Minutes

Commissioners                                                                   Tay Yoshitani 
Chief Executive Officer 
Tom Albro 
Commission President 
Stephanie Bowman                            P.O. Box 1209 
Bill Bryant                                Seattle, Washington 98111 
John Creighton                               www.portseattle.org 
Courtney Gregoire                               206.787.3000 
APPROVED MINUTES 
COMMISSION REGULAR MEETING JULY 23, 2013 
The Port of Seattle Commission met in a regular meeting Tuesday, July 23, 2013, in the
International   Auditorium   at   Seattle-Tacoma   International   Airport,   Seattle,   Washington. 
Commissioners Albro, Bowman, Bryant, Creighton, and Gregoire were present. 
1.    CALL TO ORDER 
The regular meeting was called to order at 12:05 p.m. by Tom Albro, Commission President. 
2.    EXECUTIVE SESSION pursuant to RCW 42.30.110 
The regular  meeting was immediately recessed to an executive session estimated to last
approximately 70 minutes to discuss matters relating to legal risk and potential litigation. Following
the executive session, which lasted approximately 65 minutes, the regular meeting reconvened in
open public session at 1:15 p.m. 
PLEDGE OF ALLEGIANCE 
3.    APPROVAL OF MINUTES 
Minutes available for approval are included in the Unanimous Consent Calendar. 
4.    SPECIAL ORDER OF BUSINESS 
None. 
5.    UNANIMOUS CONSENT CALENDAR 
[Clerk's Note: Items on the Unanimous ConsentCalendar are considered routine and are not
individually discussed.  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.] 
5a.  Approval of the minutes of the June 25, 2013, regular meeting. 
Motion for approval of consent item 5a  Creighton 
Second  Bryant 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 

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



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TUESDAY, JULY 23, 2013 
PUBLIC TESTIMONY 
As noted on the agenda, public comment was received from the following individual(s): 
Donnell Harvey, Regional Director of Corporate Real Estate, Delta Air Lines. Mr. Harvey
commented on Delta's collaborative work with the Port on planning for a new
International Arrivals Facility, noting the inadequacy of the current facility.  Mr. Harvey
announced Delta's new nonstop service between Seattle and London in 2014. 
Tom Norwalk, President and CEO of destination marketing organization Visit Seattle.
Mr. Norwalk commented on his organization's hosting in 2013 of over 53 groups of
media and tour operators from international tourism markets. He urged updating of the
Port's International Arrivals Facility. 
Carla Murray, Senior Vice President of Operations for Starwood Hotels and Resorts.
Ms. Murray commented on her experiences of international arrivals facilities throughout
the world and urged expeditious upgrade of the Airport's International Arrivals Facility. 
Kati Quigley, Senior Director at Microsoft.   Ms. Quigley commented on her work
organizing large events around the world for Microsoft, which she stated spent over
$112 million in airfare for international travel in 2012, which she said accounted for about
$30 million in staff time.  Ms. Quigley spoke in favor of improvement of the International
Arrivals Facility. 
Sam Kaplan, President of the Trade Development Alliance.  Mr. Kaplan commented on
international trade and the importance of an updated International Arrivals Facility to the
regional economy, including small and medium-sized businesses, international students,
and tourism. 
Bret Matteson, President, Columbia Hospitality.   Mr. Matteson spoke in support of
improvements to the International Arrivals Facility and the importance of making a good 
impression on international travelers in order to compete in the areas of international
conference centers and cruise operations.
Commissioner  Albro  noted  receipt  of  a  letter  from  the  Washington  Council  on
International Trade signed by its president, Eric Schinfeld, and dated July 19, 2013. The
letter supported improvements to the Airport's International Arrivals Facility.  A copy of
the document is, by reference, made a part of these minutes, is marked Exhibit A, and is
available for inspection in Port offices. 
Commissioner Albro also noted receipt of a letter from the Washington State China
Relations Council signed by its president, Joseph J. Borich, and dated July 16, 2013.
The letter supported improvements to the Airport's International Arrivals Facility. A copy
of the document is, by reference, made a part of these minutes, is marked Exhibit B, and
is available for inspection in Port offices. 
6.    DIVISION, CORPORATE, AND COMMISSION ACTION ITEMS 
6a.   Authorization  for  the  Chief  Executive  Officer  to  (1)  authorize  preliminary  project
funding of $3,500,000 for the new International Arrivals Facility (IAF) at Seattle-Tacoma
International Airport; (2) execute a consultant service agreement for program and
project management support services; and (3) authorize the use of Price Factors
Design/Build methodology for project delivery of the IAF building to be located
adjacent to Concourse A.


