PORT OF SEATTLE 
MEMORANDUM 
COMMISSION AGENDA               Item No.      7a 
STAFF BRIEFING 
Date of Meeting    December 3, 2013 
DATE:    November 21, 2013 
TO:     Tay Yoshitani, Chief Executive Officer 
FROM:    Mark C. Griffin, Director, Real Estate Development 
Linda Stewart, Director, AV Community Partnerships 
SUBJECT:  Interlocal agreement with the City of Burien related to the Northeast
Redevelopment Area 
SYNOPSIS 
The Port and the City of Burien (City) are working collaboratively to position the
Northeast Redevelopment Area (NERA) for redevelopment. Through this collaboration,
the Port and City have identified several real estate-related items that are required to
accelerate redevelopment of the NERA and that are described in an interlocal agreement
(ILA). The ILA authorizes the Port to: 
Grant a permanent, non-exclusive easement for stormwater Facility #3 to the City at
10% of the fair market value of the property; 
Grant a permanent, non-exclusive easement for stormwater Facility #4 to the City at
13% of the fair market value of the property; 
Grant a permanent, exclusive easement for stormwater Facility #6 to the City at no
cost given the benefit to Port property; 
Contribute $1.2 million to the City toward the City's construction of storm water
Facilities #3 and #4. The $1.2 million represents an estimated 40% cost savings
compared to the estimated $3 million the Port would incur to design and construct
independent facilities; 
Grant a permanent easement to the City at full fair market value to allow for the
construction of a shared use path along Miller Creek that will provide access to the
stormwater facilities for long-term operations and maintenance. The easement will
also provide bicycle and pedestrian access through the NERA, as required by City
code requirements for development in this area; 
Purchase 12th Place South from the City to consolidate the Port property at a cost,
including expenses, of approximately $245,000; and 

Template revised May 30, 2013.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 2 of 9 
Prepare and submit an application under the FAA's "Pilot Program for
Redevelopment of Airport Properties," including authorization of the local match
required in an amount not to exceed $500,000, which is included in the 2014 budget, 
to secure FAA funding of up to $5 million. The Pilot Program was created by the
FAA, under the 2012 Reauthorization Act, to provide funding for airport sponsors to
collaborate with local jurisdictions on compatible development of airport properties
purchased for airport noise compatibility. The FAA requires that the airport sponsor
and local jurisdiction have an enforceable agreement, such as an ILA, to undertake
the assemblage and redevelopment of airport land.
Staff is also cooperating in the City's design of a new eastbound off-ramp from SR-518
at Des Moines Memorial Drive. After design of the new off-ramp is finalized, future
Commission action will be necessary to surplus and convey the Port-owned land the City
will need to construct the new off-ramp. Staff also expects to seek future Commission
approval of design and construction funds for relocating the existing on-ramp to comply
with the Port's obligations under an agreement with the Washington State Department of
Transportation (WSDOT) regarding the use and relocation of the existing eastbound onramp
after construction of the Third Runway. 
BACKGROUND 
NERA Plan 
The City has designated an approximately 158-acre area located northwest of the Airport
as its Northeast Redevelopment Area (See Attachment A). The NERA is a key focus
area in the City's overall economic development strategy and includes about 55 acres of
Port-owned property. Most of the Port's property is former homes, or "noise property,"
acquired under the Federal Aviation Administration's (FAA) Part 150 regulations. Nonresidential
properties that were acquired to ensure viable development comprise the
balance of the Port's holdings in the NERA. FAA regulations require that the Port's
noise property be converted to airport compatible use and disposed of (leased or sold) in
accordance with FAA guidelines. 
The Port and City prepared a conceptual redevelopment plan for the NERA in April,
2010 (NERA Plan). The NERA Plan reflects the common goal of transitioning the
NERA into a mix of airport-compatible commercial, retail and/or light industrial uses
consistent with FAA regulations. The City envisions development of an auto mall on the
southern portion of the NERA.  The Port intends to pursue development of light
industrial facilities on the northern portion of the NERA that will support the Port's
Century Agenda goal of tripling air cargo volume.
The NERA Plan identifies a number of actions the Port and City could take to spur
private sector investment in the redevelopment of the NERA. These actions include
development of a comprehensive regional storm water system to serve the entire NERA

