned passenger was compared to higher-than-budgeted
debt service coverage, and the trend for debt per enplaned passenger continues to drop
gradually since there is no new debt factored in the 2013 budget projections; 
Additional debt is anticipated in 2014; 
Customer facility charges have contributed to a rise in non-aeronautical revenue; 
Concessions revenue is above budget, and sales per enplaned passenger in 2012 was
$10.91, above the budgeted $10.42;

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TUESDAY, MARCH 12, 2013 
The drop in public parking revenue is partly due to the loss of about $388,000 resulting
from a credit-card processing error; 
Expenses and net operating income were presented; 
Central runway maintenance costs were highlighted; 
Cost per enplanement was presented by category; 
Cash flow in 2012 was higher than budgeted; and 
Capital spending was below budget; 
Seaport 
Net operating income exceeded budget by $7.2 million; 
Major work completed included the Port/BNSF Railway land exchange at Terminal 5,
dock condition assessments at Terminals 25 and 30 and Pier 66, and Terminal 18 pile
cap pilot project; 
A lease amendment was executed with Total Terminals International at Terminal 46 to
extend the lease to 2025, and a seven-year lease extension was executed with Cruise
Terminals of America for operation of the Port's cruise terminals; 
Business performance for the cruise, container, and grain business lines was
summarized and contrasted to the growth experienced by Canadian ports; 
Attainment of Seaport environmental goals was summarized, including approximately
$2 million in insurance recoveries for environmental clean-up efforts; 
Net operating income was $7.2 million, or 14 percent, above budget; 
Key revenue variances, totaling a positive variance of $5.3 million, were summarized; 
Key expense variances were summarized; 
Net operating income was presented by business group; and 
Capital spending was below budget, but less so than in past years; 
Real Estate 
Net operating income exceeded budget by $674,000, due to favorable expense
variances outpacing negative revenue variances; 
A new management agreement for the Conference and Event Center, executed April 4,
2012, is expected to return better revenues to the Port in the future; 
Sales of portions of the Eastside Rail Corridor were executed to King County and the
City of Kirkland; 
Marine Maintenance achieved 78-percent completion of deferred maintenance projects,
enjoyed their lowest occupational injury rate ever of 9.87, received environmental
recognition awards, and continues to actively support workforce development goals; 
Commercial occupancy was 91 percent, higher than the market average of 88 percent; 
Occupancy at Fishermen's Terminal and the Maritime Industrial Center was 74 percent,
below the 84-percent target, due in part to movement offishing vessels to Alaskan and 
smaller Washington ports, and recreational marinas had 93 percent occupancy, slightly
below the target of 94 percent but significantly higher than area competitors; 
Key revenue variances totaling approximately $1.1 million below budget were
summarized, as were key expense variances totaling about $1.8 million above budget; 
Net operating income before depreciation was summarized; and 
Capital spending was about 33 percent of budget;

PORT COMMISSION MEETING MINUTES                   Page 8 of 10 
TUESDAY, MARCH 12, 2013 
Capital Development 
Process-improvement-related projects were noted; 
Average percentage of soft costs for construction projects during the period 2010-2012
was 22 percent, although the aggregate percentage during 2012 grew to almost 30
percent; 
Cost growth during construction was summarized based on key indicators; 
The target for cost growth during construction is no more than five percent for mandatory
changes and no more than five percent for discretionary changes; 
Design schedule growth and construction schedule growth were summarized based on 
key indicators; 
A summary table of cost and schedule growth for 2012 was presented; 
Procurement time by the Central Procurement Office for 2012 for goods and services
was 125 days; major public works was 61 days; small works was 50 days; and service
agreements was 202 days; 
Expenses were over budget by 6.2 percent due to accommodation of projects that were
required after establishment of the 2012 budget; 
Charges to capital projects showed a negative variance of $716,000, although salaries
and benefits showed a positive variance of approximately $1.8 million; and 
An owner-controlled insurance program in effect during passenger terminal renovations
and construction of the Third Runway requires annual payments that failed to be
budgeted in 2012 and were drawn from the Capital Development Division; 
Corporate 
Century Agenda outreach was noted; 
Airport Jobs helped place people into 1,088 jobs with Airport employers; 
There were 125 Apprenticeship Opportunity Project placements; 
Additional measurements of Corporate performance were presented; 
Total revenues were $293,000 above budget due to unbudgeted police grants but were
$1.1 million lower than 2011 actual revenue due to the 2011 American Association of
Port Authorities conference revenue; 
Due primarily to savings in position vacancies and delayed hiring, expenses were
$3.4 million below budget; 
Major expense variances were summarized; and 
Corporate cost as a percentage of total operating revenues was 14 percent for 2012,
lower than 2012 budget and 2010 and 2011 actuals. 
Commissioner Albro commented on the need for forecasted capital spending to be closer to actual
to prevent overburdening operating divisions or property taxes. Mr. Thomas noted that the funding
plan is also continually updated as spending forecasts are adjusted. Commissioner Creighton
requested additional information about tax levy funds assessed but not spent in 2012. 
Commissioner Albro requested more information on targets for improving Central Procurement
Office procurement times.