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TUESDAY, JULY 23, 2013 
Request document(s) provided by Michael Ehl, Director, Airport Operations, and Wayne Grotheer,
Director, Aviation Project Management:
Commission agenda memorandum dated July 16, 2013. 
Presenter(s): Mr. Ehl and Mr. Grotheer. 
The Commission received a presentation that included the following relevant information: 
On June 14, 2011, the Commission received a briefing on growth of international air
service and challenges facing the Airport's International Arrivals Facility, or Federal
Inspection Services facilities. Another briefing on this subject was conducted July 9, 2013. 
The requested action includes initial project funding, procurement of consultant services,
and approval of the project delivery method for the facility. 
The total estimated cost of the International Arrivals Facility program is $250 million to
$400 million. Initial funding of $3.5 million should be adequate until the spring of 2014. 
The size and complexity of the program require a combination of staff and consultant
resources to ensure successful project delivery while controlling spending and schedule
progress.   Other programs using a similar process involving program and project
management support include the Consolidated Rental Car Facility and the NorthSTAR
program.  For similar programs, program management costs have been approximately
5.5-6.6 percent of total program cost. 
Work under the consultant contract will be authorized by service directives consistent
with Commission budget authorizations. 
Use of the price-factors design/build project delivery method requires approval by the
Washington Project Review Committee, which will be sought upon Commission approval. 
Commission approval will be sought prior to procurement of a design-build team and
again prior to beginning construction. 
A new International Arrivals building is the largest and most costly component of either
design option previously presented to the Commission, and the project delivery method
is  proposed  based  on  consideration  of  cost,  schedule,  quality  and  aesthetics,
implementation and risk, and stakeholder involvement. 
Under  the  price-factors  design/build  methodology,  the  Port  will  contract  with  a
designer/contractor team selected based on team qualifications and price factors.
Pricing of construction phases is established using detailed estimates and agreed overall
price factors once further design is complete. 
The price-factors design/build project delivery method is expected to leverage innovative
teamwork to deliver a quality project, cost control, and a shorter schedule. 
Two critical design decisions still pending include whether the new arrivals facility will be
arranged with dual processing of passengers on the South Satellite and Concourse A or
with passenger processing only in a new building adjacent to Concourse A and whether
the  South  Satellite  and Concourse A  will  be  connected  by  a bridge  or  tunnel.
Regardless of the outcomes of those two decisions, the request before the Commission
today would be necessary.






PORT COMMISSION REGULAR MEETING MINUTES                     Page 4 of 8 
TUESDAY, JULY 23, 2013 
Motion for approval of item 6a  Bryant 
Second  Creighton 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 
6b.   Request (1) unanimous consent to adopt Resolution No. 3682 at the same meeting at
which it is first introduced, as required by Article VIII, Section 1, of the Commission
Bylaws; and (2) First Reading and Second Reading and Final Passage of Resolution
No. 3682: A Resolution of the Port Commission of the Port of Seattle declaring Heavy
Lift Truck No. 25 surplus for Port District purposes and authorizing the Chief Executive
Officer to execute all documents necessary for its sale or disposal. 
Request document(s) provided by Mike McLaughlin, Director, Cruise and Maritime Operations, and
MaryAnn Lobdell, Manager, Marine Maintenance Compliance and Fleet: 
Commission agenda memorandum dated July 12, 2013. 
Resolution No. 3682. 
There was no presentation at this time; however, t he request documents were distributed for
review prior to the meeting of July 23, 2013. 
Motion to waive the requirement of Article VIII, Section 1, of the Commission Bylaws that
Resolution No. 3682 not be adopted at the same meeting at which it is introduced  Bryant 
Second  Gregoire 
Motion carried by the following required unanimous vote of all Commissioners: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 
Motion to adopt Resolution No. 3682  Bryant 
Second  Gregoire 
Motion carried by the following vote: 
In Favor: Albro, Bowman, Bryant, Creighton, Gregoire (5) 
7.    STAFF BRIEFINGS 
7a.  2013 Second Quarter Financial Performance Briefing. 
Presentation document(s) provided by Dan Thomas, Chief Financial and Administrative Officer,
and Michael Tong, Corporate Budget Manager:
Commission agenda memorandum dated July 16, 2013. 
Presentation slides. 
The Second Quarter Financial Performance Report was not available at this time.