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 3 of 9 
and construction of a new eastbound off-ramp from SR 518 at Des Moines Memorial
Drive to improve access to the regional transportation network to and from the NERA.
Regional Stormwater System 
The City has secured approximately $4.5 million in state grants to prepare a master
drainage plan for the NERA, design a comprehensive regional stormwater management
system based on the master drainage plan, and construct the first phase facilities of the
regional system. The City, however, needs a total of about $5.7 million to construct the
optimal package of first phase improvements. 
The preferred first phase improvements include four of the seven required facilities
(Facilities #3, #4, and #5/6).  Facilities #3 and #4 primarily benefit Port property.
Consequently, the City has requested a $1.2 million contribution from the Port to
complete the funding required to construct the first phase improvements. The first phase
improvements will also include pre-treatment/water quality components, Miller Creek
channel improvements, and an approximately 2,736 foot-long shared use path along
Miller Creek for operations and maintenance of the stormwater facilities and bicycle and
pedestrian access. The City will design, construct, own, operate and maintain all of the
stormwater facilities and the shared use path, per easements to be granted by the Port.
The City's grant agreements with the state require that the proposed first phase
improvements be completed before the end of 2014. To meet this deadline, the project
must be advertised in December 2013 and the work commenced during the first quarter
of 2014.
SR 518 Off-Ramp 
The City has also obtained about $2.15 million in funding to fully design a new
eastbound off-ramp from SR 518 at Des Moines Memorial Drive. The City's design
funding includes a combination of federal ($1.6 million), state ($250,000), and City
($300,000) dollars. The City expects to complete design of the off-ramp in the fourth
quarter of 2014, which will more competitively position the project for construction
funding. Some Port property (currently estimated to be less than an acre) will be needed
to construct the off-ramp. The exact "take" will be known upon final design, at which
time staff will seek Commission approval to surplus and convey the needed property to
the City or directly to WSDOT. 
The City is actively pursuing construction funding for the eastbound off-ramp. The
project was included in the State House and Senate proposed transportation packages
throughout the 2013 session.  While the Legislature did not adopt a transportation
package in 2013, the City expects the project will be included in any transportation
package proposed during the 2014 session. The City hopes to start construction of the
off-ramp in 2015, once funding is secured and FAA regulatory consent is granted.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 4 of 9 
The City's design of the eastbound off-ramp will also include attention to the existing
eastbound on-ramp. The Port entered into Government Contracting Activity (GCA) 1998
with the Washington State Department of Transportation WSDOT allowing the Port to
use a temporary on-ramp onto eastbound SR 518 for runway reconstruction work. GCA
1998 requires the Port to restore the ramp upon completion of the temporary use. The
final design of the eastbound SR 518 on-ramp needs to be aligned with the eastbound offramp.
Since the restoration of the eastbound SR 518 on-ramp is most appropriately
designed as part of the off-ramp project to ensure proper alignment and coordination of
the two ramps, staff will seek future Commission approval to contribute design and
construction funds to the City for the eastbound on-ramp to satisfy the Port's
responsibilities under GCA 1998.
Air Cargo Facilities 
The Century Agenda calls for tripling air cargo volume at the Airport to 750,000 metric
tons. The Port's air cargo strategy includes using the off-airfield land portfolio to help
drive development of new air cargo facilities, particularly on those properties located
north of the airport near the on-airfield cargo operations. The NERA presents such an
opportunity. 
Staff has completed an initial feasibility assessment for the development of
approximately 270,000 square feet of new air cargo development on the northern portion
of the NERA. A request for proposals will be issued in December 2013 for developers
capable of building such a development under a long-term ground lease. Assuming the
market responds positively, a developer should be selected in the second quarter of 2014
and approval of the ground lease requested in the fourth quarter of 2014. 
Auto Mall 
The City is actively working to facilitate development of an auto mall on the southern
portion of the NERA, which includes the former Lora Lake apartments parcel south of
SR 518 and the area immediately north of SR 518. The City has completed a preliminary
feasibility analysis to establish the viability of an auto mall in the NERA. In addition, the
City recently spent about $2.5 million of its own funds to acquire the former NAVOS
mental health facility from the Highline School District and anticipates possible
additional future property acquisition to help make the auto mall a reality. The auto mall
will allow for the potential relocation of the auto dealers currently located along 1st 
Avenue South in Burien to the NERA, in order to free up the dealers' current locations
for redevelopment, both of which should position the City to generate substantial
additional retail sales tax revenue over the long-term. 
FAA Pilot Program 
In February 2013, the FAA issued the requirements for obtaining funding under a new
pilot program for the redevelopment of noise property. This program is the culmination
of a multi-year lobbying effort by the City to have the FAA identify and allocate federal