PORT COMMISSION MEETING MINUTES                   Page 9 of 10 
TUESDAY, MARCH 12, 2013 
Commissioner Albro requested more information on how many new businesses are represented on
the Port's new Procurement Roster Management System as opposed to existing businesses
previously listed on the former roster system. 
Commissioner Creighton requested a briefing during preparation of the 2014 budget on planning
for the salary and benefit resolution. There was a discussion on the pressures of rising health-care
costs and the best way to balance these costs and provide quality, affordable health care to Port
employees. 
7b.  2012 Treasury Briefing. 
Presentation document(s):  Commission agenda memorandum dated February 15, 2013, and
computer slide presentation provided by Craig J. Kerr, Treasury Manager. 
Presenter(s): Mr. Kerr. 
The Commission received a presentation that included the following relevant information: 
The Port employs a 2.0 duration target strategy of plus or minus 50 basis points, which
equates to about 27 months; 
The Port's strategy of balancing return and risk over cycles outperforms the market when
rates are falling and underperforms when rates are rising; 
The Port's benchmark is the Bank of America Merrill Lynch Treasury/Agency Three-Year
Index; 
Portfolio composition was summarized; 
Interest-rate trends for 2012 were summarized, including yield rates for federal funds
and two- and five-year agency funds; 
Treasury yield curve rates for 2011 and 2012 up to 360 months were presented; 
2012 yields for the Port's pool were compared to the benchmark, demonstrating a Port
yield of 1.02 percent versus the benchmark yield of 0.31 percent; 
Portfolio earnings for 2008-2012 were presented; 
The Port pool's yield history over an 11-yearperiod was presented, demonstrating an 
overall yield of 3.17 percent versus the benchmark of 2.24 percent; 
The same data was presented as a graph showing the trend for the Port's strategy to
outperform the market when rates fall and underperform when rates rise; 
The size of the Port's investment portfolio in 2012 was $944 million and has fluctuated
between $639 million and $976 million; and 
The investment pool participating funds were summarized. 
Mr. Kerr noted that capital spending reduces the portfolio and bond issues to fund projects
increase the portfolio. Commissioner Albro asked for more information on comparison of the Port's
investment performance to the performance of King County's treasury function. 
8.   NEW BUSINESS 
None.

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TUESDAY, MARCH 12, 2013 
ANNOUNCEMENTS 
Dan Thomas, Chief Financial and Administrative Officer, reported a successful sale of the general
obligation bonds authorized to be refunded on March 5. The Port achieved present value savings
of $16.1 million, which is 15 percent of the par amount, well above the Port's four-percent target. 
In anticipation of his resignation effective March 15, 2013, Commissioner Holland expressed his
appreciation to the citizens of King County for the opportunity to serve on the Port Commission and
expressed his optimism about the Port's influence in economic development, workforce
development, and social justice.  He spoke of the need for a robust Airport Concessions
Disadvantaged Business Enterprise program and a competitive Port and stated it is important for
the Port to reflect the diversity of King County. 
On behalf of the Port of Seattle, Commissioner Creighton thanked Commissioner Holland for his
service and presented him with a model of a Holland-America cruise ship as a symbol of his
service on the Port Commission. 
9.   POLICY ROUNDTABLE 
None. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 3:19 p.m. 

Bill Bryant 
Assistant Secretary 
Minutes approved: April 23, 2013.