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TUESDAY, JULY 23, 2013 
Presenter(s): Mr. Thomas; Mr. Tong; Ralph Graves, Director, Capital Development Division; Mark
Reis, Managing Director, Aviation Division; Boni Buringrud, Manager, Seaport Finance and Budget;
and Linda Styrk, Managing Director, Seaport Division. 
The Commission received a presentation that included the following relevant information: 
Port-wide Overview 
A detailed second quarter financial performance report is expected to be distributed to
Commissioners by July 26, 2013. 
Port-wide total operating revenue in the second quarter was $240 million, which was
$16.8 million below revised budget.  Over $15 million of the variance is due to timing
considerations. 
Total operating expenses were $146 million, which was $14.5 million, or about nine
percent, below revised budget. 
Net income before depreciation was $2.3 million, 2.4 percent below revised budget. 
Major revenue variances included aeronautical revenue $15.4 million below revised
budget due to current lending fee rates and rental fee rates that are based on 2002 rates
that have yet to be updated to 2013. Accrual is expected by the end of the third quarter,
which should resolve the variance.  Revenue from concessions, grain, and conference
and events centers were under budget in the second quarter.  Along with other nonaeronautical
revenue variances, these accounted for a shortfall of about $1.2 million.  If
corresponding reductions in expenses are factored in, the net shortfall would be about
$800,000 below revised budget. 
Total major expense variances were approximately $14.5 million below revised budget,
due to a combination of actual savings and delays in spending.  Overspending in the
"other expenses" category of about $1.8 million is due to $4.9million environmental
remediation expenses for the Lora Lake cleanup that were not in the revised budget. 
The variance of approximately $10 million unspent for outside services is most likely due
to timing of spending. 
Aeronautical revenue is projected to be about $2.9 million above revised budget by the
end of 2013. "Other operating revenue" is expected to be about $4.7 million below
revised budget by the end of 2013. This is mostly due to the variances noted earlier in
concessions, grain, and conference and events center revenues. 
Savings in all divisions is expected to yield total operating expense savings of $63,000.
Net operating income before depreciation is expected to be approximately $1.7 million
below revised budget at year end. 
Moody's Ratings Outlook Change 
Bond-rating agency Moody's recently reviewed the Port's revenue bond credit rating and
confirmed the Port's Aa2 senior lien bond rating, the highest available category. This
rating is among the highest for Ports and Airports nationally. There is no other airport in
the U.S. with a rating of Aa2. 
Moody's also expressed concern looking forward 1-2 years due to competitive pressures
on the Seaport and prolonged negotiations with the airlines to achieve a new rate
structure or lease agreement. Moody's altered its 1-2year outlook for the Port from
"stable" to "negative." The outlook is subject to change depending on circumstances.

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TUESDAY, JULY 23, 2013 
Corporate Summary 
Operating revenue was $45 million above revised budget in the second quarter, due in
part to receipt of an unbudgeted police grant. 
Actual savings and delays in hiring contributed to Corporate expenses being about
$3.7 million below revised budget. 
Year-end forecast is for Corporate to be approximately $1.3 million below revised
budget, despite about $378,000 in unexpected outside legal fees. 
Capital Development Division 
The division is making improvements in tracking of small business subcontracting. The
Port actively participated in renewing the ability under state law to use alternative public
works contracting, such as the recently approved price-factors design/build project
delivery methodology approved today for construction of a new International Arrivals
Facility at the Seattle-Tacoma International Airport. 
Capital Development provided support in submitting a grant application to the U.S.
Department of Transportation for approximately $20 million in Transportation Investment
Generating Economic Recovery (TIGER) funding. Projects covered would include dock
rehabilitation at Terminal 46, stormwater improvements, paving, crane rail extension, a
connecting road to the Argo rail yard, and Terminal 117 public shore access.  The total
cost for these projects is estimated at $65 million. 
Due largely to keeping project staffing low, at about 10 percent understaffed, Capital
Development expenses in all groups are below revised budget for the second quarter.
This offsets increased expenses, such as the emergency drainage work at Terminal 115,
unanticipated legal costs, and additional costs of the Airline Realignment project. 
Aviation Division 
The negative variance for total operating revenues of approximately $15.5 million is
principally due to the fact that landing fees and terminal rents are currently being
collected based on 2012 carryover rates as opposed to the proposed 2013 rates and
charges upon which the revised budget was based. 
Approximately $8 million in operating expenses have been saved during the second
quarter due to vacant positions and delays in spending, such as consulting services for
the Airport Master Plan revision. 
Spending on environmental liabilities shows a negative variance of about $2.9 million,
which offsets second quarter savings. 
Year-end projections for aeronautical revenue are expected to be close to revised
budget. Should an airline lease be agreed upon before the end of the year, the amounts
will have to be adjusted accordingly. 
Environmental remediation for the lake portion of the Lora Lake site is a project on the
airfield and therefore is accounted for as a cost of operating the airfield. 
Cost per enplanement was forecasted in the original budget at $13.80 and is currently
forecasted  at  $13.59.   If  a  new  airline  lease  agreement  is  executed,  cost  per
enplanement may end up somewhere between those amounts.