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 5 of 9 
funding to support redevelopment of areas impacted by airport operations. Consequently,
the City is eager to pursue this funding for redeveloping NERA. 
The Port will be the applicant ("airport sponsor") for the pilot program and may apply for
up to $5 million in partnership with local jurisdictions. The program limits the federal
share to 80% of eligible costs and requires a local match for the remaining 20% of costs.
Pilot program funds may be used for planning, engineering, design, and environmental
permitting, but not construction. Upon any sale of the noise property benefited by the
program, the airport must "repay" the funds in full. In this context, "repay" means
reinvesting in other eligible airport projects. A long-term lease of noise property does not
trigger the repayment obligations. The Port and City expect to complete the program
application and submit it for FAA approval in the first quarter of 2014. 
FAA Approval 
The FAA must review and approve the use, lease, sale and/or payment of any Port funds
related to the NERA noise property. Staff has obtained the FAA's approval of the
various actions described in the ILA. 
PROPOSED ACTIONS AND JUSTIFICATION 
The ILA details the various actions undertaken by the Port and City that together are
intended to induce private sector investment in redevelopment of the NERA. The ILA
authorizes Port action on the following items: 
Permanent non-exclusive easements for storm water Facilities #3 & #4. Three of
the seven storm water facilities that comprise the regional system are on Port
property, including Facilities #3 and #4. The Facility #3 and #4 easements are nonexclusive
which means the Port will be able to use the area above the storm water
facilities for parking.
The Facility #3 and #4 easements would be conveyed to the City at substantial
discounts to the appraised fair market value, because both facilities almost
exclusively benefit redevelopment of Port property and the City's regional storm
water project frees the Port from having to construct separate storm water
management facilities that the Port would otherwise be required to build as a
condition of the City granting permits for development of the property. Facility #3
drains Basin 3 in which the Port owns approximately 5.03 of the total 5.6 acres or
about 90% of the basin's total acreage. Similarly, Facility #4 drains Basin 4 in which
the Port owns approximately 10.42 of the total 12 acres or about 87% of the basin's
total acreage.
Staff obtained a fair market value appraisal for each of the property interests included
in the ILA. Based on the appraisal, the Port will convey the Facility #3 easement to
the City for $13,889. This amount represents approximately 10% of the property's
fair market value and reflects the Port's ownership of 90% of the property benefited

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 6 of 9 
by Facility #3. The Port will convey the Facility #4 easement to the City for $14,961,
which represents approximately 13% of the property's fair market value and reflects
the Port's ownership of 87% of the property benefited by Facility #4.
Permanent exclusive easement for storm water Facility #6. The Facility #6
easement would be conveyed to the City at no cost. Although physically separate,
Facility #6 functions as a single facility with Facility #5. Facility #5 will be located
on City property and is designed to infiltrate up through a 50-year storm event. Any
water received beyond the infiltration capacity of Facility #5 will be bypassed to
Facility #6.  Facility #6 will be located on Port property, serve as an emergency
overflow location for Facility #5, and receive water during severe storm events when
Facility #5 is in bypass mode. Non-Port property comprises approximately 60% of
the property in Basin 5/6 that will benefit from Facility #6's location on Port-owned
land. The fair market value as determined by the appraisal of the benefit to non-Port
property equals $113,219 (60% of the $188,698 appraised value of the Facility #6
easement). In contrast, Port-owned property comprises approximately 40% of the
property that will benefit from Facility #5 being located on City-owned land. The fair
market value as determined by the appraisal of the benefit to Port property equals
$208,440 (40% of the $521,100 appraised value of the Facility #5 easement).
Therefore, the Port receives a net benefit from conveying the Facility #6 easement to
the City. In addition, the Facility #6 easement removes the need for the Port to
construct separate and larger storm water management facilities that the Port would
otherwise be required to build solely on its property as a condition of the City's
granting permits for development of the property.  The design of this facility
precludes any other uses, such as parking. Therefore, the Facility #6 easement is 
"exclusive" instead of non-exclusive.
Construction contribution for Facilities #3 & #4. Because Facilities #3 and #4
primarily benefit Port property, the Port will contribute to the City a total of $1.2
million toward the construction of these two facilities to complete the funding the
City needs for the regional storm water project.
Stormwater management is required for any redevelopment of Port property. By
funding a portion of the costs for Facilities #3 and #4, the Port will save substantially
compared to the Port planning, designing, permitting and constructing separate
stormwater management facilities that solely service Port property. The Port will
benefit from approximately $1.8 million in improvements to Port property that will
meet all of the City's stormwater requirements, which is 40% greater than the Port's
$1.2 million contribution. The estimated fully loaded cost if the Port was to plan,
design, permit and construct a stand-alone facility for the Port's property is
approximately $3 million, based upon Port engineering staff estimates. The Port
would significantly benefit from the City's planning, design and permitting work for
these facilities.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 7 of 9 
Permanent easement for shared use path. The City will design, construct, own,
operate and maintain a shared use path along Miller Creek as part of the first phase of
the regional stormwater project. The shared use path will provide access for both
long-term operations and maintenance of the regional stormwater project and for
pedestrian and bicycle use through the NERA. To enable the shared use path, the
Port will convey an easement to the City. Consistent with pertinent FAA regulations,
the Port will not otherwise contribute to the design, construction, operation or
maintenance of the shared use path. Based on the appraisal, the Port will
convey the easement to the City at a total fair market value of $69,463.
The fair market value of this easement is computed at the same level of impact per
parcel as the stormwater easements. 
Purchase 12th Place South. 12 th Place South is a cul-de-sac owned by the City that
served homes previously purchased by the Port as part of the noise mitigation
acquisition program. This is the last parcel necessary for the consolidation of the
northern NERA into a viable industrial site suitable for the air cargo facilities
envisioned by the Port. The City will initiate and complete a street vacation of 12th 
Place South. Based on the appraisal, the City agrees to sell 12th Place South
to the Port for $238,500. Staff requests a total of $245,000 for this
purchase, which includes closing expenses. 
Local match for the FAA pilot program. The FAA issued its Program Guidance
Letter 13-04, Pilot Program for Redevelopment of Airport Properties (Acquired Noise
Land) on February 14, 2013. An eligible pilot program project may consist of the
joint planning, engineering, design and environmental permitting costs needed to
support the assembly and compatible redevelopment of noise property in tandem with
other publicly owned land. The FAA will award funds up to $5 million, with a 20%
match required from the airport sponsor. The City has agreed to provide half of the
match requirement. This means the Port would be required to commit up to a
maximum of $500,000 to be eligible for the pilot program which is included in the
2014 budget. 
In addition to the actions currently proposed in the ILA, future Commission action will
be required for two items related to the City's current design work on a new eastbound
off-ramp from SR 518 at Des Moines Memorial Drive. Staff will seek Commission
approval to surplus and convey the Port property needed by the City to construct the new
off-ramp upon the City's completion of final design, which is expected in the fall of
2014. The needed property is currently estimated to be less than an acre. Additional
Commission approval will be requested for design and construction funds to relocate the
existing eastbound on-ramp to comply with the Port's obligations under our current
agreement with WSDOT regarding use of the on-ramp. The proposed new off-ramp and
relocation of the existing on-ramp will improve the NERA's access and connection to the
regional transportation network.

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 8 of 9 
SCHEDULE 
The following table summarizes the anticipated completion dates of the various actions
proposed in the ILA and the related activities that will require future Commission action.
ACTIVITY            PROJECTED COMPLETION DATE 
Stormwater and Shared Use Path    Q1 2014: Closing, including the $1.2 million
Easements                   stormwater contribution 
Street Vacation                Q2 2014: Closing 
SR 518 Off-Ramp            Q2 2014: Commission authorization of design
and construction funds for replacing existing
on-ramp 
Q4 2014: City completes design of new offramp
Q4 2014: Commission authorization to convey
right-of-way needed for new off-ramp 
FAA Pilot Program Application     Q1 2014: Submit completed application 
Q2 2014: FAA approval 
Q3 2014: Begin scope of work 
Developer RFP              Q4 2013: Issue RFP 
Q2 2014: Select developer 
Q4 2014: Commission authorization of
proposed ground lease

COMMISSION AGENDA 
Tay Yoshitani, Chief Executive Officer 
November 21, 2013 
Page 9 of 9 
FINANCIAL IMPLICATIONS 
ILA Financial Summary 
The following table summarizes the total financial obligations of the Port and City based
on the ILA.
ILA ITEM                     PORT      CITY 
SW Facility #3 Easement                     --      $13,889 
SW Facility #4 Easement                     --      $14,961 
SW Facility #6 Easement                     --          -- 
Temporary Construction Easement               --       $8,724 
Construction contribution for              $1,200,000           -- 
SW Facilities #3 & #4               (Public Expense) 
Shared Use Path Easement                    --      $69,463 
12th Place South Street Vacation             $245,000           -- 
(Capital) 
FAA Pilot Program Local Match            $500,000     $500,000 
(Expense) 
TOTAL                  $1,945,000    $607,037 

Budget Status and Source of Funds 
The $1.2 million contribution for SW Facilities #3 and #4 was included in the 2014  
2018 capital budget as CIP C800579, NERA 3 Parcel Infrastructure but will now be
accounted for as public expense. The 12th Place South street vacation is included in the
2014-2018 capital budget in CIP C800150. The cost for the FAA pilot program is
included in the Airport Business Development 2014 operating budget. 
ATTACHMENTS TO THIS BRIEFING 
Attachment A - NERA Map 
PREVIOUS COMMISSION ACTIONS OR BRIEFINGS 
None