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TUESDAY, JULY 23, 2013 
Seaport 
Twenty-foot equivalent unit (TEU) container volume is down 790,000 TEUs in the
second quarter, a drop of 22 percent from the same quarter in 2012. 
By year-end, Seaport anticipates a volume of 1.66 million TEUs, a drop of 12 percent
from 2012. 
TEUs for consolidated West Coast ports in the second quarter increased one percent.
Los Angeles/Long Beach increased 1.5 percent; Seattle/Tacoma decreased 0.9 percent;
and Prince Rupert and Vancouver, British Columbia, increased two percent. 
Grain volume was at 285,000 metric tons, a 91-percent drop from the second quarter of
2012 and 83 percent lower than 2013 budget. 
United Arab Shipping Company commenced vessel calls at Terminal 30 in June 2013. 
Net operating income is $1.6 million above revised budget owing to savings in expenses.
Total revenue is $831,000 below revised budget due to the drop in grain volume. 
Year-end expenses are projected to be about $570,000 favorable to revised budget, due
primarily to open positions. 
Year-end revenue is projected to be about $3.6 million below budget due to loss of grain
revenue and an expected variance on Terminal 18 crane rent resulting from the
likelihood that the operator will not execute the 250,000 lifts necessary for the minimum
crane rent to apply. 
Real Estate
Net operating income is projected to meet revised budget by the end of the year, due to
reduced revenue being offset by lower expenses.  Revenue is expected to be down
$1.5 million, the same amount that expenses are expected to be reduced. 
Commercial properties, which are leased at market rates, have an occupancy rate of
91 percent, slightly above the Seattle market average of 89 percent. Fishermen's
Terminal and the Maritime Industrial Center have an average occupancy rate of
77 percent,  slightly  below  the  target  of  78  percent.   Recreational  marinas  have
occupancy of 96 percent, above the 92-percent target. 
Competitive challenges facing activity at the Conference and Events Center include new
venues and expansion of existing venues in the market. A perception of traffic issues on
the waterfront also affects event center activity. 
Total revenue is under budget by more than $600,000, owing to conference center
revenue shortfalls. Expenses are also lower. 
Maintenance expenses for the Seaport Division are below budget mostly due to timing of
spending. Capital development expenses related to the Fishermen's Terminal net shed
code compliance project are also below budget due to project timing. 
Commissioner Albro commented on the practice of budgeting based on prior year's budget, and
requested revision of year-end projections in order to project closer to actual year-end conditions.

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TUESDAY, JULY 23, 2013 
7b.  July 23, 2013, Budget Retreat Summary. 
Chief Executive Officer Tay Yoshitani commented on the Commission's July 23, 2013, morning
budget retreat, noting the following relevant information: 
The retreat format for budget discussion between the Commission and senior executives
is a new practice intended to improve the Port's budget process by soliciting
Commission input earlier in the process. 
Discussion attempted to apply Century Agenda 25-year goals and Division 5-year
milestones to the budget process for 2014. 
Staff was able to gather information on Commission interests and provide context to the
Commission on the complexities of various issues affecting budget decisions. 
Commissioner Albro commented on the retreat process and noted recognition of the value of real
estate in service to the mission of the Port.  He pointed out that it can also be a drain on the
organization if not put to productive use.  He stated there is willingness to review the Port's real
estate portfolio in light of the Century Agenda and that the Commission would be engaging with
staff to develop a strategic approach to steward the Port's real estate in service of its larger
mission.   Commissioner Albro  noted  that  a  discussion  of  real  estate  necessarily  involves
discussion of the Seaport and its interdependence on land-use, transportation, and market
positioning factors.  He proposed further discussion on these issues with outside partners.  He
concluded by commenting on the need for strategic alignment and organizational focus in order to
succeed financially and in carrying out the mission of the Port. 
8.    NEW BUSINESS 
None. 
9.    POLICY ROUNDTABLE 
None. 
10.  ADJOURNMENT 
There being no further business, the regular meeting was adjourned at 2:30 p.m. 

Bill Bryant 
Assistant Secretary 
Minutes approved: August 20, 2013.

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